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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON OCTOBER 4, 2000
REGISTRATION STATEMENT NO. 333 -________
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
AMERICREDIT FINANCIAL SERVICES, INC.
(Exact Name of Registrant as specified in its Charter)
DELAWARE 801 CHERRY STREET 75-2439888
(State of Incorporation) FORT WORTH, TEXAS 76102 (IRS Employer
(Address of Principal Executive Identification No.)
Office of Registrant)
CHRIS A. CHOATE, ESQ.
AMERICREDIT CORP.
801 CHERRY STREET
FORT WORTH, TEXAS 76102
(Name, Address and Telephone Number, including area code, of Agent for
Service)
COPY TO:
CHRIS DIANGELO, ESQ.
DEWEY BALLANTINE LLP
1301 AVENUE OF THE AMERICAS
NEW YORK, NEW YORK 10019
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon
as practicable after this registration statement becomes effective.
If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. /_/
If any of the securities being registered on this Form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, check the following box. /X/
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration number of the earlier effective
registration statement for the same offering. /X/ 333-84155
If this Form is filed as a post-effective amendment filed pursuant to Rule
462(c) under the Securities Act, please check the following box and list the
Securities Act registration number of the earlier effective registration
statement for the same offering. /_/
If delivery of the prospectus is expected to be made pursuant to
Rule 434, please check the following box. /_/
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CALCULATION OF REGISTRATION FEE
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PROPOSED
AMOUNT TO BE MAXIMUM PROPOSED MAXIMUM AMOUNT OF
TITLE OF SECURITIES REGISTERED AGGREGATE PRICE AGGREGATE OFFERING REGISTRATION
BEING REGISTERED (1) PER UNIT(2) PRICE(2) FEE(3)(4)
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<S> <C> <C> <C> <C>
Auto Receivables Asset $1,390,869,823 100% $1,390,869,823 $367,189.63
Backed Securities
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(1) This Registration Statement relates to the Registrants' Registration
Statement on Form S-3 (Registration No. 333-84155) (the "Prior
Registration Statement"). In accordance with Rule 462(b) of the
Securities and Exchange Commission's Rules and Regulations under the
Securities Act of 1933, as amended, the amount of securities eligible
to be sold under the Prior Registration Statement ($1,159,058,186) is
carried forward to this Registration Statement and an additional amount
of securities equal to 20% of such amount ($231,811,637) is registered
hereby.
(2) Estimated solely for the purpose of calculating the registration fee.
(3) Paid by wire transfer on October 4, 2000.
(4) The filing fee of $61,198.27 is paid pursuant to this Registration
Statement. The remaining $305,991.36 of such amount is attributable to
the amount carried forward from the Prior Registration Statement, for
which a fee was paid with the Prior Registration Statement.
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IN ACCORDANCE WITH RULE 462(B) OF THE SECURITIES AND EXCHANGE COMMISSION'S
RULES AND REGULATIONS UNDER THE SECURITIES ACT OF 1933, AS AMENDED, THIS
REGISTRATION STATEMENT INCORPORATES BY REFERENCE THE REGISTRANTS' REGISTRATION
STATEMENT ON FORM S-3 (REGISTRATION NO. 333-84155) TO WHICH THIS REGISTRATION
STATEMENT RELATES.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Fort Worth, State of Texas on the 4th day of October,
2000.
AMERICREDIT FINANCIAL SERVICES, INC.
By /s/ Michael R. Barrington
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Michael R. Barrington
Director, Chairman of the Board,
Chief Executive Officer and President
The Registrant reasonably believes that the security ratings to be
assigned to the securities registered hereunder will make the securities
"investment grade securities" pursuant to Transaction Requirement B.2 of Form
S-3, prior to the sale of such securities.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.
SIGNATURE TITLE DATE
--------- ----- ----
/s/ Michael R. Barrington Director, Chairman of the October 4, 2000
-------------------------- Board, Chief Executive
Michael R. Barrington Officer and President
(Principal Executive
Officer)
/s/ Daniel E. Berce Director, Vice Chairman and October 4, 2000
-------------------------- Chief Financial Officer
Daniel E. Berce (Principal Financial
Officer and Principal
Accounting Officer)
/s/ Edward H. Esstman Director, Vice Chairman, October 4, 2000
-------------------------- President and Chief
Edward H. Esstman Operating Officer, Dealer
Services
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EXHIBIT INDEX
EXHIBIT
1.1 - Form of Underwriting Agreement -- Notes (incorporated by
reference to Exhibit 1.1 to the Registrant's Registration
Statement on Form S-3 (Reg. No. 33-98620).
1.2 - Form of Underwriting Agreement -- Certificates (incorporated by
reference to Exhibit 1.2 to the Registrant's Registration
Statement on Form S-3 (Reg. No. 33-98620).
3.1 - Articles of Incorporation of the Sponsor (incorporated by
reference to Exhibit 3.1 to the Registrant's Registration
Statement on Form S-3 (Reg. No. 33-98620).
3.2 - Bylaws of the Sponsor (incorporated by reference to Exhibit
3.2 to the Registrant's Registration Statement on Form S-3
(Reg. No. 33-98620).
4.1 - Form of Indenture between the Trust and the Indenture Trustee
(incorporated by reference to Exhibit 4.1 to the Registrant's
Registration Statement on Form S-3 (Reg. No. 33-98620).
4.2 - Form of Indenture between the Sponsor and the Indenture Trustee
(incorporated by reference to Exhibit 4.2 to the Registrant's
Registration Statement on Form S-3 (Reg. No.
33-98620).
4.3 - Form of Pooling and Servicing Agreement (incorporated by
reference to Exhibit 4.3 to the Registrant's Registration
Statement on Form S-3 (Reg. No. 33-98620).
4.4 - Form of Trust Agreement (incorporated by reference to Exhibit
4.4 to the Registrant's Registration Statement on Form S-3
(Reg. No. 33-98620).
5.1 - Opinion of Dewey Ballantine with respect to legality.*
8.1 - Opinion of Dewey Ballantine with respect to tax matters.*
10.1 - Form of Receivables Acquisition Agreement (incorporated by
reference to Exhibit 10.1 to the Registrant's Registration
Statement on Form S-3 (Reg. No. 33-98620).
23.1 - Consent of Dewey Ballantine (included in Exhibits 5.1 and 8.1).
* Filed herewith.