SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - K
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended: Commission file number:
December 31, 1996 33-99354
Chevy Chase Auto Receivables Trust 1995-2
____________________________________________________
(Exact name of registrant as specified in charter)
Maryland 41-6408591
________________________________ ________________
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Chevy Chase Bank, F.S.B.
8401 Connecticut Avenue
Chevy Chase, Maryland 20815
________________________________________ __________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (301) 986-7000
________________
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 has (1) 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) and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
_____ _____
The Registrant has no voting stock or class of common stock
outstanding as of the date of this report.
Page 1
<PAGE>
Introductory Note
Chevy Chase Bank, F.S.B. (the "Bank")is the seller and servicer under the
Pooling and Servicing Agreement (the "Agreement"), dated as of
December 1, 1995 by and between the Bank and Norwest Bank Minnesota
National Association, as the trustee. The Certificates listed on page 1
hereof will be referred to collectively herein as the "Certificates".
The Certificates do not represent obligations of or interest in the
Bank.
By letter dated August 7, 1995, the Bank has requested an exemption
from certain reporting and information requirements under the
Exchange Act. Pending resolution of such request, the Bank intends
to provide information in a manner consistent with such application.
Accordingly, certain items of Form 10-K are designated below as
"Not Applicable", and with respect to the remaining items the Bank is
providing the information set forth below.
Part I
Item 1 Business
Not Applicable
Item 2 Properties
See the Annual Report filed pursuant to Item 14 Below.
Item 3 Legal Proceedings
None
Item 4 Submission Of Matters To A Vote Of Security Holders
None
Page 2
<PAGE>
Part II
Item 5 Market For Registrant's Common Equity
And Related Stockholder Matters
Each of the Certificates, representing investors' interests
in the Trust, are represented by a single certificate
registered in the name of Cede & Co., the nominee of
The Depository Trust Company. Accordingly, Cede & Co.
is the sole holder of record of the Certificates, which it
held on behalf of approximately 20 brokers, dealers,
banks and other direct participants in the DTC system at
December 31, 1995.
To the best knowledge of the Registrant, there is no
established public trading market for the Certificates.
Item 6 Selected Financial Data
Not Applicable
Item 7 Management's Discussion and Analysis of Financial
Condition and Results of Operations
Not Applicable
Item 8 Financial Statements and Supplementary Data
Not Applicable
Item 9 Changes In And Disagreements With Accountants
On Accounting and Financial Disclosure
None
Part III
Item 10 Directors and Executive Officers of the Registrant
Not Applicable
Item 11 Executive Compensation
Not Applicable
Page 3
<PAGE>
Item 12 Security Ownership Of Certain Beneficial Owners
and Management
Each of the Certificates, representing investor's interests in the
Trust, are represented by a single certificate registered in the
name of Cede & Co., the nominee of the Depository Trust
Company("DTC"), and an investor holding an interest in the Trust
is not entitled to receive a Certificate representing such interest
except in certain limited circumstances. Accordingly, Cede & Co.
is the sole holder of record of the Certificates, which it held on
behalf of approximately 20 brokers, dealers, banks and other
direct participants in the DTC system at December 31, 1995.
Such direct participants may hold Certificates for their own
accounts or for the accounts of their customers. The following
table sets forth, with respect to each of the Certificates, the
identity of each direct DTC participant that holds positions in
such Certificate in excess of 5% of the outstanding principal
amount thereof at December 31, 1996.
$ 247,582,000 5.80% Auto Receivables Backed Certificates:
Aggregate Amount of Percent of
Name Certificates Held Class
Bank of New York 100,102,000 40.4%
Bankers Trust Company 29,437,000 11.9%
Boston Safe Deposit & Trust Co 32,130,000 13.0%
Smith Barney Harris Upham & Co 23,265,000 9.4%
SSB-Custodian 21,840,000 8.8%
Chase Manhattan Bank, N.A. 14,990,000 6.1%
The address of each of the above participants is:
C/O The Depository Trust Company
7 Hanover Square, 22nd Floor
New York, NY 10004
Item 13 Certain Relationships and Related Transactions
None
Page 4
<PAGE>
Part IV
Item 14 Exhibits, Financial Statement Schedules and Reports
On Form 8-K
(a) The following documents are filed as part of this Report:
i) Summary of annual distributions on the Certificates to
Certificateholders for the year ended December 31, 1996.
ii) Annual Accountant's Report dated December 20, 1996
and related Report of Management dated December 20, 1996
relating to sufficiency of accounting controls
No proxy soliciting material has been distributed by
the Trust.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Chevy Chase Auto Receivables Trust 1995-2
By: Chevy Chase Bank, F.S.B.
As Seller and Servicer
Joel A. Friedman
Date: 03/31/97 By: ___________________________________________
Joel A. Friedman
Senior Vice President
and Controller
Page 5
<PAGE>
ANNUAL REPORT
Chevy Chase Auto Receivables Trust 1995-2
$ 247,582,941.13 5.80% Auto Receivables Backed Certificates
For the Year Ended December 31, 1996
<TABLE>
Annual Report - Chevy Chase Auto Receivables Trust 1995-2
<CAPTION>
Jan-96 Feb-96 Mar-96 Apr-96 May-96 Jun-96 Jul-96 Aug-96 Sep-96 Oct-96 Nov-96 Dec-96
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Dist of Prin6,587,074 6,625,496 7,128,846 7,809,229 7,421,632 8,563,606 7,600,512 7,553,863 6,940,397 7,179,093 7,335,125 6,887,434
Dist of Int 1,196,651 1,164,813 1,132,790 1,098,334 1,060,589 1,024,718 983,327 946,592 910,081 876,536 841,837 806,384
Serv Fee 288,847 281,162 273,432 265,115 256,004 247,515 237,904 229,230 220,389 212,243 203,888 195,471
Trustee Fee 250 250 250 250 250 250 250 250 250 250 250 250
Net Losses 0 16,610 31,377 122,746 285,874 489,687 268,287 457,370 333,890 231,533 213,219 282,588
Net Loss % 0.00% 0.09% 0.17% 0.67% 1.62% 2.88% 1.64% 2.91% 2.20% 1.59% 1.53% 2.11%
Delinquencies:
30+ Delq. 5,068,962 5,211,029 5,029,037 6,174,266 5,868,375 5,866,030 5,886,222 5,882,385 5,867,105 5,782,547 5,975,528 6,924,729
Delq. % 2.16% 2.29% 2.29% 2.91% 2.88% 2.99% 3.12% 3.23% 3.36% 3.45% 3.72% 4.49%
</TABLE>
Page 6
<PAGE>
MANAGEMENT'S REPORT ON THE EFFECTIVENESS OF THE INTERNAL
CONTROL STRUCTURE RELATIVE TO THE SERVICING OF
AUTOMOBILE LOAN RECEIVABLES
The management of the Bank is responsible for establishing and maintaining the
internal control structure. In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected benefits and
related costs of control procedures. The objectives of an internal control
structure are to provide management with with reasonable, but not absolute,
assurance that assets are safeguarded against loss from unauthorized use
or disposition, and that transactions are executed in accordance with
management's authorization and recorded properly to permit the preparation
of financial statements in accordance with generally accepted accounting
principles.
We have performed an evaluation of the effectiveness of the Bank's internal
control structure based on the criteria established in Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations of
the Treadway Commission ("COSO") relative to the servicing of automobile loan
receivables owned by Chevy Chase Auto Receivables Trusts 1995-1 and 1995-2
(collectively referred to as the "Trusts" herein) as of September 30, 1996,
and we have determined that the Bank maintained an effective internal
control structure over financial reporting relative to the servicing of
automobile loan receivables owned by the Chevy Chase Auto Receivables Trusts
as of September 30, 1996.
However, there are inherent limitations in the effectiveness of any internal
control structure, including the possibility of human error and the circum-
vention or overriding of controls. Accordingly, even an effective internal
control structure can provide only reasonable assurance with respect to
reliability of financial statements and safeguarding and management of assets.
Furthermore, the effectiveness of any internal control structure can change
with changes in circumstances.
John C. Harley George P. Clancy
____________________ ____________________
John C. Harley George P. Clancy
Senior Vice President Executive Vice President
Stephen R. Halpin, Jr.
_____________________
Stephen R. Halpin, Jr.
Executive Vice President and
Chief Financial Officer
December 20, 1996
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors of
Chevy Chase Bank, F.S.B.:
We have examined management's assertion, included in the accompanying
Management's Report on the Effectiveness of the Internal Control Structure
Relative to the Servicing of Automobile Loan Receivables, that Chevy
Chase Bank, F.S.B. (the "Bank") maintained an effective internal control
structure over financial reporting relative to the servicing of
automobile loan receivables owned by the Bank's automobile trusts (1995-1
and 1995-2, collectively referred to as the "Trusts" herein) as of
September 30, 1996.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly,
included obtaining an understanding of the internal control structure
over financial reporting, testing, and evaluating the design and
operating effectiveness of the internal control structure, and such other
procedures as we considered necessary in the circumstances. We believe
that our examination provides a reasonable basis for our opinion.
Because of inherent limitations in any internal control structure, errors
or irregularities may occur and not be detected. Also, projections of
any evaluation of the internal control structure over financial reporting
to future periods are subject to the risk that the internal control
structure may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
In our opinion, management's assertion that the Bank maintained an
effective internal control structure over financial reporting relative
to the servicing of automobile receivables owned by the Bank's automobile
loan Trusts as of September 30, 1996, is fairly stated, in all material
respects, based upon criteria established in Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (COSO).
This report is intended solely for the information and use of the board
of directors and management of the Norwest Bank Minnesota, N.A., Credit
Suisse, and Financial Guaranty Insurance Company, and should not to be
used for any other purpose.
Arthur Andersen LLP
Washington, D.C.
December 20, 1996
