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                                                                EXHIBIT 10.121



                               REFERRAL AGREEMENT


         THIS REFERRAL AGREEMENT (the "Agreement") is effective as of this 22nd
day of September, 1999 ("Effective Date"), by and between National Auto Finance
Company, Inc. (the "Company") and Atlantic Coast Federal Credit Union
("Atlantic").

         A. The Company is engaged in the purchase, financing and servicing of
         retail installment sales contracts (each, a "Contract") originated by
         automobile dealers (each, a "Dealer") in connection with such Dealers'
         sale of new and used automobiles, vans and light duty trucks
         (collectively, "Automobile") to non-prime consumers.

         B. The Company desires to pay Atlantic a referral fee for each
         Contract referred by Atlantic, which is actually purchased and funded
         by the Company, and Atlantic is willing to accept such referral fee in
         accordance with the terms of this Agreement.

         NOW THEREFORE, for a valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties mutually agree with
each other as follows:

         1.       Payment of Referral Fee. In the event, and only in the event,
                  (1) Atlantic enters into a contractual agreement with a
                  Dealer whereby the Dealer offers to the Company the right to
                  purchase one or more contracts which are originated by such
                  Dealer (such Dealer, a "Referred Dealer") and (ii) the
                  Company actually purchases and funds such Contract from such
                  Referred Dealer, at the sole discretion of the Dealer, then
                  the Company shall pay to Atlantic an amount equal to $50.00
                  for each purchased and funded Contract as a one-time referral
                  fee (the Referral Fee) in full, final and complete
                  compensation for Atlantic's services in finding the Referred
                  Dealer and causing the Referred Dealer to refer the Contract
                  to this Company and $25.00 for each NAFI GAP policy sold with
                  each purchased and funded contract as a one time fee. The
                  Referral Fees and GAP Referral Fees shall be payable by the
                  Company to Atlantic on the 15th day of each calendar month
                  during the term of this Agreement for all Contracts which are
                  actually purchased from any Referred Dealer and funded by the
                  Company during the previous 30-day period.

         2.       Company's Representations and Warranties. The Company
                  represents and warrants to Atlantic that it (i) is duly
                  organized, validly existing and in good standing under the
                  laws of its jurisdiction of formation; (ii) has



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                  all requisite power and authority and all licenses and
                  permits to own and operate its properties and to carry on its
                  business as now conducted, and to enter into and perform its
                  obligations under this Agreement and the transactions
                  contemplated thereby and the performance of its obligations
                  thereunder; and (iii) has duly qualified and is authorized to
                  do business and is in good standing as a foreign corporation
                  (or is exempt from such requirements) and has obtained all
                  necessary licenses and approvals in each jurisdiction where
                  the character of its properties or the nature of its
                  activities makes such qualification necessary.

         3.       Atlantic's Representation and Warranties. Atlantic represents
                  and warrants to the Company that it (i) is duly organized,
                  validly existing and in good standing under the laws of its
                  jurisdiction of formation; (ii) has all requisite power and
                  authority and all licenses and permits to own and operate its
                  properties and to carry on its business as now conducted, and
                  to enter into and perform its obligations under this
                  Agreement and the transactions contemplated thereby and the
                  performance of its obligations thereunder; and (iii) has duly
                  qualified and is authorized to do business and is in good
                  standing as a foreign corporation (or is exempt from such
                  requirements) and has obtained all necessary licenses and
                  approvals in each jurisdiction where the character of its
                  properties or the nature of its activities makes such
                  qualification necessary.

         4.       Each Party Responsible for Own Costs and Expenses. Each party
                  agrees that all costs or expenses incurred by such party in
                  connection with referring any Contract to the Company and/or
                  this Agreement shall be paid by such party, without
                  reimbursement from the other party (except for the payment of
                  the Referral Fee with respect to any refunded Contract as set
                  forth in paragraph 1 of this Agreement).

         5.       No Agency, Authority or Power to Bind. Both parties are and
                  shall be independent contractors with respect to the terms,
                  provisions, and operation of this Agreement. In no event
                  shall either party have the right or power (whether express
                  or implied) to make any representation or warranty (express
                  or implied) on behalf of the other party or otherwise to bind
                  the other party in any way whatsoever.

         6.       Term and Modification. This Agreement shall be effective
                  commencing as of the date hereof. The term of this Agreement
                  shall be for one year from the date hereof. At the end of
                  such year and any succeeding years if the term of this
                  Agreement is extended (the "Anniversary Date"), such term
                  will be automatically extended for an additional year without
                  action on the part of either party. Either party may give
                  written notice to the other party, no less than the date that
                  is sixty (60) days prior to the Anniversary Date in any such
                  year, to the effect that the automatic


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                  extension will not occur, in which event the Agreement will
                  terminate on such Anniversary Date. Notwithstanding the
                  foregoing, the term of this Agreement shall be terminated
                  upon the happening of either of the following events: (a) the
                  mutual written consent of the Company and Atlantic; or (b)
                  Atlantic withdraws from the automobile dealer financing
                  market; or (c) if either party is in default, breach or
                  noncompliance in any respect of its representations,
                  warranties, covenants or agreements under this Agreement and
                  such defaulting party fails to cure such default, breach or
                  non-compliance after the expiration of forty five (45) days
                  after written notice is received by such party; or (d) if
                  either party makes an assignment for the benefit of creditors
                  or admits in writing its inability to pay its debts when due,
                  or if any liquidation, dissolution, bankruptcy,
                  reorganization, insolvency or other proceeding for the relief
                  of financially distressed debtors is commenced by or against
                  such party or a receiver, liquidator, custodian or trustee is
                  appointed for such a party or a substantial part of such a
                  party's assets (but if any of the foregoing occurs
                  involuntary, dissolution shall not occur unless the same is
                  not dismissed, stayed or discharged within ninety (90) days,
                  or if an offer for relief is entered against such party under
                  Title 11 of the United States Code).

                  In the event this Agreement is terminated for any reason,
                  NAFI's obligation to pay any compensation of any type or
                  nature, (except for Contracts funded or to be funded prior to
                  such termination) shall be terminated.

         7.       Negation of Partnership. Nothing contained in this Agreement
                  or in any document executed in connection with this Agreement
                  is intended to create any partnership, joint venture or
                  association between the parties hereto with reference to any
                  Contract, Dealer, automobile or the business of the Company
                  or Atlantic referenced herein and any inferences to the
                  contrary are expressly negated.

         8.       Governing Law. The law of the State of Florida (without
                  regard to conflict of law principles) and applicable federal
                  law shall govern, construe and apply to all aspects of this
                  Agreement.

         9.       Entire Agreement. This Agreement constitutes the entire
                  understanding and agreement between the parties hereto and
                  supersedes all prior written or oral understandings and
                  agreements between the parties hereto with respect thereto.
                  Each party hereto hereby acknowledges that, except as set
                  forth in this Agreement, there are not, and were not, any
                  representations, understandings, stipulations, agreements or
                  promises, oral or written, with respect to the payment of the
                  Referral Fee or otherwise.



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         10.      Company Indemnification. Company shall indemnify and hold
                  Atlantic harmless against any and all losses, claims,
                  damages, liabilities, regulatory or civil actions, costs or
                  expenses (including any attorneys' fees or other expenses
                  reasonably incurred by Atlantic in connection with
                  investigating any claim against it and defending any action
                  and any amounts paid in settlement or compromise) that arise
                  out of or are based upon (a) the failure of the Company, its
                  officers, employees or agents to conform to the statutes,
                  ordinances and other regulations and requirements of any
                  governmental authority in connection with performance of this
                  Agreement or any other contract thereunder, (b) the
                  negligence of Company, its officers, employees and agents,
                  (c) any action or inaction of Company, its officers,
                  employees and agents in performing the obligations of Company
                  under this Agreement or any Contract thereunder, and (d) any
                  breach by Company, its officers, employees or agents of any
                  term, condition, warranty, representation or any other
                  portion of this Agreement. Company's duties as set forth in
                  this section shall survive termination of this Agreement for
                  any reason.

         11.      Atlantic Indemnification. Atlantic shall indemnify and hold
                  Company harmless against any and all losses, claims, damages,
                  liabilities, regulatory or civil actions, costs or expenses
                  (including any attorneys' fees or other expenses reasonably
                  incurred by Company in connection with investigating any
                  claim against it and defending any action and any amounts
                  paid in settlement or compromise) that arise out of or are
                  based upon (a) the failure of Atlantic, its officers,
                  employees or agents to conform to the statutes, ordinances
                  and other regulations and requirements of any governmental
                  authority in connection with performance of this Agreement or
                  any other contract thereunder, (b) the negligence of
                  Atlantic, its officers, employees and agents, (c) any action
                  or inaction of Atlantic, its officers, employees and agents
                  in performing the obligations of Atlantic under this
                  Agreement or any Contract thereunder, and (d) any breach by
                  Atlantic, its officers, employees or agents of any term,
                  condition, warranty, representation or any other portion of
                  this Agreement. Atlantic's duties as set forth in this
                  section shall survive termination of this Agreement for any
                  reason.

         12.      Notices. Any notice, request, demand or other communication
                  shall be sufficiently given if in writing and delivered in
                  person or transmitted by telecopier (confirmed by reliable
                  overnight delivery service guaranteeing delivery by 10:30
                  A.M. on the next Business Day) or mailed by registered or
                  certified mail, postage prepaid, return receipt requested, or
                  sent by reliable overnight delivery service, addressed as
                  follows:

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                  If to the Company:        National Auto Finance Company, Inc.
                                            10302 Deerwood Park Blvd, Suite 100
                                            Jacksonville, Florida  32256
                                            Attention:  William G. Magro
                                            Telephone Number:  904-996-2510
                                            Fax Number:  904-996-2539

                  If to Atlantic:           Atlantic Coast Federal Credit Union
                                            505 Haines Avenue
                                            Waycross, GA  31501
                                            Attention:  Robert Larison
                                            Telephone Number:  800-234-0642
                                            Fax Number:  800-298-9140

         13.      Waiver. To be effective, any waiver or modification of any
                  term or condition stated in this Agreement must be in writing
                  and signed by an authorized officer of the Company and
                  Atlantic and shall not be considered as a waiver of any
                  future obligation or right.

         14.      Severability. In the event that any paragraph of this
                  Agreement or portion thereof is held by a court to be invalid
                  or unenforceable for any reason, the other paragraphs and
                  portions of the Agreement shall not be invalid or
                  unenforceable and will continue in full force and effect.

         15.      Legal Action. If legal action is necessary to enforce this
                  Agreement or collect any amounts owing to Atlantic or the
                  Company, the prevailing party has the right, subject to
                  applicable law, to payment by the other party of all
                  attorney's fees and costs, including fees on any appeal and
                  any post-judgment actions.

         16.      Company Confidentiality. Company warrants that Company, its
                  officers, employees and agents will hold in strictest
                  confidence all information in any way related to Atlantic and
                  Atlantic's members, including, but not limited to names,
                  addresses, telephone numbers and all other information
                  regarding any member or their relationship with Atlantic.
                  Company warrants that Company, its officers, employees and
                  agents will not use such information for any purpose other
                  than providing the services set forth in this Agreement.
                  Company warrants that Company, its officers, employees and
                  agents will not provide any information about Atlantic or
                  Atlantic's members to any third party without Atlantic's
                  prior written consent. It is the express intent of the
                  parties that these warranties of confidentiality be construed
                  broadly and comprehensively. All warranties set forth in this
                  Section shall survive termination of this Agreement for any
                  reason.



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         17.      Atlantic Confidentiality. Atlantic warrants that Atlantic,
                  its officers, employees and agents will hold in strictest
                  confidence all information in any way related to Company and
                  Company's members, including, but not limited to names,
                  addresses, telephone numbers and all other information
                  regarding any member or their relationship with Company.
                  Atlantic warrants that Atlantic, its officers, employees and
                  agents will not use such information for any purpose other
                  than providing the services set forth in this Agreement.
                  Atlantic warrants that Atlantic, its officers, employees and
                  agents will not provide any information about Company or
                  Company's members to any third party without Company's prior
                  written consent. It is the express intent of the parties that
                  these warranties of confidentiality be construed broadly and
                  comprehensively. All warranties set forth in this Section
                  shall survive termination of this Agreement for any reason.

         18.      Assignment. This Agreement will be binding on the parties and
                  their respective successors and assigns. Atlantic's right to
                  assign this Agreement shall be subject to the written consent
                  of Company and such consent shall not be unreasonably
                  withheld. Atlantic may, without the necessity of obtaining
                  consent, assign this Agreement to a credit union service
                  organization or to any entity that directly or indirectly
                  controls or is controlled by Atlantic, which acquires all or
                  substantially all of its assets or into which it is merged or
                  reorganized. Company may not assign its rights under the
                  Agreement (except for the right to receive money) nor shall
                  controlling interest in Company be sold, transferred or
                  assigned to any party not currently an affiliate or a
                  shareholder of Company or a trust with a shareholder of
                  Company as trustee, without Atlantic first being given an
                  option to terminate this Agreement. Atlantic's option to
                  terminate shall continue for a period of twelve months after
                  assignment or transfer, but may be exercised only if there is
                  a substantial deterioration in the quality of Company's
                  services and support after the assignment or change in
                  controlling interest of Company. Such option to terminate
                  shall be exercised by notice given within the option period.


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         IN WITNESS WHEREOF, each party set forth below has executed this
Agreement as of the date of acknowledgment to be effective on the date first
written above.

                                    NATIONAL AUTO FINANCE COMPANY, INC.

                                    By:   /s/ WILLIAM G. MAGRO
                                          -------------------------------------
                                              William G. Magro

                                    Title:    President
                                          -------------------------------------


                                    ATLANTIC COAST FEDERAL CREDIT UNION


                                    By:   /s/ ROBERT J. LARISON
                                          -------------------------------------
                                              Robert J. Larison

                                    Title:    President
                                          -------------------------------------






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