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Previous: ANTIGUA FUNDING CORP, S-3/A, 1997-10-02 |
Next: ADVANTUS VENTURE FUND INC, N-30D, 1997-10-02 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------
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 reported)
August 31, 1997
MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST
(Exact name of registrant as specified in charter)
NEW YORK 333-11961 25-0659306
(State or other (Commission File (IRS Employer Identification
jurisdiction of Number) Number)
incorporation)
ONE MELLON BANK CENTER, PITTSBURGH, PENNSYLVANIA 15258-0001
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (412) 234-5000
NOT APPLICABLE
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events
The tables attached hereto as Exhibit 19.1 (the "Updated Tables")
update the tables contained on pages 37 through 41 (the "Original Tables") of
the Mellon Bank Premium Finance Loan Master Trust Prospectus, dated December 12,
1996 (the "Prospectus"), which forms a part of the Registration Statement on
Form S-3, No. 333-11961. Other than revised dollar amounts, percentages and
dates, the Updated Tables are identical to the Original Tables, except that: (i)
the "Geographic Concentration" table appearing on page 38 and 39 of the
Prospectus has been updated to include the states to reflect the fact that
additional states became Permitted States and that address changes for insureds
have occurred, (ii) the table under the caption "Loan Loss Experience" has been
updated to set forth loss experience for the Entire Portfolio for the years
ended December 31, 1994, 1995 and 1996 and for the eight month period ending
August 31, 1997, and to set forth loss experience for the Identified Portfolio
for the eight month period ending August 31, 1997, (iii) the table under the
caption "Loan Delinquency Experience Following Cancellation" has been updated to
provide for delinquency experience for the years ended December 31, 1994, 1995
and 1996 and a new table has been added to show delinquency experience for the
Identified Portfolio for the eight month period ended August 31, 1997 and (iv)
the table under the caption "Originators' Portfolio Yield" has been updated to
provide portfolio yield information for the years ended December 31, 1994, 1995
and 1996 and a new table has been added to show portfolio yield information for
the Identified Portfolio for the eight month period ending August 31, 1997.
Capitalized but undefined terms used herein have the meanings set forth in the
Prospectus.
MANAGEMENT'S DISCUSSION AND ANALYSIS
The loan loss experience for the Identified Portfolio for the eight
months ended August 31, 1997 is not directly comparable to the loan loss
experience for the Entire Portfolio for the eight months ended August 31, 1997
or prior periods presented. Loans are generally charged off by the Servicer if
uncollected 270 days after cancellation of the related insurance policy. At the
beginning of each period presented, the Entire Portfolio included loans which at
such date were uncollected for a variety of lengths of time after cancellation
of the related insurance policy. Charge-offs generally occurred during each
period as time elapsed and loans remained uncollected for 270 days after policy
cancellation. One of the requirements for loans transferred to the Trust as part
of the Identified Portfolio is that such loans may not be delinquent more than
thirty days. Consequently, the Identified Portfolio, at the beginning of the
period presented (January 1, 1997, approximately two weeks after the initial
transfer of loans to the Trust), contained a substantially smaller proportion of
loans delinquent for more than thirty days than the Entire Portfolio as of the
beginning of any of the periods presented. As a result, charge-offs for the
Identified Portfolio for the period presented were substantially lower, both in
absolute terms and as a percentage of outstanding loans, than charge-offs for
the Entire Portfolio for any of the periods presented.
For the Entire Portfolio, net charge-offs as a percentage of the
average outstanding principal balance increased for the eight months ended
August 31, 1997 as compared to prior periods due to a number of factors. These
factors include lower originations of new loans, when compared to charge-offs
resulting in part from higher originations in prior periods, which have resulted
in a higher percentage of charge-offs; economic pressures affecting the
insurance industry, which have resulted in insurance companies being more
assertive in resisting making unearned premium refunds; the utilization of new
insurance agents and extended payment terms, which have resulted in increased
risk of nonpayment; and higher levels of borrower bankruptcies, which have
contributed to increased charge-offs.
<PAGE>
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
EXHIBIT NO.
19.1 Updated Tables
<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.
MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST
(Registrant)
By: AFCO Credit Corporation, on behalf
of Mellon Bank Premium Finance
Loan Master Trust
Date: October 1, 1997 By:/s/ Frederick B. Ollett, III
-----------------------------
Name: Frederick B. Ollett, III
Title: Vice President and Chief
Financial Officer
<PAGE>
EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
19.1 Updated Tables
<TABLE>
<CAPTION>
Exhibit 19.1
AFCO AGGREGATE RECEIVABLES BALANCE BY AMOUNT - IDENTIFIED PORTFOLIO
AS OF 8/31/97
PERCENT OF
PERCENT OF AGGREGATE AGGREGATE
NUMBER OF RECEIVABLE RECEIVABLE
AGGREGATE RECEIVABLES BALANCE NUMBER OF ACCTS ACCTS BALANCE BALANCE
<S> <C> <C> <C> <C> <C>
1. 5,000 or less 40,778 70.28% $67,385,695.85 11.61%
2. 5,000 - 10,000 7,297 12.58% 51,509,647.32 8.88%
3. 10,000 - 25,000 5,962 10.28% 92,742,079.62 15.98%
4. 25,000 - 50,000 2,184 3.76% 75,660,985.08 13.04%
5. 50,000 - 75,000 655 1.13% 39,785,315.30 6.86%
6. 75,000 - 100,000 363 0.63% 31,515,563.10 5.43%
7. 100,000 - 250,000 532 0.92% 77,786,045.49 13.40%
8. 250,000 - 500,000 160 0.28% 56,005,643.69 9.65%
9. 500,000 - 1,000,000 67 0.12% 45,247,981.90 7.80%
10. 1,000,000 - 5,000,000 23 0.04% 42,682,901.10 7.36%
11. Over 5,000,000 0.00 0.00%
Total: 58,021 $580,321,858.45
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
AFCO COMPOSITION OF RECEIVABLES BY REMAINING INSTALLMENT TERM - IDENTIFIED PORTFOLIO
AS OF 8/31/97
PERCENT OF
PERCENT AGGREGATE AGGREGATE
OF NUMBER OF RECEIVABLES RECEIVABLES
REMAINING INSTALLMENT TERM NUMBER OF ACCTS ACCTS BALANCE BALANCE
<S> <C> <C> <C> <C>
03 Months or Less 22,345 38.51% $86,749,625.20 14.95%
04 to 06 Months 20,327 35.03% 192,734,558.24 33.21%
07 to 09 Months 14,839 25.58% 243,144,611.52 41.90%
10 to 12 Months 366 0.63% 32,892,369.48 5.67%
13 to 18 Months 64 0.11% 12,146,155.73 2.09%
More than 18 Months 80 0.14% 12,654,538.28 2.18%
Total: 58,021 $580,321,858.45
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
AFCO GEOGRAPHIC CONCENTRATION - IDENTIFIED PORTFOLIO
AS OF 8/31/97
PERCENTAGE AGGREGATE
STATES AGGREGATE RECEIVABLES BALANCE RECEIVABLES BALANCE
<S> <C> <C>
CALIFORNIA $131,056,316.31 22.58%
NEW YORK 72,572,886.54 12.51%
TEXAS 70,932,761.00 12.22%
FLORIDA 42,709,511.12 7.36%
NEW JERSEY 34,070,539.22 5.87%
PENNSYLVANIA 27,858,707.85 4.80%
MASSACHUSETTS 20,991,406.22 3.62%
GEORGIA 17,164,432.16 2.96%
WASHINGTON 17,019,270.72 2.93%
ILLINOIS 16,729,753.20 2.88%
OHIO 14,554,334.15 2.51%
LOUISIANA 10,816,753.32 1.86%
MICHIGAN 7,794,474.10 1.34%
SOUTH CAROLINA 7,791,396.24 1.34%
COLORADO 7,624,283.20 1.31%
NORTH CAROLINA 7,222,064.77 1.24%
CONNECTICUT 7,184,104.38 1.24%
INDIANA 6,832,239.37 1.18%
MARYLAND 6,147,402.14 1.06%
ALABAMA 5,595,942.28 0.96%
OKLAHOMA 5,482,561.90 0.94%
HAWAII 4,682,039.75 0.81%
ARKANSAS 3,995,385.68 0.69%
KENTUCKY 3,816,865.15 0.66%
NEVADA 3,535,199.69 0.61%
WEST VIRGINIA 3,527,841.82 0.61%
ARIZONA 3,352,690.73 0.58%
MINNESOTA 3,302,903.10 0.57%
WISCONSIN 3,014,096.96 0.52%
UTAH 2,441,580.66 0.42%
IDAHO 1,974,168.78 0.34%
NEW HAMPSHIRE 1,684,221.05 0.29%
MAINE 1,400,975.89 0.24%
NEBRASKA 1,217,655.85 0.21%
IOWA 1,159,416.44 0.20%
RHODE ISLAND 1,158,564.61 0.20%
MONTANA 1,017,801.96 0.18%
WYOMING 305,467.54 0.05%
ONTARIO 304,264.00 0.05%
SOUTH DAKOTA 150,043.32 0.03%
DELAWARE 74,962.04 0.01%
VIRGINIA 18,452.65 0.00%
DISTRICT OF COLUMBIA 12,307.62 0.00%
VERMONT 9,794.00 0.00%
MISSOURI 5,390.81 0.00%
MISSISSIPPI 4,611.09 0.00%
ALASKA 1,371.39 0.00%
NORTH DAKOTA 1,210.04 0.00%
NEW MEXICO 1,009.01 0.00%
KANSAS 368.08 0.00%
TENNESSEE 233.08 0.00%
OREGON (174.53) -0.00%
Total: $580,321,858.45
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Loan Loss Experience
(Dollars In Thousands)
IDENTIFIED PORTFOLIO ENTIRE PORTFOLIO
----------------------------------------------------------------------------------
EIGHT MONTHS EIGHT MONTHS
ENDED AUGUST 31, ENDED AUGUST 31, FOR THE YEAR ENDED DECEMBER 31,
--------------------------------------------
1997 1997 1996 1995 1994
---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C>
Average Outstanding Principal Balance $567,154 $922,065 $1,010,105 $1,036,464 $ 1,105,789
Gross Charge-Offs 66 3,049 4,115 3,230 2,836
Recoveries 0 1,116 2,136 1,153 966
Net Charge-Offs 66 1,933 1,979 2,077 1,870
Net Charge Offs as a Percentage of Average
Aggregate Outstanding Principal Balance 0.02%(1) 0.31% 0.20% 0.20% 0.17%
(1) Calculated on an annualized basis. It is expected that as the
Identified Portfolio matures, its loan loss experience will more
closely reflect that of the entire portfolio.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LOAN DELINQUENCY EXPERIENCE FOLLOWING CANCELLATIONS
ENTIRE PORTFOLIO
AT DECEMBER 31,
-----------------------------------------------------------
1996 1995 1994
---- ---- ----
Number of days a loan remains overdue after cancellation of
the related insurance policy
<S> <C> <C> <C>
31-89 days 1.00% 0.80% 1.07%
90-270 days 0.84% 0.69% 0.63%
Over 270 days (1) 0.01% 0.00% 0.01%
----- ----- -----
Total 1.85% 1.49% 1.71%
===== ===== =====
(1) A loan is generally written off to the extent it is uncollected 270 days
after the effective date of cancellation of the related insurance policy.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LOAN DELINQUENCY EXPERIENCE FOLLOWING CANCELLATION
IDENTIFIED PORTFOLIO
AT AUGUST 31,
1997
----
Number of days a loan remains overdue after cancellation of
the related insurance policy
<S> <C>
31-89 days 1.04%
90-270 days 0.79%
Over 270 days (1) 0.00%
-----
Total 1.83%
(1) A loan is generally written off to the extent it is
uncollected 270 days after the effective date of
cancellation of the related insurance policy.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ORIGINATORS' PORTFOLIO YIELD
ENTIRE PORTFOLIO
(DOLLARS IN THOUSANDS)
FOR THE YEAR ENDED DECEMBER 31,
---------------------------------------------------------------
1996 1995 1994
---- ---- ----
<S> <C> <C> <C>
Average Outstanding Principal Balance Receivable $1,010,105 $1,036,464 $1,105,789
Interest & Fee Income 101,753 108,551 100,010
Average Revenue Yield 10.07% 10.47% 9.04%
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
ORIGINATORS' PORTFOLIO YIELD
IDENTIFIED PORTFOLIO
(DOLLARS IN THOUSANDS)
EIGHT MONTHS ENDED
AUGUST 31, 1997
-------------------------
<S> <C>
Average Outstanding Principal Balance Receivable $567,154
Interest & Fee Income 42,837
Average Revenue Yield 11.33% (1)
(1) Calculated on an annualized basis.
</TABLE>
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