B of A, NationsBank, 1st Union Bidding for Ford Unit

Three large U.S. banks have entered the bidding for Ford Motor Co.'s equipment leasing subsidiary, USL Capital Corp., which is expected to fetch about $1.5 billion.

BankAmerica Corp., NationsBank Corp., and First Union Corp. have made bids for all or part of the unit, which Ford put on the market late last year, Wall Street sources said.

BankAmerica is being represented by Lehman Brothers, and NationsBank by Bear Stearns & Co., these sources confirmed. It was unclear if First Union had hired an investment banker. J.P. Morgan Securities is representing Ford.

Other companies said to be in the bidding include General Electric Capital Corp. and AT&T Capital Corp. Banc One Corp., Norwest Corp., Chase Manhattan Corp. and U.S. Bancorp. have also been mentioned as interested parties.

The heavy attention to USL - the sixth-largest U.S. leasing company at yearend, with $5.3 billion in receivables - reflects banks' desire to build nontraditional lines of businesses. In the past, companies like BankAmerica were aggressive acquirers of other banks, but today nonbanks with higher- yielding assets, like leasing companies, appear more attractive.

"The large banks are looking at nonbanks as much as they are at banks," said Lawrence Vitale, a banking industry analyst with Bear, Stearns & Co. "They are trying to fill out their product lines and deal with competitors from outside the industry, like GE Capital."

BankAmerica and NationsBank have modest but growing leasing divisions. NationsBank has more than $4.4 billion among its units; BankAmerica officials said they could not provide a figure, but the company's lease portfolio is thought to be at least $2 billion.

USL, which Ford acquired in 1987, has six lines of businesses, including railroad, fleet, and leveraged leasing, real estate lending, and municipal, corporate, and equipment finance.

Ford has had trouble selling the unit, which analysts say has performed poorly. As a result, the automaker, which formally placed the unit on the block late last year along with another of its finance divisions, may attempt to sell USL in chunks.

A piecemeal sale could provide a better opportunity for banks, which are typically unwilling or unable to carry on their balance sheets the intangible assets that would result from a $1 billion purchase transaction.

But one observer sounded a note of caution. "It is like buying an investment bank: You buy the people, and not the company," said Frank Terzuoli, a senior manager in the financial services division of Andersen Consulting.

Mr. Terzuoli, who worked for Ford Financial Corp. for five years, argued that many of USL's best employees had left since Ford took it over, and the value of the unit had declined.

But David Berry, director of research at Keefe, Bruyette & Woods, said banks were concerned about the inroads competitors have made in leasing. Unlike other companies, he said, banks can fund leases with their deposits, rather than tapping the more expensive wholesale markets.

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