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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
Commission file number 333-03557-01
NationsBank Auto Owner Trust 1996-A
(Exact name of registrant as specified in its charter)
United States of America 56-6486468
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
Transamerica Square, 401 N. Tryon Street, Charlotte, North Carolina 28255
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (704) 386-5000
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), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
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 shares outstanding of the registrant's classes of common
stock, as of the latest practicable date. None.
Documents Incorporated by Reference. None.
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PART I
Item 1. Business
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Not applicable.
Item 2. Properties
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Not applicable.
Item 3. Legal Proceedings
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There are no material pending legal proceedings with respect to NationsBank
Auto Owner Trust 1996-A (the "Trust") involving the Trust, The Chase
Manhattan Bank, as Indenture Trustee, and Bankers Trust (Delaware), as
Owner Trustee (collectively, the "Trustees"), or NationsBank, N.A., as
Servicer, other than ordinary or routine litigation incidental to the Trust
assets or the Trustees' or the Servicer's duties under the applicable Sales
and Servicing Agreement.
Item 4. Submission of Matters to a Vote of Security Holders
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None.
PART II
Item 5. Market for the Registrant's Common Equity and Related Stockholder
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Matters
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(a) Market Information. There is no established public trading market for
the Notes or the Certificates.
(b) Holders. Since each of the Notes and Certificates was issued in book
entry form only, there is only one holder of record of each Series of
Notes and Certificates. See Item 12 below.
(c) Dividends. Not applicable.
Item 6. Selected Financial Data
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Not applicable.
Item 7. Management's Discussion and Analysis of Financial Condition and
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Results of Operations
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Not applicable.
Item 8. Financial Statements and Supplementary Data
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Not applicable.
Item 9. Changes in and Disagreements with Accountants on Accounting and
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Financial Disclosure
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None.
PART III
Item 10. Directors and Executive Officers of the Registrant
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Not applicable.
Item 11. Executive Compensation
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Not applicable.
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Item 12. Security Ownership of Certain Beneficial Owners and Management
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The Notes are represented by one or more notes registered in the name of
Cede & Co., the nominee of The Depository Trust Company ("DTC"). An
investor holding an interest in the Trust is not entitled to receive a note
representing such interest 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
Attention: Proxy Department
Seven Hanover Square
New York, New York 10004
The Certificates are represented by Bankers Trust, who is the sole holder
of record of the Certificates, which it holds on behalf of brokers,
dealers, banks and other participants. Such participants may hold
Certificates for their own accounts or for the accounts of their customers.
The address of Bankers Trust is:
Bankers Trust
Four Albany Street
9th Floor
New York, New York 10006
Attention: Corporate Trust and Agency Group
Item 13. Certain Relationships and Related Transactions
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There has not been, and there is not currently proposed, any transaction or
series of transactions, to which either the Trust or NationsBank, N.A., as
Servicer, is a party with any Noteholder or Certificateholder or any member
of the immediate family of any such Noteholder or Certificateholder who, to
the knowledge of the Servicer, owns of record or beneficially more than
five percent of the Notes or Certificates
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
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(a) 1. Not applicable.
2. Not applicable.
3. Exhibits:
99 Annual Statement as to Compliance.
(b) Reports on Form 8-K.
NationsBank Auto Owner Trust 1996-A filed a Current Report on Form 8-K
pursuant to Items 5 and 7 for the following monthly distribution dates
during 1996, including the Servicer's Certificate for each due period
provided to The Chase Manhattan Bank, as Indenture Trustee, and
Bankers Trust (Delaware), as Owner Trustee.
Date of Reports on Form 8-K
August 15, 1996
September 16, 1996
October 15, 1996
November 15, 1996
December 16, 1996
(c) The exhibits filed as part of this report are listed in the Index to
Exhibits on page 5.
(d) Not applicable.
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SIGNATURE
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.
NationsBank Auto Owner Trust 1996-A
By: /s/ Leslie J. Fitzpatrick
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Leslie J. Fitzpatrick
Senior Vice President
NationsBank, N.A.
(Duly Authorized Officer)
Date: March 25, 1997
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Exhibit 99
Annual Statement as to Compliance
NationsBank, N.A.
NationsBank Auto Owner Trust 1996-A
The undersigned, a duly authorized representative of NationsBank, N.A. , as
Servicer pursuant to the Sale and Servicing Agreement dated as of July 1,1996
(the "Agreement"), between NationsBank Auto Owner Trust 1996-A, as Issuer,
NationsBank N.A., as Servicer, and NationsBank, N.A., NationsBank, N.A. (South)
and NationsBank of Texas, N.A., as sellers, does hereby certify that:
1. Capitalized terms used in this Officer's Certificate have their respective
meanings set forth in the Agreement.
2. NationsBank, N.A. is as of the date hereof the Servicer under the
Agreement.
3. The undersigned is duly authorized pursuant to the Agreement to execute and
deliver this Officer's Certificate to the Trustee.
4. The certificate is delivered pursuant to Section 3.10 of the Agreement.
5. A review of the activities of the Servicer during the period from July 1,
1996 through December 31, 1996, and of its performance under the Agreement
was made under my supervision.
6. Based on such review, to the best of my knowledge, the Servicer has fully
performed all its obligations under the Agreement throughout such period,
and no event which, with the giving of notice or passage of time or both,
would constitute an Event of Default has occurred or is continuing.
IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the Servicer,
has duly executed this Officer's Certificate this 29th day of January, 1997.
By: /s/ Leslie J. Fitzpatrick
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Leslie J. Fitzpatrick
Senior Vice President
