• May 31, 2007 5:27 PM
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Pacific & Western Credit Corp. announces results for its second quarter ended April 30, 2007


    LONDON, ON, May 31 /CNW/ -SECOND QUARTER FINANCIAL HIGHLIGHTS
    (three months ended April 30, 2007 compared to three months ended
    April 30, 2006 unless otherwise noted)


    -   Lending assets increased by 13% to $900 million from $797 million a
        year ago and from $895 million at the end of the previous quarter.
    -   New loans and leases for the six months ended April 30, 2007,
        totalled $248 million compared to $210 million for the same period a
        year ago.
    -   Net interest income from lending for the six months ended
        April 30, 2007, totalled $9.3 million compared to $8.8 million for
        the same period a year ago.
    -   Total assets increased to $1.37 billion from $1.20 billion a year ago
        and from $1.36 billion at the end of the previous quarter.
    -   Net earnings of $344,000 or $0.02 per share ($0.02 diluted) compared
        to $2.0 million or $0.15 per share ($0.14 diluted) last year.
    -   On a year-to-date basis, net earnings of $1.4 million or $0.10 per
        share ($0.09 diluted) compared to $3.7 million or $0.27 per share
        ($0.26 diluted) for the same period last year.PRESIDENT'S COMMENTS

    This quarter we paid a special dividend of 0.53 of a Discovery Air Inc.
(DA) share for every share of Pacific & Western Credit Corp. held. Considering
the DA share price at the time of the payment was $1.80, this amounted to
$13.0 million of dividends or approximately $0.95 per Pacific & Western Credit
Corp. share. For income tax purposes this gave rise to a gain of $2.3 million
and a one time income tax provision for this quarter of $420,000. However for
accounting purposes, the gain is not recognized in our earnings.
    Lending operations continued to make good progress in booking new loans
and leases. This quarter we were successful in booking $137 million of new
loans and leases, and on a year-to-date basis $248 million in new loans and
leases. This is an 18% increase over loans and leases booked last year during
the same six month period. However, as we have discussed in previous releases,
the buoyant economic conditions particularly in our Southwestern Ontario real
estate market continue to give rise to rapid pay downs. Pay downs for the six
month period ending April 30, 2007 totalled $210 million, which included the
repayment of a $40 million facility towards the end of April granted to London
Health Sciences. This gave rise to a slight increase in our lending portfolio
which grew from the previous quarter by only $5 million to $900 million.
Spread on our lending portfolio on a year-to-date basis decreased slightly
from 2.30% last year during the same period to 2.11% producing net interest
income of $9.3 million for the six month period. This represented a 5%
increase over that achieved during the same period last year.
    We expect our loan fundings to grow quite rapidly during this quarter, as
this is the quarter that we normally see accelerated draw downs in our real
estate construction loans. Secondly, some large lending transactions we have
been working on for some time are expected to close during this quarter. As
you know our bank targets a low risk segment of the lending market and has
faced considerable compression of spreads in this market with the persistence
of our strong economy. Indeed, corporate spreads over Government Canada Bonds
are now at historic lows. This has resulted in spreads in our lending
portfolio declining somewhat from 2.30% to 2.11% but has had a very
significant negative effect on our securities portfolio's spread. The spread
realized on our securities portfolio for the six month period ending April 30
was only 11 basis points versus a normal spread of about 80 basis points. This
has resulted in an overall weighted average spread reducing from historic
levels of approximately 175 basis points to 136 basis points for this quarter.
We view this as a relatively temporary situation, but in the meantime are
working on transactions that will allow us to deploy our excess lending
capacity and securities of approximately $600 million in high volume, low risk
assets such as CMHC insured mortgages and hospital project financing.
    Last quarter we announced that we had formed a new subsidiary company,
which is a sister company to our Bank, called Versabanq Innovations. Versabanq
Innovations' web site is www.versabanq.com. Pacific & Western Bank of Canada
is unique amongst the small financial institutions in that it was conceived to
apply new information technology to the banking industry and indeed for many
years we had more people involved in IT development than we've had lenders. We
believe we have created the very best banking software available and as the
name Versabanq denotes we believe it is the most versatile software in the
industry. It is able to accommodate any kind of lending transaction from
personal loans and home mortgages to loans and leases with unusual repayment
schedules. It also accommodates the new regulatory requirements under Basel
II, and its greatest strength is that it enables small financial institutions
to achieve Basel II compliance. We plan to market this software to small
financial institutions throughout North America, which should provide a new
revenue stream for our company.
    We feel that the Canadian market particularly is ready for a new type of
banking where the interface is solely by way of laptop or personal digital
assistant. To be ready for this, Versabanq has developed a prototype
BlackBerry application to enable people to do their banking solely over the
BlackBerry. In order to provide more banking products and convenience to our
100,000 deposit customers, Visa has approved us to issue a credit card. Our
team is working on all the details to bring this card to our customers early
in fiscal 2008. This will allow our deposit customers more convenient access
to their deposits through banking machines and the ability to do credit card
transactions. Additionally we expect this to be a significant new revenue
source for our Bank.
    As you know, in 2005 we provided a very successful solution for an
aviation customer that resulted in the formation of Discovery Air and since
then, some very large gains for our Bank allowing us to pay a substantial
special dividend. We still have 1.3 million shares of Discovery Air with a
book value of $1.38 per share and we also have a call option expiring
October 30, 2011 for 9.4 million shares exercisable at $2.00 per share. We
believe that Discovery Air still has considerable upside and will again
provide significant gains for our company. Considering we have huge excess
lending capacity we do not intend to sell the Discovery Air shares
prematurely.
    Despite the compression of spreads in our core lending markets and our
treasury portfolio, we have not chosen to chase yield into riskier markets,
but rather to stick with "our knitting" and continue to pursue low risk
lending opportunities.
    I continue to be very excited about the prospects for Pacific & Western's
growth and I believe the markets that are now reachable by our state of the
art information technology will provide for huge earnings growth.FINANCIAL HIGHLIGHTS

                        for the three months ended  for the six months ended
    ----------------------------------------------- -------------------------
    (unaudited)

    ($ thousands,
     except per             April 30     April 30     April 30     April 30
     share amounts)           2007         2006         2007         2006
    ----------------------------------------------- -------------------------

    Results of
     operations (teb)

      Net interest
       income per
       financial
       statements         $     4,043  $     4,544  $     8,505  $     9,091
      Teb adjustment              492          352          935          778
      Net interest
       income                   4,535        4,896        9,440        9,869
      Spread                    1.36%        1.70%        1.41%        1.70%
      Provision for
       credit losses               72           78          501          127
      Net interest
       income after
       provision for
       credit losses            4,463        4,818        8,939        9,742
      Other income                294        1,251        1,253        2,083
      Total revenue             4,757        6,069       10,192       11,825
      Non-interest
       expenses                 3,548        3,104        7,206        6,388
      Net earnings                344        2,042        1,435        3,701
      Earnings per
       common share:
        Basic             $      0.02  $      0.15  $      0.10  $      0.27
        Diluted           $      0.02  $      0.14  $      0.09  $      0.26
      Efficiency ratio    $      0.73  $      0.51  $      0.67  $      0.53
      Return on average
       common
       shareholders'
       equity                   1.91%       15.60%        4.14%       14.09%
      Return on average
       total assets             0.10%        0.71%        0.21%        0.64%
      Gross impaired
       loans to total
       assets                   0.19%        0.03%        0.19%        0.03%
      Number of full
       time equivalent
       staff                       64           50           64           50
    ----------------------------------------------- -------------------------

    Balance Sheet
     Summary
      Cash and
       securities         $   432,535  $   386,635  $   432,535  $   386,635
      Total loans             899,971      796,866      899,971      796,866
      Total assets          1,366,834    1,203,713    1,366,834    1,203,713
      Average assets        1,362,781    1,180,672    1,348,281    1,167,470
      Deposits              1,155,383      953,912    1,155,383      953,912
      Notes payable            35,523       36,186       35,523       36,186
      Shareholders'
       equity                  64,523       56,696       64,523       56,696
    ----------------------------------------------- -------------------------

    Capital ratios
    (Based on the
     subsidiary Pacific
     & Western Bank
     of Canada)
      Assets to
       capital ratio            14.32        13.61        14.32        13.61
      Tier 1 risk-based
       capital ratio            8.43%        8.34%        8.43%        8.34%
      Total risk-based
       capital ratio           12.45%       12.12%       12.45%       12.12%
    ----------------------------------------------- -------------------------Non-GAAP measures:

    Like most banks, the Corporation analyzes revenue on a taxable equivalent
basis (teb) to permit uniform measurement and comparison of net interest
income. Net interest income includes tax-exempt income on certain securities.
Since this income is not taxable, the rate of interest or dividends received
is lower than would apply to a loan or taxable security of the same amount.
The taxable equivalent basis includes an adjustment that increases interest
income and the provision for income taxes by the same amount that adjusts the
income on the tax-exempt securities to what income would have been had it been
taxed at the statutory rate.

    MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS AND FINANCIAL
    CONDITION

    This management's discussion and analysis (MD&A) of operations and
financial condition for the second quarter of fiscal 2007 should be read in
conjunction with the unaudited interim consolidated financial statements for
the period ended April 30, 2007, included herein, and the audited consolidated
financial statements and MD&A for the year ended October 31, 2006, which are
available on SEDAR at www.sedar.com. Except as discussed below, all other
factors discussed and referred to in the MD&A for the year ended October 31,
2006, remain substantially unchanged.

    Overview

    Net earnings for the quarter were $344,000 or $0.02 per share ($0.02
diluted) compared to $2.0 million or $0.15 per share ($0.14 diluted) for the
same period a year ago. For the six months ended April 30, 2007, net earnings
were $1.4 million or $0.10 per share ($0.09 diluted) compared to $3.7 million
or $0.27 per share ($0.26 diluted) a year ago. Net earnings for the quarter
and for the six months decreased from the same periods a year ago primarily as
a result of a decrease in net interest income from our securities portfolio,
an increase in non-interest expenses and a tax provision of $420,000 relating
to a gain for income tax purposes arising from the special dividend
distributed in the quarter.
    Net interest income (teb) for the quarter was $4.5 million compared to
$4.9 million for the same period a year ago and for the six months was
$9.4 million compared to $9.9 million. Other income for the quarter was
$294,000 compared to $1.3 million a year ago and for the six months was $1.3
million compared to $2.1 million for the same period a year ago.
    At April 30, 2007, total assets increased to $1.37 billion from
$1.20 billion a year ago and from $1.36 billion at the end of the previous
quarter. Lending assets increased to $900 million at the end of the quarter
from $797 million a year ago and showed modest growth from $895 million at the
end of the previous quarter. Credit quality remains strong with gross impaired
loans at the end of the quarter of $2.5 million or 0.19% of total assets,
unchanged from the previous quarter and compared to $380,000 or 0.03% of total
assets a year ago.

    Total Revenue (teb)

    Total revenue (teb), which is comprised of net interest income after
provision for credit losses and other income, was $4.8 million for the quarter
compared to $6.1 million a year ago and for the six months was $10.2 million
compared to $11.8 million for the same period a year ago.

    Net Interest Income

    Net interest income (teb) was $4.5 million for the quarter, compared to
$4.9 million a year ago and for the six months was $9.4 million compared to
$9.9 million a year ago. The decrease in net interest income from a year ago
was primarily due to a compression of spreads, particularly in our securities
portfolio. Our cost of funds for the quarter has increased over the past year
to 4.06% from 3.67%, in line with increases in the interest rate environment
and as a result of increased competition for new deposits. However, due to
excess liquidity and competitive pricing in the market, we have not seen a
comparable increase in yields on new loans or securities with our total yield
(teb) decreasing over the past several quarters. As a result, spread (teb),
which is net interest income as a percentage of average assets, was 1.36% for
the quarter compared to 1.70% a year ago and for the six months was 1.41%
compared to 1.70% a year ago. For the six months ended April 30, 2007, spread
on our loan portfolio was 2.11% compared to 2.30% a year ago and on our
securities was 0.42% compared to 0.91% for the same period.

    Other Income

    Other income for the quarter was $294,000 consisting primarily of
business advisory fees earned from Discovery Air Inc. (DA) compared to
$1.3 million for the same period a year ago which related to a dilution gain
resulting from the issue of shares by DA. As the Corporation no longer
accounts for its investment in DA on an equity basis, it no longer recognizes
dilution gains on any shares which DA may issue. For the six months ended
April 30, 2007, other income was $1.3 million and included a gain of $888,000
relating to the disposition of DA shares when a special dividend was declared
by the Corporation. Other income for the six months a year ago was
$2.1 million and included fees of $678,000 for providing wind up services to a
client.

    Non-Interest Expenses

    Non-interest expenses for the quarter were $3.5 million compared to
$3.1 million for the same period a year ago and for the six months ended April
30, 2007, non-interest expenses were $7.2 million compared to $6.4 million for
the same period last year. Non-interest expenses for the quarter and on a
year-to-date basis increased from last year primarily as a result of higher
salaries and benefits due to increased staff levels and costs of approximately
$350,000 for the six months related to the office in Calgary which opened in
the summer of 2006.
    Our efficiency ratio (teb), which measures the cost of the Corporation to
earn $1 of revenue, was $0.73 for the quarter compared to $0.51 for the same
period last year and for the six months was $0.67 compared to $0.53 for the
same period a year ago. The change in the efficiency ratio was due primarily
to increased non-interest expenses in the quarter and year-to-date and the
decrease in other income for the same periods. At April 30, 2007, our ratio of
assets per full time employee was $21.4 million compared to $24.1 million a
year ago. At this level, the Corporation continues to lead the other domestic
banks.

    Income Taxes

    The income tax provision for the quarter was $373,000 compared to
$688,000 last year and for the six months was $616,000 compared to
$1.3 million for same period a year ago. In the current quarter the actual
effective income tax rate increased over our expected effective income tax
rate as a result of an income tax provision of $420,000 relating to a gain of
$2.3 million for income tax purposes which resulted from the disposition of DA
shares when they were distributed as a special dividend in the quarter. For
income tax purposes, this gain was measured at the distribution date versus
the declaration date for accounting purposes. On a year-to-date basis, the
difference in the effective rate from our statutory rate was also impacted by
non-taxable income from securities earned in the period.
    In the current quarter and for the six months ended April 30, 2007, the
Corporation's statutory federal and provincial income tax rate was
approximately 36%, the same rate that was in effect for 2006. We anticipate
that in the remaining quarters of 2007, our effective rate will approximate
18%.

    Balance Sheet

    Total assets at April 30, 2007, were $1.37 billion compared to
$1.20 billion a year ago and $1.36 billion at the end of the previous quarter
with the largest increase from a year ago being in lending assets which grew
13% from $797 million to $900 million.

    Cash and Securities

    Cash and securities, which are held for liquidity management purposes and
to earn investment income, increased to $433 million from $387 million a year
ago and from $414 million at the end of the previous quarter. The increase in
cash and securities from a year ago was primarily in cash and short term
investments which were held for liquidity purposes and to earn spread income,
as well as corporate preferred shares which are held for the preferential tax
treatment their dividends receive.
    At April 30, 2007, the net unrealized loss in our securities portfolio
totalled $210,000 compared to $326,000 at the end of the previous quarter and
$5.2 million a year ago. The change in unrealized losses from a year ago was a
result of changes in market conditions and the impact of recording an
impairment writedown of $3.2 million in the third quarter of 2006. This
writedown related to an investment included in our securities portfolio which
had been trading below our book value and was determined to be an other than
temporary decline.

    Mortgages and Loans

    Lending assets grew to $900 million at the end of the quarter from
$797 million a year ago and from $895 million at the end of the previous
quarter. New lending in the quarter totalled $137 million bringing new loan
fundings for the six months to $248 million compared to $210 million for the
same period a year ago. However, new lending was offset by loan repayments of
$132 million in the quarter and $212 million for the six months. Loan
categories which saw increases from a year ago were insured residential
mortgages and loans and leases to public sector entities and investment grade
corporations. These increases were offset by decreases in personal loans which
consist of immigrant investor loans.

    Other Assets

    Other assets totalled $34.3 million at the end of the quarter compared to
$49.3 million at the end of the previous quarter and $20.2 million a year ago.
Included in other assets is the Corporation's investment in DA, which at April
30, 2007, had a fair value of $16.9 million including an unrealized gain of
$2.0 million which is included in accumulated other comprehensive income. The
decrease in other assets from the previous quarter was due primarily to the
disposition of DA shares when they were distributed as a special dividend.

    Deposits and Financing

    Deposits are used as a primary source of financing growth in assets and
are raised entirely through an agent network across Canada. Deposits at the
end of the quarter decreased slightly to $1.16 billion from $1.17 billion at
the end of the previous quarter but increased from $954,000 a year ago. A
second source of financing asset growth is the use of margin lines and
securities sold under repurchase agreements, the total of which was
$103 million at the end of the quarter, compared to $150 million a year ago
and $60 million at the end of the previous quarter. From time to time, the
Corporation uses this source of financing when the cost of borrowing is less
than the interest rates that would have to be paid on new deposits.
    Notes payable at April 30, 2007, were $35.5 million compared to
$36.2 million a year ago with the decrease due to the reclassification of
deferred financing charges totalling $700,000 as required under the new
accounting standard on Financial Instruments.

    Credit Quality

    Gross impaired loans at the end of the quarter totalled $2.5 million or
0.19% of total assets, unchanged from the end of the previous quarter and
compared to $380,000 or 0.03% of total assets a year ago. The provision for
credit losses for the quarter was $72,000 compared to $78,000 a year ago and
for the six months ended April 30, 2007, were $501,000 compared to $127,000.
During the previous quarter, specific provisions totalling $294,000 were
recorded, increasing the provisions against two loans which had been
previously classified as impaired. Total allowances for credit losses,
including specific and general allowances, were $3.1 million at the end of the
quarter compared to $2.0 million a year ago.

    Shareholders' Equity

    Shareholders' equity at the end of the quarter was $64.5 million compared
to $56.7 million a year ago with the increase due primarily to the retention
of earnings, offset by the special dividend valued at $10.8 million. Total
common shares outstanding at the end of the quarter were 13,756,752 compared
to 13,344,595 a year ago with the increase due to the exercise of common share
options. Outstanding common share options totalled 1,073,078 at the end of the
quarter compared to 1,365,700 a year ago. Our book value per common share at
the end of the quarter was $4.43 compared to $3.98 a year ago.

    Updated Share Information

    At May 30, 2007, there were no changes in common shares outstanding or
common share options since April 30, 2007.

    Capital Management

    The Bank's total risk-based capital ratio, which is the ratio of
regulatory capital to risk-weighted assets, was 12.45% at the end of the
quarter compared to 12.32% at the end of the previous quarter and 12.12% a
year ago. The Bank has an internal target for its risk-based capital ratio of
11% and manages its regulatory capital and risk-weighted assets so this target
is exceeded. The Bank's Tier 1 risk-based capital ratio, which is the ratio of
Tier 1 capital to risk-weighted assets, was 8.43% at the end of the quarter
compared to 8.10% at the end of the previous quarter and 8.34% a year ago. The
Bank's assets to capital ratio was 14.32 at the end of the quarter compared to
13.95 at the end of the previous quarter and 13.61 a year ago.

    Performance Targets

    Performance targets established for the 2007 fiscal year and 2007
year-to-date are noted below with actual results for the six months ended
April 30, 2007.2007
                                       --------------------------------------
                                          Annual   Year-to-Date  Year-to-Date
                                          Target     Target        Results
    -------------------------------------------------------------------------

    Earnings per common share          $      0.43  $      0.17  $      0.10
    Spread (teb)                             1.67%        1.60%        1.41%
    Loan growth                             33.00%       15.00%        4.20%
    Total asset growth                      12.00%        6.00%        2.80%
    Return on average common
     shareholders' equity                    8.72%        6.89%        4.14%
    Return on average total assets           0.42%        0.34%        0.21%


    As noted earlier, actual results for the six month period ended April 30,
2007, fell short of year-to-date targets due to the short fall in lending
assets and a compression of spreads primarily in our securities portfolio. In
addition, net earnings were negatively impacted by a tax provision of $420,000
on a gain of $2.3 million for income tax purposes which resulted from the
disposition of DA shares distributed as a special dividend.

    Summary of Quarterly Results

    (thousands of
     dollars except
     per share amounts)       2007                       2006
    ------------------- ----------------- -----------------------------------
                           Q2       Q1       Q4       Q3      Q2(*)    Q1(*)

    Results of
     operations:
    Total interest
     income per
     financial
     statements         $17,538  $18,163  $18,677  $16,418  $15,104  $15,138
    Teb adjustment          492      444      432      440      352      427
    Total interest
     income              18,030   18,607   19,109   16,858   15,456   15,565
    Yield on
     assets (%)           5.42%    5.49%    5.79%    5.37%    5.37%    5.40%
    Interest expense     13,495   13,701   14,415   12,200   10,560   10,591
    Cost of funds (%)     4.06%    4.04%    4.37%    3.89%    3.67%    3.68%
    Net interest
     income               4,535    4,906    4,694    4,658    4,896    4,974
    Spread (%)            1.36%    1.45%    1.42%    1.48%    1.70%    1.72%
    Provision for
     credit losses           72      429      339      321       78       49
    Other income            294      959    1,116   12,963    1,251      832
    Total revenue         4,757    5,436    5,471   17,300    6,069    5,757
    Non-interest
     expenses             3,548    3,658    3,252    3,215    3,104    3,284
    Income before
     income taxes         1,209    1,778    2,219   14,085    2,965    2,473
    Income tax
     provision              865      687      737    2,282    1,040    1,051
    Non-controlling
     interest                 -        -        -        -      117      237
    Net earnings            344    1,091    1,482   11,803    2,042    1,659
    Earnings
     per share
      - basic           $  0.02  $  0.08  $  0.11  $  0.88  $  0.15  $  0.12
      - diluted         $  0.02  $  0.07  $  0.10  $  0.85  $  0.14  $  0.12


    (thousands of
     dollars except
     per share amounts)       2005
    ------------------- -----------------
                          Q4(*)    Q3(*)

    Results of
     operations:
    Total interest
     income per
     financial
     statements         $13,845  $13,117
    Teb adjustment          484      423
    Total interest
     income              14,329   13,540
    Yield on
     assets (%)           5.21%    5.11%
    Interest expense      9,846   10,000
    Cost of funds (%)     3.58%    3.77%
    Net interest
     income               4,483    3,540
    Spread (%)            1.63%    1.34%
    Provision for
     credit losses          147       91
    Other income          2,592    4,275
    Total revenue         6,928    7,724
    Non-interest
     expenses             3,904    3,652
    Income before
     income taxes         3,024    4,072
    Income tax
     provision            1,196    1,507
    Non-controlling
     interest               (72)    (826)
    Net earnings          1,756    1,739
    Earnings
     per share
      - basic           $  0.13  $  0.12
      - diluted         $  0.13  $  0.12

    (*) Results for these quarters include the results of the operations for
        DA accounted for on the consolidation basis. DA was subsequently
        accounted for on the equity basis until October 31, 2006.Net interest income and spread (teb) for the second quarter decreased
from previous quarters and from a year ago as a result of a compression of
spreads primarily in our securities portfolio, competitive pricing for new
loans and increased competition for new deposits resulting in an increase in
our cost of funds. Other income was less in the second quarter compared to
previous quarters as there were no gains from DA realized in the period.
Non-interest expenses in the second quarter were comparable to the previous
quarter but increased from a year ago as a result of higher salaries and
benefits due to increased staff levels and the costs of the office in Calgary
which opened during the summer of 2006. The income tax provision increased in
the second quarter as a result of a tax provision on a gain for income tax
purposes which resulted from the disposition of DA shares when they were
distributed as a special dividend in the quarter.

    Changes in Accounting Policies

    Newly issued accounting standards by The Canadian Institute of Chartered
Accountants relating to comprehensive income, equity, financial instruments
and hedges were adopted by the Corporation effective November 1, 2006. As a
result of these new standards, a new category, accumulated other comprehensive
income, forms part of Shareholders' Equity and certain unrealized gains or
losses on available-for-sale financial instruments are reported in accumulated
other comprehensive income until realization.
    At April 30, 2007, accumulated other comprehensive income totalled
$1.3 million and consisted of unrealized losses of $210,000 related to
securities held as available-for-sale, unrealized gains of $2.0 million
related to our investment in DA which has been designated as
available-for-sale and deferred losses of $450,000 related to previously
closed cash flow hedges no longer included in other assets. These amounts were
before future income taxes totalling $134,000 which are also included in
accumulated other comprehensive income.
    The new accounting standard relating to hedges requires the Corporation
to fair value the hedging item and the hedged item with the changes recorded
through net earnings. As a result of this standard, at April 30, 2007,
mortgages and loans and other liabilities include fair value adjustments
totalling $2.1 million however, there was no impact on net earnings as the
fair value adjustment to mortgages and loans and other assets was offset by
the increase in the fair value adjustment of the corresponding hedges recorded
in other liabilities.

    Controls and Procedures

    During the most recent interim period, there have been no changes in the
Corporation's policies and procedures and other processes that comprise its
internal control over financial reporting, that have materially affected, or
are reasonably likely to materially affect, the Corporation's internal control
over financial reporting.

    Dated: May 30, 2007

    Forward-Looking Statements

    The statements in this management's discussion and analysis which relate
to the future are forward-looking statements. By their very nature,
forward-looking statements involve inherent risks and uncertainties, both
general and specific, and risks exist that predictions, forecasts, projections
and other forward-looking statements will not be achieved. Readers are
cautioned not to place undue reliance on these forward-looking statements as a
number of important factors could cause actual results to differ materially
from the plans, objectives, expectations, estimates and intentions expressed
in such forward-looking statements. These factors include, but are not limited
to, the strength of the Canadian economy in general and the strength of the
local economies within Canada in which we conduct operations; the effects of
changes in monetary and fiscal policy, including changes in interest rate
policies of the Bank of Canada; the effects of competition in the markets in
which we operate; inflation; capital market fluctuations; the timely
development and introduction of new products in receptive markets; the impact
of changes in the laws and regulations regulating financial services; changes
in tax laws; technological changes; unexpected judicial or regulatory
proceedings; unexpected changes in consumer spending and savings habits; and
our anticipation of and success in managing the risks implicated by the
foregoing.
    The foregoing list of important factors is not exhaustive. When relying
on forward-looking statements to make decisions, investors and others should
carefully consider the foregoing factors and other uncertainties and potential
events. There is no undertaking to update any forward-looking statement that
is contained in this management's discussion and analysis or made from time to
time by the Corporation.PACIFIC & WESTERN CREDIT CORP.
    Consolidated Balance Sheet
    (thousands of dollars)

                                         April 30    October 31    April 30
                                           2007         2006         2006
                                       ------------ ------------ ------------
                                       (unaudited)               (unaudited)

    Assets
    Cash resources                     $   136,383  $   207,720  $   100,719
    Securities                             296,152      217,698      285,916
    Mortgages and loans                    899,971      863,830      796,866
    Other assets                            34,328       40,481       20,212
                                       ------------ ------------ ------------
                                       $ 1,366,834  $ 1,329,729  $ 1,203,713
                                       ------------ ------------ ------------
                                       ------------ ------------ ------------

    Liabilities and
     Shareholders' Equity
    Deposits                           $ 1,155,383  $ 1,210,555  $   953,912
    Notes payable                           35,523       36,184       36,186
    Other liabilities                      111,405       12,340      156,919
                                       ------------ ------------ ------------
                                         1,302,311    1,259,079    1,147,017
                                       ------------ ------------ ------------

    Shareholders' equity
    Share capital                           39,884       37,775       37,106
    Retained earnings                       23,386       32,875       19,590
    Accumulated other
     comprehensive income (note 1)           1,253            -            -
                                       ------------ ------------ ------------
                                            64,523       70,650       56,696
                                       ------------ ------------ ------------
                                       $ 1,366,834  $ 1,329,729  $ 1,203,713
                                       ------------ ------------ ------------
                                       ------------ ------------ ------------



    PACIFIC & WESTERN CREDIT CORP.
    Consolidated Statement of Earnings
    (thousands of dollars)

                                for the three             for the six
                                months ended              months ended
                         ------------------------- --------------------------
                            April 30     April 30     April 30     April 30
                              2007         2006         2007         2006
                         ------------------------- --------------------------
                          (unaudited)  (unaudited)  (unaudited)  (unaudited)

    Interest income
      Interest income
       on loans           $    12,779  $    11,095  $    25,873  $    22,589
      Interest and
       income from
       securities               4,145        3,425        8,614        6,550
      Loan fee income             614          584        1,214        1,103
                         ------------------------- --------------------------
                               17,538       15,104       35,701       30,242
    Interest expense
      Deposits and other       12,636        9,711       25,467       19,444
      Notes payable               859          849        1,729        1,707
                         ------------------------- --------------------------
                               13,495       10,560       27,196       21,151
                         ------------------------- --------------------------
      Net interest
       income                   4,043        4,544        8,505        9,091

      Provision for
       credit losses               72           78          501          127
                         ------------------------- --------------------------
      Net interest
       income after
       provision for
       credit losses            3,971        4,466        8,004        8,964

      Other income                294        1,251        1,253        2,083
                         ------------------------- --------------------------
                                4,265        5,717        9,257       11,047
                         ------------------------- --------------------------
    Non-interest
     expenses
      Salaries and
       benefits                 2,094        1,763        4,214        3,624
      General and
       administrative           1,003        1,086        2,140        2,226
      Premises and
       equipment                  451          255          852          538
                         ------------------------- --------------------------
                                3,548        3,104        7,206        6,388
                         ------------------------- --------------------------
      Earnings before
       income taxes
       and other                  717        2,613        2,051        4,659

      Income tax
       provision (note 3)         373          688          616        1,312

      Non-controlling
       interest                     -         (117)           -         (354)
                         ------------------------- --------------------------
    Net earnings          $       344  $     2,042  $     1,435  $     3,701
                         ------------------------- --------------------------
                         ------------------------- --------------------------
    Basic earnings
     per share            $      0.02  $      0.15  $      0.10  $      0.27
                         ------------------------- --------------------------
                         ------------------------- --------------------------
    Diluted earnings
     per share            $      0.02  $      0.14  $      0.09  $      0.26
                         ------------------------- --------------------------
                         ------------------------- --------------------------
    Weighted average
     number of common
     shares                13,730,000   13,330,000   13,599,000   13,330,000
                         ------------------------- --------------------------
                         ------------------------- --------------------------



    PACIFIC & WESTERN CREDIT CORP.

    Consolidated Statement of Changes in Shareholders' Equity
    (thousands of dollars)

                        for the three months ended  for the six months ended
                        -------------------------- --------------------------
                             April 30     April 30     April 30     April 30
                                 2007         2006         2007         2006
                        -------------------------- --------------------------
                           (unaudited)  (unaudited)  (unaudited)  (unaudited)

    Common shares
    Balance, beginning
     of period            $    34,345  $    33,298  $    33,986  $    33,191
    Proceeds of shares
     issued                     1,544           55        1,898          162
    Amount transferred
     from contributed
     surplus                        5            -           10            -
                         -------------------------- -------------------------
    Balance, end of
     period               $    35,894  $    33,353  $    35,894  $    33,353
                         -------------------------- -------------------------


    Class A preferred
     shares
                         -------------------------- -------------------------
    Balance, beginning
     and end of period    $     3,545  $     3,545  $     3,545  $     3,545
                         -------------------------- -------------------------


    Stock-based
     compensation
    Balance, beginning
     of period            $       392  $       208  $       244  $        58
    Fair value of stock
     option transactions
     (note 3)                      58            -          211          150
    Amount transferred
     to common shares              (5)           -          (10)           -
                         -------------------------- -------------------------
    Balance, end of
     period               $       445  $       208  $       445  $       208
                         -------------------------- -------------------------


    Retained earnings
    Balance, beginning
     of period            $    23,042  $    17,548  $    32,875  $    16,129
    Transitional
     adjustment
     (note 1a)                      -            -          103            -
    Net earnings                  344        2,042        1,435        3,701
    Dividends in kind               -            -      (10,787)           -
    Dividends on
     preferred shares               -            -         (240)        (240)
                         -------------------------- -------------------------
    Balance, end of
     period               $    23,386  $    19,590  $    23,386  $    19,590
                         -------------------------- -------------------------

    Accumulated other
     comprehensive
     income, net of
     taxes (note 1)
    Balance, beginning
     of period            $     3,674  $         -  $         -  $         -
    Transitional
     adjustment                     -            -        3,982            -
    Net unrealized
     losses on assets
     held as
     available-for-sale        (2,202)           -       (1,442)           -
    Amount transferred
     to net income for
     hedges                        53            -          106            -
    Amount transferred
     to net income for
     sale of available
     -for-sale securities        (272)           -       (1,393)           -
                         -------------------------- -------------------------
                               (2,421)           -       (2,729)           -
                         -------------------------- -------------------------
    Balance, end of
     period               $     1,253  $         -  $     1,253  $         -
                         -------------------------- -------------------------

    Total shareholders'
     equity               $    64,523  $    56,696  $    64,523  $    56,696
                         -------------------------- -------------------------
                         -------------------------- -------------------------
    Accumulated other
     comprehensive
     income, net of
     taxes
    Balance, end of
     period, consists
     of:
    Net unrealized
     gains on assets
     held as
    available-for-sale    $     1,543  $         -  $     1,543  $         -
    Deferred losses
     related to
     previously closed
     cash flow hedges            (290)           -         (290)           -
                         -------------------------- -------------------------
    Balance, end of
     period               $     1,253  $         -   $    1,253  $         -
                         -------------------------- -------------------------

    Comprehensive
     income
    Total net income      $       344  $         -   $    1,435  $         -
    Other comprehensive
     income (loss)             (2,421)           -       (2,729)           -
                         -------------------------- -------------------------
    Total comprehensive
     income (loss)        $    (2,077) $         -   $   (1,294) $         -
                         -------------------------- -------------------------



    PACIFIC & WESTERN CREDIT CORP.
    Consolidated Statement of Cash Flows
    (thousands of dollars)

                        for the three months ended  for the six months ended
                        --------------------------- -------------------------
                             April 30     April 30     April 30     April 30
                                 2007         2006         2007         2006
                        --------------------------- -------------------------
                           (unaudited)  (unaudited)  (unaudited)  (unaudited)

    Cash provided by
     (used in):

    Operations:
    Net earnings          $       344  $     2,042  $     1,435   $    3,701
    Items not involving
     cash:
      Provision for credit
       losses                      72           78          501          127
      Future income tax
       provision                  732          783          616        1,568
      Stock-based
       compensation
       (note 3)                    58            -          211          250
      Gain on disposal
       of shares                    -            -         (888)           -
      Non-controlling
       interest                     -         (117)           -         (354)
      Dilution gains                -       (1,289)           -       (1,289)
      Equity earnings               -           55            -           55
    Change in other
     assets and
     liabilities               (5,371)      (2,551)      (8,606)       3,308
                         -------------------------- -------------------------
                               (4,165)        (999)      (6,731)       7,366
                         -------------------------- -------------------------

    Investing:
    Securities                (24,377)      (7,395)     (78,664)      (6,065)
    Mortgages and loans        (3,692)     (23,899)     (35,449)     (43,491)
                         -------------------------- -------------------------
                              (28,069)     (31,294)    (114,113)     (49,556)
                         -------------------------- -------------------------

    Financing:
    Deposits                  (18,854)     (12,483)     (55,172)      18,154
    Short term
     financings                43,271       61,092      103,021       52,301
    Proceeds of common
     shares issued              1,544           55        1,898          162
    Dividends paid                  -            -         (240)        (240)
                         -------------------------- -------------------------
                               25,961       48,664       49,507       70,377
                         -------------------------- -------------------------


    Increase (decrease)
     in cash resources         (6,273)      16,371      (71,337)      28,187

    Cash resources,
     beginning of period      142,656       84,348      207,720       72,532
                         -------------------------- -------------------------
    Cash resources, end
     of period            $   136,383  $   100,719  $   136,383  $   100,719
                         -------------------------- -------------------------
                         -------------------------- -------------------------


    Supplementary cash
     flow information:
      Interest paid
       during the period  $    11,034  $     9,092  $    21,024  $    17,619
      Income taxes paid
       during the period  $        78  $        16  $       342  $       836



    PACIFIC & WESTERN CREDIT CORP.

    Notes to the interim consolidated financial statements (unaudited)
    For the six months ended April 30, 2007

    1.  Basis of presentation

        The interim consolidated financial statements of Pacific & Western
        Credit Corp. (the Corporation) should be read in conjunction with the
        Corporation's consolidated financial statements for the year ended
        October 31, 2006, which are available on SEDAR at www.sedar.com.
        These consolidated financial statements have been prepared in
        accordance with Canadian generally accepted accounting principles
        using the same accounting policies and methods as were used for the
        Corporation's financial statements for the year ended October 31,
        2006, with the exception of accounting policies relating to newly
        issued accounting standards by The Canadian Institute of Chartered
        Accountants. These new accounting policies include those relating to
        financial instruments, hedges and comprehensive income are as
        follows:

        a)    Financial instruments:
              All financial assets are classified as one of the following:
              held-to-maturity, loans and receivables, held for trading or
              available-for-sale. All financial liabilities are classified as
              held for trading or other liabilities. Financial assets and
              liabilities held for trading are measured at fair value with
              gains and losses recognized in net earnings. Financial assets
              held-to-maturity, loans and receivables and financial
              liabilities other than those held-for-trading, are measured at
              amortized cost based on the effective interest method.
              Available-for-sale instruments are measured at fair value with
              gains and losses, net of tax, recognized in other comprehensive
              income.

              At November 1, 2006, all of the assets in the Corporation's
              securities portfolio as well as its investment in Discovery Air
              Inc. (DA) were designated as available-for-sale.

              At November 1, 2006, a transitional adjustment to accumulated
              other comprehensive income totalled $3,982,000 and consisted of
              unrealized losses of $1,075,000 related to securities held as
              available-for-sale, unrealized gains of $6,150,000 related to
              our investment in DA which is included in other assets and
              deferred losses of $618,000 related to previously closed cash
              flow hedges that are no longer included in other assets. In
              addition, other liabilities increased by $475,000 relating to
              future income taxes on the above items.

              At November 1, 2006 a transitional adjustment to retained
              earnings of $103,000 was recorded related to changing the
              amortization method on financial instruments from the
              straight-line method to the effective interest rate method.

        b)    Hedges:
              In a fair value hedging relationship, the carrying value of the
              hedged item is adjusted by gains or losses attributable to the
              hedged risk and recorded in net earnings. This change in fair
              value of the hedged item, to the extent the hedging
              relationship is effective, is offset by changes in the fair
              value of the derivative also measured at fair value on the
              balance sheet date, with changes in value recorded through net
              earnings.

              At November 1, 2006, mortgages and loans and other liabilities
              increased by $1,915,000 relating to the transitional adjustment
              for the fair value however, there was no impact on retained
              earnings.

        c)    Comprehensive income:
              Unrealized gains and losses on financial instruments that are
              held as available-for-sale, and changes in the fair value of
              cash flow hedging instruments, are recorded in other
              comprehensive income, net of tax, until recognized in earnings.

    2.  Allowance for credit losses

                                                  for the three months ended
                          ---------------------------------------------------
                                                       April 30,    April 30,
                                                           2007         2006
                          ---------------------------------------------------
        (thousands of         General     Specific        Total        Total
         dollars)           allowance    allowance    allowance    allowance
        ---------------------------------------------------------------------

        Balance,
         beginning of
         the period       $     2,343  $       652  $     2,995  $     1,940
        Provision for
         credit losses             72            -           72           78
        Recoveries
         (write-offs)               -           35           35           (1)
        ---------------------------------------------------------------------
        Balance, end
         of period        $     2,415  $       687  $     3,102  $     2,017
        ---------------------------------------------------------------------



                                                    for the six months ended
                          ---------------------------------------------------
                                                        April 30,   April 30,
                                                            2007        2006
                          ---------------------------------------------------
        (thousands of         General     Specific        Total        Total
         dollars)           allowance    allowance    allowance    allowance
        ---------------------------------------------------------------------

        Balance,
         beginning of
         the period       $     2,208  $       358  $     2,566  $     1,889
        Provision for
         credit losses            207          294          501          127
        Recoveries
         (write-offs)               -           35           35            1
        ---------------------------------------------------------------------
        Balance, end
         of period        $     2,415  $       687  $     3,102  $     2,017
        ---------------------------------------------------------------------

        Impaired loans at April 30, 2007 totalled $2,544,000 (April 30, 2006
        - $380,000).

    3.  Income taxes

                        for the three months ended  for the six months ended
                        --------------------------  ------------------------
        (thousands of        April 30,    April 30,    April 30,    April 30,
         dollars)                2007         2006         2007         2006
        ------------------------------------------- -------------------------
        Tax provision at
         basic rate of
         36%              $       258  $       940  $       738  $     1,677

        Changes resulting
         from:
        Non-taxable income
         from securities         (276)        (204)        (526)        (452)
        Dividend in kind          420            -          420            -
        Gains                       -         (232)        (160)        (232)
        Other permanent
         differences              (29)         184          144          319
        ------------------------------------------- -------------------------
        Balance, end
         of period        $       373  $       688  $       616  $     1,312
        ------------------------------------------- -------------------------

    4.  Share capital and stock-based compensation

                                                      Employee Stock Options
                                                    -------------------------
                                                                   Weighted-
                                            Common                   average
                                            shares                  exercise
                                       outstanding       Number        price
        ---------------------------------------------------------------------
        Outstanding, October 31, 2006   13,421,585    1,291,160  $      7.65
        Granted                                  -      117,235        11.76
        Exercised                          335,167     (335,167)        6.09
        Expired                                  -         (200)       11.70
        ---------------------------------------------------------------------
        Outstanding, April 30, 2007     13,756,752    1,073,028  $      8.58
        ---------------------------------------------------------------------

        In addition, at April 30, 2007, there were 1,142,556 (2006-1,142,556)
        preferred shares outstanding.

        During the six months ended April 30, 2007, the Corporation
        recognized $211,000 (2006-$250,000) of salaries and benefits expense
        relating to the estimated fair value of stock options granted. The
        fair value of options granted during the period was estimated using
        the Black-Scholes option pricing model based on the following
        weighted-average assumptions: (i) risk-free interest rate of 4.07%
        (2006-3.90%), (ii) expected option life of 5 years (2006-5 years),
        (iii) expected volatility of 30% (2006-45%), and (iv) expected
        forfeiture rate of 5% (2006-5%). The weighted average fair value of
        options granted was estimated at $3.87 (2005-$4.94) per share.

        During the six months ended April 30, 2007, $10,000 (2006-$nil) was
        transferred from contributed surplus to common shares relating to the
        exercise of options that had previously been expensed.

    5.  Special dividend

        On March 7, 2007, the Corporation distributed a special dividend to
        the holders of its common shares, to shareholders of record at the
        close of business on February 16, 2007. The dividend was comprised of
        Class A common shares of DA and was payable based on .53 of a DA
        share for every one common share of the Corporation held.

        The value of the special dividend on the declaration date was
        determined to be $10,787,000, which resulted in a gain of $888,000
        being transferred from other comprehensive income to net income in
        the period.

    6.  Derivative instruments

        At April 30, 2007, the Corporation had outstanding contracts for
        asset liability management purposes to swap between floating and
        fixed interest rates with notional amounts totalling $68,742,000
        (2006-$48,007,000). The Corporation only enters into these interest
        rate contracts for its own account and does not act as an
        intermediary in this market. These contracts have a current
        replacement cost of $nil (2006-$nil), a credit equivalent amount of
        $981,000 (2006-$680,000) and a risk weighted balance of $196,000
        (2006-$136,000). At April 30, 2007, these contracts were in an
        unfavorable position of $2,118,000 (2006-$282,000). Under the new
        accounting standard relating to hedges, this amount is included in
        other liabilities on the consolidated balance sheet, however there is
        no impact on net earnings.

        At April 30, 2007, the Corporation had outstanding credit derivative
        contracts for credit risk management purposes under which the
        Corporation would be compensated by the counterparty to the contract
        for losses on a security or loan in the event a default occurs. At
        April 30, 2007, the counterparties to these contracts which totalled
        $20.6 million (2006-$44.3 million) consisted of Canadian chartered
        banks. The contracts have a nominal fair value and mature within
        three years.

    7.  Commitments and contingencies

        The amount of credit related commitments represents the maximum
        amount of additional credit that the Corporation could be obligated
        to extend. The amount with respect to the letters of credit are not
        necessarily indicative of credit risk as many of these arrangements
        are contracted for a limited period of usually less than one year and
        will expire or terminate without being drawn upon.

                              Loan commitments     $120,321,000
                              Letters of credit      24,537,000
                                                   ------------
                                                   $144,858,000
                                                   ------------

        The Corporation has guaranteed the repayment of bank indebtedness of
        one of its equity investments to the extent of $1,000,000. The
        guarantee expires when the related bank indebtedness has been repaid
        in full. Payments under the guarantee would be required if the
        investee fails to meet the scheduled repayments. While the
        Corporation does not expect to be required to make any payments
        related to the guarantee, any amounts paid may not be recoverable.

    Pacific & Western Bank of Canada (PWBank), a Schedule I chartered bank, is
a branchless financial institution with over $1.3 billion in assets. PWBank
specializes in providing innovative financing to large corporate and
government entities including hospitals, school boards, universities and
colleges, municipalities and provincial and federal government agencies. With
no retail operations or store fronts, PWBank is one of the most efficiently
operating financial institutions in Canada. These overhead savings translate
into very competitive rates for our clients.
    Pacific & Western Bank of Canada is wholly owned by Pacific & Western
Credit Corp., whose shares trade on the TSX under the symbol PWC.

    On behalf of the Board of Directors: David R. Taylor, President & C.E.O.
For further information: Investor Relations: Bruce Schruder, Vice
President, Investor Relations & Marketing, (800) 244-1509,
InvestorRelations@pwbank.com; Public Relations & Media: Tel Matrundola, Vice
President, Public & Strategic Initiatives, (416) 203-0882, telm@pwbank.com; To
receive company news releases via e-mail: Karen McConnell, (519) 675-4204,
karenm@pwbank.com; Further information on PWC is available through Pacific &
Western's corporate web site at http://www.pwbank.com.