<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event report) 21-Feb-97
The Money Store Inc. (as Representative) and TMS Auto Holdings, Inc.
(as Seller) under a Sale and Servicing Agreement dated as of May 31,
1996 in connection with the issuance of TMS Auto Trust Asset Backed
Securities, (Series 1996-1).
TMS Auto Holdings, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 22-3405381
New Jersey 33-94518 22-2293022
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(State or other (Commission (IRS Employer
jurisdiction of File Number) ID Number)
incorporation)
2840 Morris Avenue, Union, New Jersey 07083
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(Address of principal executive officer)
Registrant's Telephone Number,
including area code: 908-686-2000
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n/a
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(Former name or former address, if changed since last report)
<PAGE>
Item 5 Other Events
---------------------------------
Attached herein as Annex A is a copy of the Monthly Statement sent to the
Noteholders and Certificateholders for the remittance date of: 21-Feb-97
Item 7 Financial Statements and Exhibits
---------------------------------
The quarterly financial statement for the period ended September 30, 1996
for Financial Security Assurance Holdings Ltd. ("FSA") is incorporated by
reference to the Form 10Q filed by FSA with the Securities and Exchange
Commission on November 11, 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
THE MONEY STORE INC.
TMS AUTO HOLDINGS, INC.
By /S/ James K. Ransom
------------------------
James K. Ransom
Vice President
Dated: 02/28/97
<PAGE>
TMS AUTO RECEIVABLES TRUST 1996-1
7.10% Asset Backed Certificates
SERVICER'S CERTIFICATE
IN ACCORDANCE WITH SECTION 5.8 OF THE POOLING AND SERVICING
AGREEMENT DATED AS OF MAY 31, 1996, THE MONEY STORE AUTO
FINANCE INC. REPORTS THE FOLLOWING INFORMATION PERTAINING
TO SERIES 1996 - 1 FOR THE FEBRUARY 12, 1997 DETERMINATION
DATE
<TABLE>
<CAPTION>
DISTRIBUTION DATE 02/20/97 MONTHLY PERIOD Jan-97
<S> <C> <C>
A. Information Regarding the Current Monthly Distribution :
I. CERTIFICATES
(a) The aggregate amount of the distribution to
Certificateholders from the Collection Account 41,416.67
(b) The amount of the distribution set forth in A. 1. (a)
above in respect of interest from the Collection Account 41,416.67
(c) The amount of the distribution set forth in A. 1. (a)
above in respect of principal from the Collection Account 0.00
(d) The amount of such distribution payable out of amounts
withdrawn from the Spread Account or pursuant to a claim
on the Policy (Deficiency Claim Amount) 0.00
(e) The amount of the distribution set forth in A. 1. (a)
above per $1,000 interest 5.9166671
(f) The amount of the distribution set forth in A. 1. (b)
above per $1,000 interest 5.9166671
(g) The amount of the distribution set forth in A. 1. (c)
above per $1,000 interest 0.0000000
(h) The amount of the distribution set forth in A. 1. (d)
above per $1,000 interest 0.0000000
B. Information Regarding the Performance of the Trust :
I. POOL AND CERTIFICATE BALANCES
(a) The Pool Balance as of the close of business
on the last day of the preceding Monthly Period 160,039,784.58
(b) The Certificate Balance as of the close of
business on the last day of the preceding
Monthly Period, after giving effect to
payments allocated to principal set
forth in Paragraph A. 1. (c) above 7,000,000.00
(c) The Certificate Factor as of the close of business on the
last day of the preceding Monthly Period 1.0000000
</TABLE>
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<TABLE>
<S> <C> <C> <C>
2. SERVICING FEE
(a) The aggregate amount of the Servicing Fee paid to the
Servicer with respect to the preceding Monthly Period
from the Collection Account 367,312.92
(b) The amount of such Servicing Fee per $ 1,000 interest 52.4732743
(c) The amount of any unpaid Servicing Fee 0.00
(d) The change in the amount of any unpaid Servicing Fee
from the previous Distribution Date 0.00
3. OTHER FEES
(a) The aggregate amount of Trustee Fees paid to the Trustee
from the Collection Account 333.33
(b) The aggregate amount of Insurance Premium paid to the
Certificate Insurer from the Collection Account 1,458.33
4. PAYMENT SHORTFALLS
(a) The amount of the Interest Carryover Shortfall after
giving effect to the payments set forth in Paragraph
A. 1. (b) above 0.00
(b) The amount of such Interest Carryover Shortfall
per $1,000 Interest 0.0000000
(c) The change in the amount of the Interest Carryover Shortfall
from the previous Distribution Date 0.00
(d) The amount of the Principal Carryover Shortfall after
giving effect to the payments set forth in Paragraph
A. 1. (c) above 0.00
(e) The amount of such Principal Carryover Shortfall
per $1,000 Interest 0.0000000
(f) The change in the amount of the Principal Carryover Shortfall
from the previous Distribution Date 0.00
5. REALIZED LOSSES
(a) Realized Losses for the Period funded by the Spread Account 849,892.43
1. Cram Down Losses 14,087.77
2. Losses on Liquidated Receivables 835,804.66
(b) Aggregate Realized Losses, if any,
1. Preceding Monthly Period Jan-97 3,376,124.54
2. Second preceding Monthly P Dec-96 2,526,232.11
6. PURCHASE AMOUNTS
The aggregate Purchase Amounts for Receivables,
if any, that were repurchased in such period 0.00
7. PAYAHEAD ACCOUNT
(a) The aggregate Payahead Balance 258,359.40
(b) The change in the Payahead Balance from the
previous Distribution Date (12,406.15)
(1) The aggregate Payaheads pursuant to Section 14.03
for the Monthly Period which were transferred from
the Collection Account to the Payahead Account. 69,717.67
(2) The portion of the Payaheads constituting Scheduled
Payments on PreComputed Receivables or the portion
that are applied to Prepay a PreComputed Receivable in
full pursuant to Section 14.03 which were transferred
from the Payahead Account to the Collection Account. 82,123.82
(c) The investment earnings on funds in the Payahead Account
(transferred from the Payahead to the Collection Account) and
payable to the Seller as Supplemental Servicing Fee 1,429.59
</TABLE>
(2)
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<TABLE>
<CAPTION>
8. SPREAD ACCOUNT
<S> <C> <C>
(a) The Spread Account balance after giving effect to
distributions made on such Distribution Date 12,803,182.77
(b) The change in the Spread Account balance on such
Distribution Date (423,624.73)
(c) The Amount withdrawn from the Spread Account and
payable to the Certificateholders (Deficiency Claim Amount) 0.00
(d) The Amount withdrawn from the Spread Account and
payable to the Seller (Remaining Funds). 1,007,821.41
(e) The investment earnings on funds in the Spread Account
(transferred from the Spread to the Collection Account) and
payable to the Seller as Supplemental Servicing Fee 49,435.43
9. THE POLICY
The amount distributable from the Policy and
payable to the Certificateholders, after giving
effect to withdrawals from the
Spread Account (Deficiency Claim Amount) 0.00
10. THE NOTICES
(a) Pursuant to Section 14.04, there is a Deficiency Claim Amount of
$0.00 to be withdrawn from the Spread Account to fund the
amount payable on the related Distribution Date for items(i)thru(v)
of Section 14
(b) Pursuant to Section 14A.02, there is a Deficiency Claim Amount of
$0.00 to be withdrawn from the Policy to fund the amount
payable on the related Distribution Date for items(i)thru(v)of
Section 14.06 (b)
11. TERMINATION OF TRUST
The amount to be distributed to the Certificateholders from the Collection
Account pursuant to the Termination of the Trust ( Section 20.01 ) 0.00
12. OTHER INFORMATION
Pursuant to Section 13.09 (b) (i)
(a) Delinquency Ratio 4.0811%
(b) Average Delinquency Ratio 4.1799%
(c) Default Rate 11.4797%
(d) Average Default Rate 11.7410%
(e) Net Loss Rate 6.0663%
(f) Average Net Loss Rate 5.6909%
Pursuant to Section 13.09 (b) (ii)
Trigger Event occurred as of NO
Pursuant to Section 13.09 (b) (iii)
Prior Trigger Event Deemed Cured as of NO
Pursuant to Section 13.09 (b) (iv)
Insurance Agreement Event of Default NO
**NOTE** Pursuant to Section 14.02 (b)
Amount deposited into the Collection Account due to
mistaken deposits, postings or checks returned for
insufficient funds to be reimbursed to the Servicer 0.00
</TABLE>
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<TABLE>
<CAPTION>
13. OTHER INFORMATION - II
<S> <C> <C> <C>
i. Amounts collected by the Servicer 7,116,594.40
ii. Aggregate amount received by the Trust
from the Servicer. (exclusive of amounts in the
Spread Account, amounts received from the
Certificate Insurer and advances by the
Servicer). 7,116,594.40
iii. Reimbursements to the Certificate Insurer 0.00
iv. Amount drawn on the Policy 0.00
v. Remaining outstanding balance available
to be drawn under the Policy: 0.00
vi.. Delinquency information:
Receivables that are 30 Days Delinquent 4,784,310.67
Receivables that are 60 Days Delinquent 1,152,076.21
Receivables that are 90 Days Delinquent 430,005.88
14. PRE-FUND ACCOUNT
(a) The Pre-Fund Account balance after giving effect to
distributions made on such Distribution Date 0.00
(b) The Pre-Fund Account Balance per $ 1,000 interest 0.0000000
(c) The Amount withdrawn from the Pre-Fund Account and transferred
to the Collection Account (payable to the Certificateholders) 0.00
(d) The amount of Pre-Fund Account distribution per $ 1,000 interest 0.0000000
(e) The interest earnings on funds in the Pre-Fund Account
(transferred from the Pre-Fund to the Collection Account) and
remitted to the Seller as Supplemental Servicing Fee 0.00
15. CAPITALIZED INTEREST ACCOUNT
(a) The Capitalized Interest Account balance after giving effect to
distributions made on such Distribution Date 0.00
(b) The Amount withdrawn from the Capitalized Interest Account
and transferred to the Collection Account (payable to the
Certificateholders) 0.00
(c) The Amount withdrawn from the Capitalized Interest Account
and transferred to the Collection Account (payable to the
Sellers) 0.00
(e) The interest earnings on funds in the Capitalized Interest Account
(transferred from the Capitalized Interest to the Collection Accoun
and remitted to the Seller as Supplemental Servicing Fee 0.00
</TABLE>
( 4 )
<PAGE>
I, Harry Puglisi, Treasurer, represent that The Money Store Auto Finance Inc.
complied with section 4.9 of the Pooling and Servicing Agreement dated May 31,
1996 pertaining to Series 1996 - 1 in preparing the accompanying Servicer's
Certificate.
THE MONEY STORE AUTO FINANCE INC.
BY: \s\ Harry Puglisi
-------------------
HARRY PUGLISI
TREASURER
(5)
<PAGE>
Class A-1 5.6375% Money Store Asset Backed Notes
Class A-2 Floating Rate Asset Backed Notes
Class A-3 6.85% Asset Backed Notes
IN ACCORDANCE WITH THE SALE AND SERVICING AGREEMENT
DATED AS OF MAY 31, 1996, THE MONEY STORE AUTO FINANCE INC.
REPORTS THE FOLLOWING INFORMATION PERTAINING
TO SERIES 1996 - 1 FOR THE FEBRUARY 12, 1997 DETERMINATION DATE
<TABLE>
<CAPTION>
DISTRIBUTION DATE 02/20/97 MONTHLY PERIOD Jan-97
A. Information Regarding the Current Monthly Distribution:
I. NOTES
<C> <S> <C>
(a) The aggregate amount of the distribution to
Noteholders' from the Collection Account with respect to:
Class A-1 Notes 5,344,332.43
Class A-2 Notes 415,148.25
Class A-3 Notes 330,512.50
(b) The amount of the distribution set forth in A. 1. (a)
above in respect of interest from the Collection Account:
Class A-1 Notes 49,023.20
Class A-2 Notes 415,148.25
Class A-3 Notes 330,512.50
(c) The amount of the distribution set forth in A. 1. (a)
above in respect of principal from the Collection Account:
Class A-1 Notes 5,295,309.23
Class A-2 Notes 0.00
Class A-3 Notes 0.00
(d) The amount of such distribution payable out of amounts
withdrawn from the Spread Account or pursuant to a claim
on the Policy (Deficiency Claim Amount) with respect to:
Class A-1 Notes 0.00
Class A-2 Notes 0.00
Class A-3 Notes 0.00
(e) The amount of the distribution set forth in A. 1. (a)
above per $1,000 interest with respect to:
Class A-1 Notes 118.4996104
Class A-2 Notes 4.6127583
Class A-3 Notes 5.7083333
(f) The amount of the distribution set forth in A. 1. (b)
above per $1,000 interest with respect to:
Class A-1 Notes 1.0869889
Class A-2 Notes 4.6127583
Class A-3 Notes 5.7083333
(g) The amount of the distribution set forth in A. 1. (c)
above per $1,000 interest with respect to:
Class A-1 Notes 117.4126215
Class A-2 Notes 0.0000000
Class A-3 Notes 0.0000000
(h) The amount of the distribution set forth in A. 1. (d)
above per $1,000 interest with respect to:
Class A-1 Notes 0.0000000
Class A-2 Notes 0.0000000
Class A-3 Notes 0.0000000
</TABLE>
<PAGE>
B. Information Regarding the Performance of the Trust :
1. POOL AND NOTE BALANCES
(a) The Pool Balance as of the close of business
on the last day of the preceding Monthly Period 160,039,784.58
(b) The Class Note Balances as of the close of business
on the last day of the preceding Monthly Period, after
giving effect to payments allocated to principal set
forth in Paragraph A. 1. (c) above wtih respect to:
Class A-1 Notes 5,139,784.58
Class A-2 Notes 90,000,000.00
Class A-3 Notes 57,900,000.00
(c) The Class Note Factor as of the
close of business on the last day
of the preceding Monthly Period
with respect to:
Class A-1 Notes 0.1139642
Class A-2 Notes 1.0000000
Class A-3 Notes 1.0000000
2. SERVICING FEE
(a) The aggregate amount of the Servicing Fee paid to the
Servicer with respect to the preceding Monthly Period
from the Collection Account 367,312.92
(b) The amount of such Servicing Fee per $ 1,000 interest 1.8365646
(c) The amount of any unpaid Servicing Fee 0.00
(d) The change in the amount of any unpaid Servicing Fee
from the previous Distribution Date 0.00
3. OTHER FEES
(a) The aggregate amount of Trustee Fees paid to the Trustee
from the Collection Account 333.33
(b) The aggregate amount of Insurance Premium paid to the
Noteholders' Insurer from the Collection Account 31,883.29
4. PAYMENT SHORTFALLS
(a) The amount of the Noteholders' Interest Carryover Shortfall
after giving effect to the payments set forth in
Paragraph A. 1. (b) above with respect to:
Class A-1 Notes 0.00
Class A-2 Notes 0.00
Class A-3 Notes 0.00
(b) The amount of such Interest Carryover Shortfall
per $1,000 Interest
Class A-1 Notes 0.0000000
Class A-2 Notes 0.0000000
Class A-3 Notes 0.0000000
(c) The change in the amount of the Interest Carryover Shortfall
from the previous Distribution Date 0.00
(d) The amount of the Principal Carryover Shortfall after
giving effect to the payments set forth in Paragraph
A. 1. (c) above 0.00
(e) The amount of such Principal Carryover Shortfall
per $1,000 Interest 0.0000000
(f) The change in the amount of the Principal Carryover Shortfall
from the previous Distribution Date 0.00
( 2 )
<PAGE>
<TABLE>
<S> <C> <C> <C> <C>
5. REALIZED LOSSES
(a) Realized Losses for the Period funded by the Spread Account 849,892.43
1. Cram Down Losses 14,087.77
2. Losses on Liquidated Receivables 835,804.66
(b) Aggregate Realized Losses, if any,
1. Preceding Monthly Period Jan-97 3,376,124.54
2. Second preceding Monthly Period Dec-96 2,526,232.11
6. PURCHASE AMOUNTS
The aggregate Purchase Amounts for Receivables,
if any, that were repurchased in such period 0.00
7. PAYAHEAD ACCOUNT
(a) The aggregate Payahead Balance 258,359.40
(b) The change in the Payahead Balance from the
previous Distribution Date (12,406.15)
(1) The aggregate Payaheads pursuant to Section 5.6
for the Monthly Period which were transferred from
the Collection Account to the Payahead Account. 69,717.67
(2) The portion of the Payaheads constituting Scheduled
Payments on PreComputed Receivables or the portion
that are applied to Prepay a PreComputed Receivable in
full pursuant to Section 5.6 which were transferred from
the Payahead Account to the Collection Account. 82,123.82
(c) The investment earnings on funds in the Payahead Account
(transferred from the Payahead to the Collection Account) and
remitted to the Seller as Supplemental Servicing Fee 1,429.59
8. SPREAD ACCOUNT
(a) The Spread Account balance after giving effect to
distributions made on such Distribution Date 12,803,182.77
(b) The change in the Spread Account balance on such
Distribution Date (423,624.73)
(c) The Amount withdrawn from the Spread Account and
payable to the Certificateholders (Deficiency Claim Amount) 0.00
(d) The Amount withdrawn from the Spread Account and
payable to the Seller (Remaining Funds). 1,007,821.41
(e) The investment earnings on funds in the Spread Account
(transferred from the Spread to the Collection Account) and
remitted to the Seller as Supplemental Servicing Fee 49,435.43
9. THE POLICY
The amount distributable from the Policy and payable to the
Noteholders, after giving effect to withdrawals from the
Spread Account (Deficiency Claim Amount) 0.00
10. THE NOTICES
(a) Pursuant to Section 5.4, there is a Deficiency Claim Amount of
$0.0 to be withdrawn from the Spread Account to fund the
amount payable on the related Distribution Date for items (i) thru (vi)
of Section 5.6 (b)
(b) Pursuant to Section 5A.1, there is a Deficiency Claim Amount of
$0.0 to be withdrawn from the Policy to fund the amount
payable on the related Distribution Date for items (i) thru (vi) of
Section 5.6 (b)
</TABLE>
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<PAGE>
<TABLE>
<S> <C>
11. TERMINATION OF TRUST
The amount to be distributed to the Certificateholders from the Collection
Account pursuant to the Termination of the Trust ( Section 307 ) 0.00
12. PRE-FUND ACCOUNT
(a) The Pre-Fund Account balance after giving effect to
distributions made on such Distribution Date 0.00
(b) The Pre-Fund Account Balance per $ 1,000 interest
Class A-1 Notes 0.0000000
Class A-2 Notes 0.0000000
Class A-3 Notes 0.0000000
(c) The Amount withdrawn from the Pre-Fund Account and transferred
to the Collection Account (payable to the Noteholders) 0.00
(d) The amount of Pre-Fund Account distribution per $ 1,000 inter 0.0000000
(e) The interest earnings on funds in the Pre-Fund Account
(transferred from the Pre-Fund to the Collection Account) and
remitted to the Seller as Supplemental Servicing Fee 0.00
13. CAPITALIZED INTEREST ACCOUNT
(a) The Capitalized Interest Account balance after giving effect to
distributions made on such Distribution Date 0.00
(b) The Amount withdrawn from the Capitalized Interest Account
and transferred to the Collection Account (payable to the
Certificateholders and Noteholders) 0.00
(c) The Amount withdrawn from the Capitalized Interest Account
and transferred to the Collection Account (payable to the
Sellers) 0.00
(d) The interest earnings on funds in the Capitalized Interest Account
(transferred from the Capitalized Interest to the Collection Account)
and remitted to the Seller as Supplemental Servicing Fee 0.00
14. OTHER INFORMATION
Pursuant to Section 4.9 (b) (i)
(a) Delinquency Ratio 4.0811%
(b) Average Delinquency Ratio 4.1799%
(c) Default Rate 11.4797%
(d) Average Default Rate 11.7410%
(e) Net Loss Rate 6.0663%
(f) Average Net Loss Rate 5.6909%
Pursuant to Section 4.9 (b) (ii)
Trigger Event occurred as of NO
Pursuant to Section 4.9 (b) (iii)
Prior Trigger Event Deemed Cured as of NO
Pursuant to Section 4.9 (b) (iv)
Insurance Agreement Event of Default NO
Weighted Average Coupon Rate 19.460%
Weighted Average Remaining Terms 44.700
**NOTE** Pursuant to Section 5.2 (b)
Amount deposited into the Collection Account due to
mistaken deposits, postings or checks returned for
insufficient funds to be reimbursed to the Servicer 0.00
</TABLE>
(4)
<PAGE>
I, Harry Puglisi, Treasurer, represent that The Money Store Auto Finance Inc.
complied with section 4.9 of the Pooling and Servicing Agreement dated
May 31, 1996 pertaining to Series 1996 - 1 in preparing the accompanying
Servicer's Noteholders' Statement.
THE MONEY STORE AUTO FINANCE INC.
BY: /s/ Harry Puglisi
-----------------
HARRY PUGLISI
TREASURER
(5)
