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                          SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C. 20549

                                     FORM 10-K/A

(Mark One)
    X    Annual Report pursuant to section 13 or 15(d) of the Securities
________ Exchange Act of 1934 for the fiscal year ended December 31, 1998 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:  333-48141  (no 1934 Act number)
                       --------------------------------

Exact name of Registrant as specified in its charter:
    ARCADIA AUTOMOBILE RECEIVABLES TRUST, 1998-D

State or other jurisdiction of incorporation or organization): Delaware

I.R.S. Employer Identification No.: 41-1743653

Address of principal executive offices:
7825 Washington Avenue So. Minneapolis, Minnnesota 55439-2435

Registrant's telephone number, including area code: (612) 942-9880

Securities registered pursuant to Section 12(b) of the Act:     None

Securities registered pursuant to Section 12(g) of the Act:
         Automobile Receivables-Backed Certificates
         Automobile Receivables-Backed Notes

         Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.    Yes  X   No
                                               -----    -----

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.  [X]

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The undersigned hereby amends the following item in its Annual Report on Form 
10-K for the fiscal year ended December 31, 1998, as set forth below:

Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

         As of December 31, 1998, the Trust had 14 holders of record of the 
         Notes, computed in accordance with Rule 12g5-1 under the Securities 
         Exchange Act of 1934, as amended.

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    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 hereunto duly authorized.

                             OLYMPIC AUTOMOBILE RECEIVABLES TRUST, 1998-D

                             By ARCADIA FINANCIAL LTD., as Servicer with
                             respect to Arcadia Automobile Receivables Trust,
                             1998-D


Dated: April 27, 1999          /s/ John A. Witham
                             ------------------------------
                             John A. Witham
                             Executive Vice President
                             and Chief Financial Officer