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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): April 1, 1998
KEY CONSUMER ACCEPTANCE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State of Incorporation)
33-12431 52-1995940
(Commission File Number) (IRS Employer Identification No.)
c/o Key Bank USA, National Association
Servicer/Administrator
4910 Tiedeman Road
Brooklyn, Ohio 44144
(Address of Principal Executive Officer) (Zip Code)
(216) 689-3335
(Registrant's telephone number, including Area Code)
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ITEM -5:
Key Auto Finance Trust 1997-1
The Registrant, as Seller, entered into a certain Sale and Servicing
Agreement dated as of February 21, 1997 with Key Auto Finance Trust 1997-1, as
Issuer, Key Bank USA, National Association ("Key Bank USA"), as Servicer, and
Bankers Trust Company, as Indenture Trustee. Pursuant to said Agreement, Key
Bank USA was appointed Servicer of the loans underlying a new series of Notes
and Certificates representing interests in the Key Auto Finance Trust 1997-1.
Pursuant to rights granted it in said Agreement, Servicer entered into a
subservicing agreement with its affiliate, AutoFinance Group, Inc. ("AFG"),
whereby AFG would act as a subservicer of a portion of said loans. Reference is
made to the Registration Statement, as amended, of Registrant on Form S-3,
Registration No. 33-12431 (amended by File No. 333-38211), under the Securities
Act of 1933, as amended (the "Securities Act") and to the Prospectus Supplement
thereto dated February 18, 1997, filed in connection therewith pursuant to Rule
424(b) with the Securities and Exchange Commission under the Securities Act,
which describes further said Notes and the offering thereof.
AFG Receivables Trust 1997-A
The Registrant, as Seller, entered into a certain Sale and Servicing
Agreement dated as of June 13, 1997 with AFG Receivables Trust 1997-A, as
Issuer, Key Bank USA, as Servicer, and Bankers Trust Company, as Indenture
Trustee. Pursuant to said Agreement, Key Bank USA was appointed Servicer of the
loans underlying a new series of Notes and Certificates representing interests
in the AFG Receivables Trust 1997-A. Pursuant to rights granted it in said
Agreement, Servicer entered into a subservicing agreement with AFG, whereby AFG
would act as a subservicer of said loans. Reference is made to the Registration
Statement, as amended, of Registrant on Form S-3, Registration No. 33-12431
(amended by File No. 333-38211), under the Securities Act and to the Prospectus
Supplement thereto dated June 13, 1997, filed in connection therewith pursuant
to Rule 424(b) with the Securities and Exchange Commission under the Securities
Act, which describes further said Notes and the offering thereof.
AFG Receivables Trust 1997-B
The Registrant, as Seller, entered into a certain Sale and Servicing
Agreement dated as of September 15, 1997 with AFG Receivables Trust 1997-B, as
Issuer, Key Bank USA, as Servicer, and Bankers Trust Company, as Indenture
Trustee. Pursuant to said Agreement, Key Bank USA was appointed Servicer of the
loans underlying a new series of Notes and Certificates
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representing interests in the AFG Receivables Trust 1997-8. Pursuant to rights
granted it in said Agreement, Servicer entered into a subservicing agreement
with AFG, whereby AFG would act as a subservicer of said loans. Reference is
made to the Registration Statement, as amended, of Registrant on Form S-3,
Registration No. 33-12431 (amended by File No. 333-38211), under the Securities
Act and to the Prospectus Supplement thereto dated September 10, 1997, filed in
connection therewith pursuant to Rule 424(b) with the Securities and Exchange
Commission under the Securities Act, which describes further said Notes and the
offering thereof.
Key Auto Finance Trust 1997-2
The Registrant, as Seller, entered into a certain Sale and Servicing
Agreement dated as of December 16, 1997 with Key Auto Finance Trust 1997-2, as
Issuer, Key Bank USA, as Servicer, and Bankers Trust Company, as Indenture
Trustee. Pursuant to said Agreement, Key Bank USA was appointed Servicer of the
loans underlying a new series of Notes and Certificates representing interests
in the Key Auto Finance Trust 1997-2. Pursuant to rights granted it in said
Agreement, Servicer entered into a subservicing agreement with AFG, whereby AFG
would act as a subservicer of a portion of said loans. Reference is made to the
Registration Statement, as amended, of Registrant on Form S-3, Registration No.
33-12431 (amended by File No. 333-38211), under the Securities Act and to the
Prospectus Supplement thereto dated December 8, 1997, filed in connection
therewith pursuant to Rule 424(b) with the Securities and Exchange Commission
under the Securities Act, which describes further said Notes and the offering
thereof.
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Effective April 1, 1998, Key Bank USA succeeded to all assets and
liabilities of its affiliate AFG. Such succession was effected as follows: (i)
100% of the capital stock of AFG was transferred by its parent, KeyCorp, to Key
Bank USA, a wholly-owned subsidiary of KeyCorp and (ii) AFG liquidated and Key
Bank USA, by operation of law, succeeded to all assets and liabilities of AFG.
Accordingly, effective April 1, 1998, AFG will no longer be deemed subservicer
of any of the loans underlying the Notes and Certificates of the Trusts
referenced above.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Dated: April 3, 1998 KEY CONSUMER ACCEPTANCE CORPORATION
By /S/ Craig T. Platt
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Craig T. Platt
President and
Chief Executive Officer
