SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________________
FORM 10-K
(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, 1999
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 33-97670
MMCA Auto Owner Trust 1995-1
MMCA Auto Receivables, Inc.
(Originator of the MMCA Auto Owner Trust 1995-1)
(Exact name of registrant as specified in its charter)
Delaware 33 - 0570905
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
6363 Katella Avenue
Cypress, California 90630-5205
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (714) 236-1567
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act: None.
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).
Yes X No __
(2) has been subject to such filing requirements for the past 90 days.
Yes __ No X
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
State the aggregate market value of the voting stock held by
non-affiliates of the registrant: None.
Indicate the number of share outstanding of the registrant's
classes of common stock, as of the latest practicable date: None.
Documents incorporated by Reference: None.
PART I
Item 1. Business
Not applicable.
Item 2. Properties
MMCA Auto Owner Trust 1995-1 (the "Trust") was formed on November 21,
1995 pursuant to a Trust Agreement (the "Trust Agreement"), dated as
of November 21, 1995, between MMCA Auto Receivables Inc., as depositor
("MARI"), and Chemical Bank Delaware, as owner trustee. Pursuant to
the Trust Agreement, the Trust issued asset-backed certificates
evidencing an interest in the trust property (the "Certificates")
and a separate certificate evidencing an interest in the trust property
(the "Final Payment Certificate"). The Certificates were privately
placed and the Final Payment Certificate is held by MMCA Auto Receivables Inc.
Pursuant to an Indenture, dated as of December 1, 1995, between the
Trust, as issuer and Mitsubishi Bank Trust Company of New York, as
indenture trustee (the "Indenture Trustee"), the Trust issued a
single class of asset-backed notes (the "Notes"). The Notes were
registered and publicly offered and sold.
The assets of the Trust primarily include a pool of motor vehicle
retail installment sale contracts originated by Mitsubishi Motors
Credit of America, Inc. ("MMCA") and secured by new and used motor
vehicles and light- and medium-duty trucks. The Trust's business
activities include acquiring and holding the assets of the Trust,
issuing the Notes, the Certificates and the Final Payment
Certificate and distributing payments on the Notes, the
Certificates and the Final Payment Certificate.
Rider A:
Pursuant to a Sale and Servicing Agreement, dated as of December 1,
1995, (the "Sale and Servicing Agreeement") among the Trust, as
issuer, MARI, as seller, and MMCA, as servicer (the "Servicer"),
MMCA administers and services the Trust's pool of motor vehicle
retail installment contracts.
Rider B:
In August of 1999, the Servicer exercised its option under
Section 9.1 of the Sale and Servicing Agreement to purchase all
of the assets of the Trust. This purchase was effected on
August 16, 1999.
Item 2. Properties (continued)
The tables on the next page set forth the delinquency experience
with respect to the level payments due each month on the Trust's
motor vehicle retail installment sale contracts but does not
include the delinquency experience with respect to balloon payments
due at the end of the term of the Trust's contracts which provide
for such payments. The period of delinquency is based on the
number of days for which more than 10% of a level payment is
contractually past due, and the delinquency rate as a percentage
of the balance outstanding represents delinquent dollars as a
percentage of dollars outstanding.
July 31, 1999
Contracts Balances
of Receivables
Delinquent Contracts:
(i) 30-59 Days 881 $2,334,410.63
(ii) 60-89 Days 292 $743,710.06
(iii) 90 Days or More 100 $225,039.77
July 31, 1999
% of Contracts % of Balance
Outstanding Outstanding
Delinquency Rates:
(i) 30-59 Days 9.72% 9.29%
(ii) 60-89 Days 3.22% 2.96%
(iii) 90 Days or More 1.10% 0.90%
The following table sets forth the net loss experience with respect
to the payments due each month on the Trust's motor vehicle retail
installment sale contracts, including contracts that provide for
balloon payments at the end of the terms of such contracts.
July 31, 1999
Contracts Amount
Aggregate Net Losses 667 $496,734.49
Item 3. Legal Proceedings
There is nothing to report with regard to this item.
Item 4. Submission of Matters to a Vote of Security Holders
There is nothing to report with regard to this item.
PART II
Item 5. Market for the Registrant's Common Equity and Related
Stockholder Matters
The holder of record of all the Notes as of July 31, 1999 was Cede & Co.,
the nominee of The Depository Trust Company ("DTC") in the United States.
An investor holding Notes is not entitled to receive a certificate
representing such Notes except in limited circumstances. Accordingly,
Cede & Co. is the sole holder of record of the Notes, which it holds on
behalf of brokers, dealers, banks and other participants in the DTC system.
Such participants may hold Notes for their own accounts or for the accounts
of their customers. The address of Cede & Co. is:
Cede & Co.
c/o The Depository Trust Company
Seven Hanover Square
New York, New York 10004
The holders of record of all of the Certificates as of July 31, 1999 were
Hare & Co., All State Life Insurance Co. and MMCA Auto Receivables Inc.
The holder of record of the Final Payment Certificate as of July 31, 1999
was MMCA Auto Receivables Inc.
Item 6. Selected Financial Data
Not applicable.
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Not applicable.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
Item 8. Financial Statements and Supplementary Data
Not applicable.
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure
There is nothing to report with regard to this item.
PART III
Item 10. Directors and Executive Officers of the Registrant
Not applicable.
Item 11 Executive Compensation
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management
There is nothing to report with regard to this item.
Item 13. Certain Relationships and Related Transactions
There is nothing to report with regard to this item.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) 1. Not applicable.
2. Not applicable.
3. Exhibits:
99.1 Annual Statement as to Compliance.
99.2 Annual Independent Public Accountant's Servicing Report.
(b) Reports on Form 8-K.
The Registrant has filed Current Reports on Form 8-K with the Securities
and Exchange Commission dated February 9, 1999, March 9, 1999, April 9,
1999, May 8, 1999, June 9, 1999, July 9, 1999 and August 7, 1999.
(c) See (a) 3 above.
(d) Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.
MMCA AUTO OWNER TRUST 1995-1
BY: MMCA AUTO RECEIVABLES, INC.
Date: March 27, 2000 By: /s/ Hideyuki Kitamura
Hideyuki Kitamura
Secretary and Treasurer
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED
PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE
NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
No annual report, proxy statement, form of proxy or other soliciting
material has been sent to holders of the Notes during the period
covered by this report and the registrant does not intend to furnish
such materials to holders of the Notes subsequent to the filing of
this report.
Exhibit: 99.1 Annual Statement as to Compliance.
March 23, 2000
The Bank of Tokyo-Mitsubishi, Ltd.,
New York Branch, formerly known as
Mitsubishi Bank Trust Company of New York
1251 Avenue of the Americas
New York, New York 10020
Attention: Mr. Takao Kunitomo
Chase Manhattan Bank Delaware,
Formerly known as Chemical Bank Delaware
Corporate Trustee Administration Department
1201 Market Street
Wilmington, Delaware 19801
Attention: Mr. John J. Cashin
Re: Annual Statement as to Compliance
Gentlemen:
Pursuant to Section 3.10 of that certain Sale and Servicing Agreement
(the "Agreement") by and among MMCA Auto Owner Trust 1995-1, as Issuer,
MMCA Auto Receivables, Inc., as Seller, and Mitsubishi Motors Credit of
America, Inc., as Servicer, I hereby certify the following, as of March
23, 2000: (1) a review of the activities of the Servicer during the
period January 1, 1999 through July 31, 1999 and of its performance of
its obligations under the Agreement has been made under my supervision
and (2) to the best of my knowledge, based on such review, the Servicer
has fulfilled all its obligations under the Agreement throughout such period.
In August of 1999, the Servicer exercised its option under Section 9.1 of
the Sale and Servicing Agreement to purchase all of the assets of the Trust.
This purchase was effected on August 16, 1999.
Sincerely,
MITSUBISHI MOTORS CREDIT OF AMERICA, INC.
- ---------------------------------------
Hideyuki Kitamura
Executive Vice President, Secretary and Treasurer
Exhibit 99.2
- ------------
Report on Management's Assertion on Compliance with
Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers
Independent Accountants' Report
To the Board of Directors and Shareholder
Mitsubishi Motors Credit of America, Inc.
We have examined management's assertion, included in the accompanying
report tiltled Report of Management, that Mitsubishi Motors
Credit of America, Inc. (MMCA) complied with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers (USAP)
except for minimum servicing standards I.4, III.3, III.4, V.2, V.3,
and V.4, which are inapplicable to servicing automobile loans,
during the year ended December 31, 1999, included in the accompanying
report titled Report of Management. Management is responsible for
MMCA's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about MMCA's compliance
based on our examination.
Our examination was made in accordance with standards established by
the American Institute of Certified Public Accountants and,
accordingly, included examining, on a test basis, evidence about
MMCA's compliance with those requirements and performing such other
procedures as we considered necessary in the circumstances. We believe
that our examination provides a reasonable basis for our opinion. Our
examination does not provide a legal determination on MMCA's
compliance with specified requirements.
In our opinion, management's assertion that MMCA complied with the
aforementioned requirements during the year ended December 31, 1999,
is fairly stated, in all material respects.
/s/ Ernst & Young LLP
February 25, 2000
