Westcorp on July 17 announced that it has proposed to acquire the outstanding 16 percent minority interest in WFS Financial Inc., representing approximately 6.6 million common shares, through a merger of WFS into Western Financial Bank (WFB), Westcorp's wholly owned subsidiary. WFB currently holds 84 percent of WFS common shares and after the proposed merger, WFS will operate as a division of WFB.

Under the terms of Westcorp's proposal as outlined in a letter to the WFS board of directors, the public holders of WFS common shares would receive .9204 shares of Westcorp common shares for each WFS common share outstanding in a tax-free transaction. Based on the closing price on the NYSE National Market of a Westcorp common share on July 16, this represents a value of $22.45 per WFS common share. This constitutes a premium of 5 percent over the $21.38 closing price of WFS common shares on July 16, 2002.

The proposal also expressed a number of reasons why Westcorp believes the merger would benefit WFS shareholders, including an enhanced pro forma float and liquidity in a larger Westcorp entity with a greater amount of shares publicly traded, and the elimination of duplicative costs required to maintain two separate publicly traded companies.

The proposal is subject to the approval of the board of directors of WFS, WFB and Westcorp, the negotiation and execution of a definitive agreement, and any required regulatory approvals. The merger would also be subject to the approval of a majority of WFS' minority shareholders. Westcorp has been informed that the WFS board of directors has formed an independent special committee to evaluate the proposal and make a recommendation to the WFS board of directors.

If the merger transaction is ultimately approved by the board of directors of WFS, WFB, and Westcorp, investors and security holders are advised to read the proxy statement/prospectus regarding the business combination transaction referenced in the foregoing information, when it becomes available, because it will contain important information. The proxy statement/prospectus will be filed with the commission by Westcorp and WFS.

Investors and security holders may obtain a free copy of the proxy statement/prospectus (when available) and other documents filed by Westcorp and WFS at the commission's Web site at www.sec.gov.

The proxy statement/prospectus and such other documents may also be obtained from Westcorp or from WFS by directing such request to Westcorp; Attn.: Investor Relations; 23 Pasteur; Irvine, CA 92618; telephone: (949) 727-1002.

About Westcorp

Westcorp is a financial services holding company whose principal subsidiaries are WFS Financial Inc. and Western Financial Bank. Westcorp is a publicly owned company whose common stock is traded on the New York Stock Exchange under the symbol WES.

Westcorp, through its subsidiary, WFS, is one of the nation's largest independent automobile finance companies. WFS specializes in originating, securitizing, and servicing new and pre-owned prime and nonprime credit quality automobile contracts through its nationwide relationships with automobile dealers.

Information about WFS can be found at www.wfsfinancial.com.

Westcorp, through its subsidiary, Western Financial Bank, operates 24 retail bank branches throughout California and provides commercial banking services in Southern California. Information on the products and services offered by the bank can be found at www.wfb.com.