<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(Mark One)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO .
-------- ---------
KEY CONSUMER ACCEPTANCE CORPORATION 333-64337
----------------------------------- ---------
Exact name of registrant as specified Commission
in its charter file number
Delaware 52-1995940
--------------------------- -----------
State or other jurisdiction of IRS Employer
incorporation or organization Identification Number
c/o KeyBank USA, Servicer/Administrator
4910 Tiedeman Road,
Brooklyn, Ohio 44144
--------------------
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (216) 689-3335
---------------
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 last 90 days. X Yes 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 herein, to
the best of the 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}
Page 1
<PAGE> 2
PART I.
ITEM 1. BUSINESS
The Registrant, Key Consumer Acceptance Corporation, is the originator of Key
Auto Finance Trust 1997-1, AFG Receivables Trust 1997-A, AFG Receivables Trust
1997-B, Key Auto Finance Trust 1997-2 and the Key Auto Finance Trust 1999-1.
Each Trust was formed pursuant to a Trust Agreement between Registrant, as
Depositor, and Chase Manhattan Bank, Delaware, as Owner Trustee, and dated as of
February 21, 1997 as to Trust 1997-1, June 20, 1997 as to Trust 1997-A,
September 23, 1997 as to Trust 1997-B, December 16, 1997 as to Trust 1997-2, and
March 24, 1999 as to Trust 1999-1. In reliance on Registrant's Form S-3
Registration Statement (File Number 333-64337, amending File Number 333-38211,
which amended File Number 333-12431), each Trust has issued asset-backed notes
and certificates.
ITEM 2. PROPERTIES
The assets of each Trust include a pool of motor vehicle promissory notes,
security agreements and retail installment sale contracts secured by new or used
automobiles and light duty trucks. Filed herewith are summaries of the Monthly
Reports for each Trust which sets forth the aggregate information for the
respective Trusts for 1999.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
PART II.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
As of December 31, 1999, there were no holders of record for the Class A-1 Notes
(the final payment on these notes was made February 16, 1999), no holders
of record for the Class A-2 Notes (the final payment on these notes was
made November 15, 1999), 6 holders of record for the Class A-3 Notes, 14 holders
of record for the Class B Notes and 2 holders of record for the Certificates of
the Key Auto Finance Trust 1997-1.
As of December 31, 1999, there were 14 holders of record for the Class A Notes,
8 holders of record for the Class B Notes, 2 holders of record for the Class C
Notes, and 1 holder of record for the Certificate of the AFG Receivables Trust
1997-A.
As of December 31, 1999, there were 16 holders of record for the Class A Notes,
9 holders of record for the Class B Notes, 1 holder of record for the Class C
Notes and 1 holder of record for the Certificate of the AFG Receivables Trust
1997-B.
Page 2
<PAGE> 3
ITEM 5. (Continued)
As of December 31, 1999, there were no holders of record for the Class A-1 Notes
(the final payment on these notes was made July 15, 1998), no holders of record
for the Class A-2 Notes (the final payment on these notes was made on December
15, 1998), no holders of record for the Class A-3 Notes (the final payment on
these notes was made on December 15, 1999), 9 holders of record for the Class
A-4 Notes, 22 holders of record for the Class A-5 Notes, 9 holders of record for
the Class A-P Notes, 4 holders of record for the Class B Notes, 4 holders of
record for the Class C Notes, and 2 holders of record for the Certificates of
the Key Auto Finance Trust 1997-2.
As of December 31, 1999, there were no holders of record for the Class A-1 Notes
(the final payment on these notes was made October 15, 1999), there were 7
holders of record for the Class A-2 Notes, 16 holders of record for the Class
A-3 Notes, 12 holders of record for the Class A-4 Notes, 4 holders of record for
the Class B Notes, 6 holders of record for the Class C Notes, and 3 holders of
record for the Certificates of the Key Auto Finance Trust 1999-1.
There is no established public market in which any of the Notes or Certificates
described above are traded.
ITEM 6. SELECTED FINANCIAL DATA.
Omitted.
ITEM 7. MANAGEMENT'S DICUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Omitted.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Omitted.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Omitted.
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.
Omitted.
ITEM 11. EXECUTIVE COMPENSATION.
Omitted.
Page 3
<PAGE> 4
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
As of December 31, 1999, all of the Notes for each of the Trusts were registered
in the name of Cede & Co., as nominee of The Depository Trust Company. The books
and records of The Depository Trust Company indicate that each of the
participant institutions identified below is the record owner of in excess of
five percent (5%) of the respective classes of Notes issued by the Trusts. Only
such participant institutions, however , know the identity of the ultimate
beneficial owners of interests in such Notes. The books and records of the
Trustee indicate that the persons identified below are the record owners of in
excess of five percent (5%) of the Certificates issued by the Trusts. Notes and
Certificates registered in the name of the Registrant and its affiliates are set
forth below, regardless of the amount held.
KEY AUTO FINANCE TRUST 1997-1
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-1 Bank of New York $19,641 42.6%
6.15% Asset Backed 925 Patterson Plank Rd.
Notes, Class A-3 Secaucus, NJ 07094
Boston Safe Deposit and $10,000 21.6%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
State Street Bank and Trust Company $11,825 25.6%
1776 Heritage Dr.
Global Corporate Action Unit JAB 5NW
Quincy, MA 02171
WACHOVIA Bank, N.A. $ 4,000 8.6%
100 N. Main Street, NC 37121
Winston-Salem, NC 27150
Trust 1997-1 Brown Brothers Harriman & Co. $ 3,962 14.00%
6.40% Asset Backed 63 Wall Street, 8th Floor
Notes, Class B New York, NY 10005
Chase Manhattan Bank $12,724 48.4%
4 New York Plaza, 13th Floor
New York, NY 10004
State Street Bank and Trust Company $ 5,515 30.0%
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
Quincy, MA 02171
</TABLE>
Page 4
<PAGE> 5
ITEM 12. (continued)
- --------------------------------------------------------------------------------
AUTO FINANCE TRUST 1997-1
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-1 CEDE & CO $ 2,538 14.5%
7.70% Asset Backed c/o The Depository Trust Company
Certificates P.O. Box 20
Bowling Green Station
New York, NY 10004
Prudential Insurance Company $15,000 85.5%
America - Structured Finance
One Gateway Center, 11th Floor
Newark, NJ 07102-5311
</TABLE>
AFG RECEIVABLES TRUST 1997-A
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-A Bank of New York $18,000 24.4%
6.35% Asset Backed 925 Patterson Plank Road
Notes, Class A Secaucus, NJ 07094
Bankers Trust Company $12,850 17.4%
648 Grassmere Park Drive
Nashville, TN 37211
Bank One Trust Company $ 6,000 8.1%
30 West Spring Street
Columbus, OH 43266-0581
Boston Safe Deposit and $18,453 25.0%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Investors Bank & Trust/M.F. Custody $ 3,750 5.1%
200 Claredon Street
15th Floor Hancock Tower
Boston, MA 02116
State Street Bank and Trust Company $ 6,725 9.1%
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
Quincy, MA 02171
</TABLE>
Page 5
<PAGE> 6
ITEM 12. (continued)
- --------------------------------------------------------------------------------
AFG RECEIVABLES TRUST 1997-A (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-A Bank of New York $ 8,000 42.8%
6.65% Asset Backed 925 Patterson Plank Road
Notes, Class B Secaucus, NJ 07094
Bank One Trust Company $ 6,701 35.8%
30 West Spring Street
Columbus, OH 43266-0581
Trust 1997-A Boston Safe Deposit and $ 1,020 5.5%
6.65% Asset Backed Trust Company
Notes, Class B c/o Mellon Bank N.A.
(continued) Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
First Union National Bank $ 1,175 6.3%
201 S. College Street
Charlotte, NC 28288
Huntington National Bank $ 1,000 5.3%
Attn: Proxy Dept HC1040
41 South High Street
Columbus, OH 43287
Trust 1997-A First Union National Bank $ 9,000 81.8%
7.20% Asset Backed 201 S. College Street
Notes, Class C Charlotte, NC 28288
State Street Bank and Trust Company $ 2,000 18.2%
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
Qunicy, MA 02171
Trust 1997-A Key Consumer Acceptance Corp. $ 6,601 100%
Certificate Key Bank USA
127 Public Square
Cleveland, OH 44114-1306
- -------------------------------------------------------------------------------------------------------------------
AFG RECEIVABLES TRUST 1997-B
Trust 1997-B Bank of New York $13,400 18.2%
6.20% Asset Backed 925 Patterson Plank Road
Notes, Class A Secaucus, NJ 07094
</TABLE>
Page 6
<PAGE> 7
ITEM 12. (continued)
- --------------------------------------------------------------------------------
AFG RECEIVABLES TRUST 1997-B (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-B Bankers Trust Company $23,353 31.7%
6.20% Asset Backed c/o BT Services Tennessee Inc.
Notes, Class A 648 Grassmere Park Drive
(continued) Nashville, TN 37211
Bank One Trust Company, N.A. $ 4,134 5.6%
235 W. Schrock Road
Brooksedge Village
Westerville, OH 43081
Chase Manhattan Bank $ 5,098 6.9%
4 New York Plaza, 13th Floor
New York, NY 10004
CITIBANK, N.A. $ 8,863 12%
P.O. Box 30576
Tampa, FL 33630-3576
Investors Bank & Trust/M.F. Custody $ 4.010 5.4%
200 Clarendon Street
15th Floor Hancock Tower
Boston, MA 02116
Suntrust Bank $ 8,095 11.0%
Safekeeping Custodian for STES
23rd floor
303 Peachtree Street
Atlanta, GA 30302
Trust 1997-B Bank of New York $ 5,000 26.7%
6.40% Asset Backed 925 Patterson Plank Road
Notes, Class B Secaucus, NJ 0709
Citibank, N.A. $ 4,850 25.9%
P.O.Box 30576
Tampa, FL 33630-3576
Firstar Bank, N.A. $ 2,600 13.9%
777 E.Wisconsin Avenue
Milwaukee, WI 53202
State Street Bank and Trust Company $ 4,500 24.1%
Global Corp Action Unit JAB 5NW
1776 Heritage Dr.
Quincy, MA 02171
</TABLE>
Page 7
<PAGE> 8
ITEM 12. (continued)
- --------------------------------------------------------------------------------
AFG RECEIVABLES TRUST 1997-B (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-B State Street Bank and Trust Company $11,000 100%
7.00% Asset Backed Global Corp Action Dept JAB5W
Notes, Class C 1776 Heritage Dr.
Quincy, MA 02171
Trust 1997-B Key Consumer Acceptance Corp. $ 6,601 100%
Certificate Key Bank USA
127 Public Square
Cleveland, OH 44114-1306
</TABLE>
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1997-2
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-2 Bankers Trust Company $10,000 6.7%
Notes, Class A-4 c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
Boston Safe Deposit and $43,200 29.2%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $69,500 47%
4 New York Plaza, 13th Floor
New York, NY 10004
State Street Bank and Trust Company $16,500 11.0%
1776 Heritage Dr.
Global Corp Action Unit JAB5NW
Quincy, MA 02171
Trust 1997-2 Bankers Trust Company $33,270 21.9%
6.25% Asset Backed c/o BT Services Tennessee Inc.
Notes, Class A-5 648 Grassmere Park Drive
Nashville, TN 37211
</TABLE>
Page 8
<PAGE> 9
ITEM 12. (continued)
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1997-2 (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-2 Boston Safe Deposit and $50,595 33.3%
6.25% Asset Backed Trust Company
Notes, Class A-5 c/o Mellon Bank N.A.
(continued) Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Brown Brothers Harriman & Co. $10.605 7.0%
63 Wall Street, 8th Floor
New York, NY 10005
Chase Manhattan Bank $12,500 8.2%
4 New York Plaza, 13th Floor
New York, NY 10004
M&I Marshall & Ilsley Bank $ 9,285 6.1%
1000 North Water Street
P.O. Box 2977
Milwakee, WI 53202
Less than
Keybank National Association $ 950 1%
4900 Tiedeman Road
Brooklyn, OH 44144
Trust 1997-2 The Bank of New York $30,400 24.3%
6.15% Asset Backed 925 Patterson Plank Road
Notes, Class A-P Secaucus, NJ 07094
Boston Safe Deposit and . $ 7,000 5.6%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank N.A.
Pittsburgh, PA 15259
Chase Manhattan Bank $26,500 21.2%
4 New York Plaza, 13th Floor
New York, NY 10004
Fifth Third Bank/ $31,000 24.8%
275 East Broad Street
Columbus, OH 43215
State Street Bank and Trust Company $25,000 20.0%
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
Quincy, MA 02171
</TABLE>
Page 9
<PAGE> 10
ITEM 12. (continued)
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1997-2 (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1997-2 Bank of New York $11,050 17.4%
6.30% Asset Backed 925 Patterson Plank Road
Notes, Class B Secaucus, NJ 07094
Brown Brothers Harriman & Co. $ 5,930 9.3%
63 Wall Street, 8th Floor
New York, NY 10005
Chase Manhattan Bank $43,680 68.7%
4 New York Plaza, 13th Floor
New York, NY 10004
Trust 1997-2 Bank of New York $ 8,520 35%
6.65% Asset Backed 925 Patterson Plank Road
Notes, Class C Secaucus, NJ 07094
Brown Brothers Harriman & Co. $ 1,740 7.2%
63 Wall Street, 8th Floor
New York, NY 10005
Chase Manhattan Bank $ 9,040 37.2%
4 New York Plaza, 13th Floor
New York, NY 10004
First Union National Bank $ 5,000 20.6%
201 S. College Street NC-1151
Charlotte, NC 28288
Trust 1997-2 Prudential Insurance Company $17,200 99.5%
8.05% Asset Backed America - Structured Finance
Certificates One Gateway Center, 11th Floor
Newark, NJ 07102-5311
Key Consumer Acceptance Corp. $ 80 <1%
Key Bank USA
127 Public Square
Cleveland, OH 44114-1306
</TABLE>
Page 10
<PAGE> 11
ITEM 12. (continued)
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1999-1
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1999-1 Bank of New York $55,800 37.2%
5.273% Asset Backed 925 Patterson Plank Road
Notes, Class A-2 Secaucus, NJ 07094
Chase Manhattan Bank $27,500 18.3%
4 New York Plaza
13th Floor
New York, NY 10004
State Street Bank and Trust Co. $60,500 40.4%
1776 Heritage Dr.
Global Corporate Action Unit JAB 5NW
Quincy, MA 02171
Trust 1991-1 AllFirst Bank $ 5,305 5.5%
5.63% Asset Backed 9th Floor - M/A 109-911
Notes, Class A-3 110 SO. Paca Street
Baltimore, MD 21201
Bank of New York $21,000 21.8%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Boston Safe Deposit and Trust Co. $37,500 38.9%
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburg, PA 15259
Chase Manhattan Bank $ 6,650 6.9%
4 New York Plaza
13th Floor
New York, NY 10004
State Street Bank and Trust Co. $ 6,625 6.9%
1776 Heritage Dr.
Global Corporate Action Unit JAB 5NW
Quincy, MA 02171
Trust 1991-1 Bank of New York $11,262 8.0%
5.83% Asset Backed 925 Patterson Plank Rd.
Notes, Class A-4 Secaucus, NJ 07094
Bankers Trust Company $82,247 58.4%
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
</TABLE>
Page 11
<PAGE> 12
ITEM 12. (continued)
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1999-1 (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1999-1 Boston Safe Deposit and Trust Co. $ 9,953 7.1%
5.83% Asset Backed c/o Mellon Bank N.A.
Notes, Class A-4 Three Mellon Bank Center
(continued) Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $21,210 15.1%
4 New York Plaza
13th Floor
New York, NY 10004
State Street Bank and Trust Co. $10,680 7.6%
1776 Heritage Dr.
Global Corporate Action Unit JAB 5NW
Quincy, MA 02171
Trust 1999-1 Bank of New York $13,676 35.3%
6.0% Asset Backed 925 Patterson Plank Road
Notes, Class B Secaucus, NJ 07094
Boston Safe Deposit and Trust Co. $10,000 25.8%
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $15,000 38.8%
4 New York Plaza
13th Floor
New York, NY 10004
Trust 1999-1 Comerica Bank $ 5,000 18.4%
7.08% Asset Backed CAP.CHG./Proxy 7CBB/MC 3530
Notes, Class C Detroit, MI 48275-3530
First Union National Bank $11,735 43.1%
201 S. College Street NC-1151
Charlotte, NC 28288
Norwest Bank Minnesta, $ 5,000 18.4%
National Association
733 Marquette Avenue
Minneapolis, MN 55479-0056
</TABLE>
Page 12
<PAGE> 13
ITEM 12. (continued)
- --------------------------------------------------------------------------------
KEY AUTO FINANCE TRUST 1999-1 (CONTINUED)
<TABLE>
<CAPTION>
Name and Amount and Nature
Title of Address of Beneficial of Beneficial Ownership Percent of
Class Owner (in thousands) Class
- ------------------- -------------------------- ------------------------ -------------
<S> <C> <C> <C>
Trust 1999-1 Prudential Securities Incorporated $2,000 7.3%
7.08% Asset Backed Issuer Services
Notes, Class C c/o ADP Proxy Services
(continued) 51 Mercedes Way
Edgewood, NY 11717
State Street Bank and Trust Co. $3,000 11.0%
1776 Heritage Dr.
Global Corporate Action Unit JAB 5NW
Quincy, MA 02171
Trust 1999-1 Prudential Insurance Company $6,321 50.0%
9.38% Asset Backed America-Structured Finance
Certificates One Gateway Center, 11th Floor
Newark, NJ 07102-5311
Principal Mutual Life Co. $6,250 49.5%
711 High Street
Des Moines, IA 50392-0800
Key Consumer Acceptance Corporation $ 63 <1%
Key Bank USA
127 Public Square
Cleveland, OH 44144-1306
</TABLE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
None.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM
8-K
(a) (1) FINANCIAL STATEMENTS
Not applicable.
(a) (2) FINANCIAL STATEMENT SCHEDULES
Not applicable.
Page 13
<PAGE> 14
ITEM 14. (continued)
(a) (3) EXHIBITS
<TABLE>
<CAPTION>
Designation Description Method of Filing
----------- ----------- ----------------
<S> <C> <C>
*Exhibit 99.1 Key Auto Finance Trust 1997-1. Filed with this report.
Officers Certificate dated as of
March 22, 2000, for the year ending
December 31, 1999.
*Exhibit 99.2 AFG Receivables Trust 1997-A. Filed with this report.
Officers Certificate dated as of
March 22, 2000, for the year ending
June 30, 1999.
*Exhibit 99.3 AFG Receivables Trust 1997-B. Filed with this report.
Officers Certificate dated as of
March 22, 2000, for the year ending
June 30, 1999.
*Exhibit 99.4 Key Auto Finance Trust 1997-2. Filed with this report.
Officers Certificate dated as of
March 22, 2000, for the year ending
December 31, 1999.
*Exhibit 99.5 Key Auto Finance Trust 1999-1. Filed with this report.
Officers Certificate dated as of
March 22, 2000, for the year ending
December 31, 1999.
*Exhibit 99.6 Report of Independent Accountants Filed with this report.
on Internal control over securitized
receivables.
*Exhibit 99.7 Management's Report on Internal Filed with this report.
Control over Securitized Receivables.
*Exhibit 99.8 Summary of Monthly Reports, Filed with this report.
Key Auto Finance Trust 1997-1
*Exhibit 99.9 Summary of Monthly Reports, Filed with this report.
AFG Receivables Trust 1997-A
*Exhibit 99.10 Summary of Monthly Reports, Filed with this report.
AFG Receivables Trust 1997-B
*Exhibit 99.11 Summary of Monthly Reports, Filed with this report.
Key Auto Finance Trust 1997-2
*Exhibit 99.12 Summary of Monthly Reports, Filed with this report.
Key Auto Finance Trust 1999-1
</TABLE>
Page 14
<PAGE> 15
ITEM 14. (continued)
*Note: Pursuant to the Sale and Servicing Agreement which each Trust entered
into with Registrant, as Seller, KeyBank USA, National Association, as Servicer,
and Bankers Trust Company, as Indenture Trustee, and dated as of February 21,
1997 as to Trust 1997-1, June 20, 1997 as to Trust 1997-A, September 23, 1997 as
to Trust 1997-B, December 16, 1997 as to Trust 1997-2, and March 24, 1999 as to
Trust 1999-1 (each a "Sale and Servicing Agreement"), Servicer is required to
provide annually, by specified dates, for specified periods, an Officer's
Certificate with respect to the performance of its obligations as Servicer under
the pertinent Sale and Servicing Agreement and a Report of Independent Certified
Public Accountants with respect to said performance. Such Certificates and
Reports are attached hereto as referenced above.
<TABLE>
<CAPTION>
Form 8-K's filed during last quarter of 1999:
---------------------------------------------
<S> <C>
KEY AUTO FINANCE TRUST 1997-1
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated October 22, 1999.
September 1 - 30, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated November 23, 1999.
October 1 - 31, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated December 22, 1999.
November 1 - 30, 1999
AFG RECEIVABLES TRUST 1997-A
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period September 1 - 30, 1999 Form 8-K dated October 25, 1999.
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period October 1 - 31, 1999 Form 8-K dated November 30, 1999.
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period November 1 - 30, 1999 Form 8-K dated December 21, 1999.
AFG RECEIVABLES TRUST 1997-B
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period September 1 - 30, 1999 Form 8-K dated October 25, 1999.
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period October 1 - 31, 1999 Form 8-K dated November 30, 1999.
Monthly Servicer Report for the Key Consumer Acceptance Corporation
period November 1 - 30, 1999 Form 8-K dated December 21, 1999.
</TABLE>
Page 15
<PAGE> 16
ITEM 14. (continued)
<TABLE>
<CAPTION>
<S> <C>
KEY AUTO FINANCE TRUST 1997-2
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated October 22, 1999.
September 1 - 30, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated November 23, 1999.
October 1 - 31, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated December 22, 1999.
November 1 - 30, 1999
KEY AUTO FINANCE TRUST 1999-1
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated October 22, 1999.
September 1 - 30, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated November 23, 1999.
October 1 - 31, 1999
Monthly Statement to Noteholders Key Consumer Acceptance Corporation
and Certificateholders for the period Form 8-K dated December 22, 1999.
November 1 - 30, 1999
</TABLE>
Page 16
<PAGE> 17
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.
Date: March 29, 2000 RE: Key Auto Finance Trust 1997-1
AFG Receivables Trust, 1997-A
AFG Receivables Trust, 1997-B
Key Auto Finance Trust 1997-2
Key Auto Finance Trust 1999-1
Key Consumer Acceptance Corporation, Registrant
By: /S/ Craig T. Platt
-------------------------------
Name: Craig T.Platt
Title: President & Chief Executive Officer
Page 17
<PAGE> 1
Exhibit 99.1
KEY AUTO FINANCE TRUST 1997-1
OFFICER'S CERTIFICATE OF SERVICER
To: Chase Manhattan Bank Delaware, as Owner Trustee
Bankers Trust Company, as Indenture Trustee
Moody's Investors Service, Inc.
Standard & Poor's Ratings Group
Fitch Investors Service, L.P.
Pursuant to Section 4.10 of the Sale and Servicing Agreement dated as
of February 21, 1997 among Key Auto Finance Trust 1997-1, as Issuer, Key
Consumer Acceptance Corporation, as Seller, Key Bank USA, National Association,
as Servicer and Bankers Trust Company, as Indenture Trustee (the "Agreement"),
the undersigned hereby certifies that (i) a review of the activities of Servicer
from January 1, 1999 through December 31, 1999, and of its performance under the
Agreement has been made under the undersigned officer's supervision and (ii) to
the best of the undersigned officer's knowledge, based on such review, Servicer
has fulfilled all its obligations in all material respects under the Agreement
throughout such period.
IN WITNESS WHEREOF, I have executed this Certificate this 22nd day of
March, 2000.
KEY BANK USA, NATIONAL ASSOCIATION
as Servicer
By: /S/ Craig T. Platt
----------------------------------
Craig T. Platt
Senior Vice President
Page 18
<PAGE> 1
Exhibit 99.2
AFG RECEIVABLES TRUST 1997-A
OFFICER'S CERTIFICATE OF SERVICER
To: Chase Manhattan Bank Delaware, as Owner Trustee
Bankers Trust Company, as Indenture Trustee
Moody's Investors Service, Inc.
Standard & Poor's Ratings Group
Fitch Investors Service, L.P.
Pursuant to Section 4.10 of the Sale and Servicing Agreement dated as
of June 20, 1997 among AFG Receivables Trust 1997-A, as Issuer, Key Consumer
Acceptance Corporation, as Seller, Key Bank USA, National Association, as
Servicer and Bankers Trust Company, as Indenture Trustee (the "Agreement"), the
undersigned hereby certifies that (i) a review of the activities of Servicer
from the Closing Date (June 20, 1997) through June 30, 1999, and of its
performance under the Agreement has been made under the undersigned officer's
supervision and (ii) to the best of the undersigned officer's knowledge, based
on such review, Servicer has fulfilled all its obligations in all material
respects under the Agreement throughout such period.
IN WITNESS WHEREOF, I have executed this Certificate this 22nd day of March,
2000.
KEY BANK USA, NATIONAL ASSOCIATION
as Servicer
By: /S/ Craig T. Platt
----------------------
Craig T. Platt
Senior Vice President
Page 19
<PAGE> 1
Exhibit 99.3
AFG RECEIVABLES TRUST 1997-B
OFFICER'S CERTIFICATE OF SERVICER
To: Chase Manhattan Bank Delaware, as Owner Trustee
Bankers Trust Company, as Indenture Trustee
Moody's Investors Service, Inc.
Standard & Poor's Ratings Group
Fitch Investors Service, L.P.
Pursuant to Section 4.10 of the Sale and Servicing Agreement dated as
of September 23, 1997 among AFG Receivables Trust 1997-B, as Issuer, Key
Consumer Acceptance Corporation, as Seller, Key Bank USA, National Association,
as Servicer and Bankers Trust Company, as Indenture Trustee (the "Agreement"),
the undersigned hereby certifies that (i) a review of the activities of Servicer
from the Closing Date (September 23, 1997) through June 30, 1999, and of its
performance under the Agreement has been made under the undersigned officer's
supervision and (ii) to the best of the undersigned officer's knowledge, based
on such review, Servicer has fulfilled all its obligations in all material
respects under the Agreement throughout such period.
IN WITNESS WHEREOF, I have executed this Certificate this 22nd day of March,
2000.
KEY BANK USA, NATIONAL ASSOCIATION
as Servicer
By: /S/ Craig T. Platt
----------------------
Craig T. Platt
Senior Vice President
Page 20
<PAGE> 1
Exhibit 99.4
KEY AUTO FINANCE TRUST 1997-2
OFFICER'S CERTIFICATE OF SERVICER
To: Chase Manhattan Bank Delaware, as Owner Trustee
Bankers Trust Company, as Indenture Trustee
Moody's Investors Service, Inc.
Standard & Poor's Ratings Group
Fitch Investors Service, L.P.
Pursuant to Section 4.10 of the Sale and Servicing Agreement dated as
of December 16, 1997 among Key Auto Finance Trust 1997-2, as Issuer, Key
Consumer Acceptance Corporation, as Seller, Key Bank USA, National Association,
as Servicer and Bankers Trust Company, as Indenture Trustee (the "Agreement"),
the undersigned hereby certifies that (i) a review of the activities of Servicer
from the Closing Date (December 16, 1997) through December 31, 1999, and of its
performance under the Agreement has been made under the undersigned officer's
supervision and (ii) to the best of the undersigned officer's knowledge, based
on such review, Servicer has fulfilled all its obligations in all material
respects under the Agreement throughout such period.
IN WITNESS WHEREOF, I have executed this Certificate this 22nd day of
March, 2000.
KEY BANK USA, NATIONAL ASSOCIATION
as Servicer
By: /S/ Craig T. Platt
---------------------------
Craig T. Platt
Senior Vice President
Page 21
<PAGE> 1
Exhibit 99.5
KEY AUTO FINANCE TRUST 1999-1
OFFICER'S CERTIFICATE OF SERVICER
To: Chase Manhattan Bank Delaware, as Owner Trustee
Bankers Trust Company, as Indenture Trustee
Moody's Investors Service, Inc.
Standard & Poor's Ratings Group
Fitch Investors Service, L.P.
Pursuant to Section 4.10 of the Sale and Servicing Agreement dated as
of March 24, 1999 among Key Auto Finance Trust 1999-1, as Issuer, Key Consumer
Acceptance Corporation, as Seller, Key Bank USA, National Association, as
Servicer and Bankers Trust Company, as Indenture Trustee (the "Agreement"), the
undersigned hereby certifies that (i) a review of the activities of Servicer
from the Closing Date (March 24, 1999) through December 31, 1999, and of its
performance under the Agreement has been made under the undersigned officer's
supervision and (ii) to the best of the undersigned officer's knowledge, based
on such review, Servicer has fulfilled all its obligations in all material
respects under the Agreement throughout such period.
IN WITNESS WHEREOF, I have executed this Certificate this 22nd day of
March, 2000.
KEY BANK USA, NATIONAL ASSOCIATION
as Servicer
By: /S/ Craig T. Platt
-------------------------
Craig T. Platt
Senior Vice President
Page 22
<PAGE> 1
Exhibit 99.6
Report of Independent Accountants
To the Board of Directors of
Key Bank USA, National Association
We have examined management's assertion, included in the accompanying Report of
Management on Internal Control over Securitized Receivables, that Key Bank USA,
National Association maintained effective internal control over servicing
securitized receivables of Key Consumer Acceptance Corp. as of December 31,
1999.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
obtaining an understanding of internal control over servicing of securitized
receivables, testing and evaluating the design and operating effectiveness of
the internal control, 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 the inherent limitations in any internal control, errors or fraud may
occur and not be detected. Also, projections of any evaluation of internal
control over servicing securitized receivables to future periods are subject to
the risk that internal control 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 Key Bank USA, National Association
maintained effective internal control over servicing securitized receivables of
Key Consumer Acceptance Corp. as of December 31, 1999, 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.
/s/ Ernst & Young LLP
Cleveland, Ohio
March 7, 2000
Page 23
<PAGE> 1
Exhibit 99.7
MANAGEMENT REPORT ON
INTERNAL CONTROL OVER
SERVICING OF SECURITIZED RECEIVABLES
March 7, 2000
Key Bank USA, National Association management is responsible for establishing
and maintaining effective internal control over servicing of securitized
receivables, which is designed to provide reasonable assurance regarding the
proper servicing of securitized receivables activity and balances. The system
contains monitoring mechanisms, and actions are taken to correct deficiencies as
they are identified.
There are inherent limitations in the effectiveness of any internal control
including the possibility of human error and the circumvention or overriding of
controls - and therefore can provide only reasonable assurance with respect to
servicing of securitized receivables. Further, because of changes in conditions,
the effectiveness of internal control may vary over time.
Key Bank USA, National Association management assessed its internal control over
servicing of securitized receivables as of December 31, 1999. This assessment
was based on criteria for effective internal control described in "Internal
Control- Integrated Framework" issued by the Committee of Sponsoring
Organizations of the Treadway Commission. Based on this assessment, management
believes that Key Bank USA, National Association maintained effective internal
control over servicing of securitized receivables as of December 31, 1999.
/s/ Craig T. Platt
- -------------------------------------
Craig T. Platt
President and Chief Executive Officer
Key Consumer Acceptance Corporation
and
Senior Vice President
Key Bank USA, National Association
/s/ John T. Largent, Jr.
- -------------------------------------
John T. Largent, Jr.
Executive Vice President and
Group Manager of Loan Services
Key Services Corp.
Page 24
<PAGE> 1
Exhibit 99.8
KEY AUTO FINANCE TRUST 1997-1
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A and Class B Noteholders and
Certificateholders
Pursuant to Section 5.6 of the Sale and Servicing Agreement Per $1,000 of Original
Class A/Class B
Certificate Amount
----------------------------
<S> <C> <C>
(i) Principal Distribution
Class A-1 Note Amount 15,994,474.04 0.0000000
Class A-2 Note Amount 66,000,000.00 0.0000000
Class A-3 Note Amount 6,455,092.32 128.9714538
Class B Note Amount 0.00 0.0000000
Certificates Amount 0.00 0.0000000
(ii) Interest Distribution
Class A-1 Note Amount 114,287.14 0.0000000
Class A-2 Note Amount 2,212,044.36 0.0000000
Class A-3 Note Amount 2,835,087.37 5.0689949
Class B Note Amount 1,683,648.00 5.3333333
Certificates Amount 1,350,426.00 6.4166667
(iii) Total Pool Balance of Notes and Certificates (end of 83,530,907.68
Collection Period)
(iv) Class A-1 Notes Balance (end of Collection Period) 0.00
Class A-1 Pool Factor (end of Collection Period) 0.0000000
Class A-2 Notes Balance (end of Collection Period) 0.00
Class A-2 Pool Factor (end of Collection Period) 0.0000000
Class A-3 Notes Balance (end of Collection Period) 39,685,907.68
Class A-3 Pool Factor (end of Collection Period) 0.8601007
Class B Notes Balance (end of Collection Period) 26,307,000.00
Class B Pool Factor (end of Collection Period) 1.0000000
Certificates Balance (end of Collection Period) 17,538,000.00
Certificates Pool Factor (end of Collection Period) 1.0000000
(v) Basic Servicing Fee 1,284,603.25
(vi) Aggregate Net Losses 3,977,174.52
Aggregate Realized Losses 6,667,126.61
Cummulative Net Losses for all periods 21,994,890.30
</TABLE>
Page 25
<PAGE> 2
Exhibit 99.8 (continued)
KEY AUTO FINANCE TRUST 1997-1
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A and Class B Noteholders and
Certificateholders
Pursuant to Section 5.6 of the Sale and Servicing Agreement Per $1,000 of Original
Class A/Class B
Certificate Amount
----------------------------
<S> <C> <C>
(vii) Reserve Account Balance after Giving Effect to Payments 6,839,790.00
Made on Distribution Date
Specified Reserve Account Balance after Giving Effect to 6,839,790.00
Payments
Made on Distribution Date
Draws on Reserve Account 0.00
Deposits to Reserve Account 0.00
(viii) Class A-1 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Interest Carryover Shortfall 0.00 0.0000000
Class B Notes Interest Carryover Shortfall 0.00 0.0000000
Certificates Interest Carryover Shortfall 0.00 0.0000000
Class A-1 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Principal Carryover Shortfall 0.00 0.0000000
Class B Notes Principal Carryover Shortfall 0.00 0.0000000
Certificates Principal Carryover Shortfall 0.00 0.0000000
(ix) Additional Principal Distributable Amount 0.00
(x) Aggregate Purchase Amount of Receivables Repurchased by the 0.00
Seller or purchased by Servicer
(xi) Delinquent Contracts
</TABLE>
<TABLE>
<CAPTION>
Number Balance
--------------------------------------------------------------
<S> <C> <C>
30-59 Days 575 3,942,609.02
60-89 Days 206 1,560,159.67
90 Days or More 101 711,241.15
Financed Vehicles repossessed but not yet Charged-off 23 138,557.38
</TABLE>
Page 26
<PAGE> 1
Exhibit 99.9
AFG Receivables Trust 1997-A
Annual Statement to Noteholders and Certificateholders
Servicer: Key Bank USA, N.A.
Sub Servicer: AutoFinance Group, Inc.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
Collection Period: January 1, 1999 through December 31, 1999
<TABLE>
<CAPTION>
Statement for Class A, Class B and Class C Noteholders and Certificateholders
Pursuant to Section 5.6 of the Sale and Servicing Agreement
Per $1,000 of outstanding
Class A/Class B/Class C
Total for Period Certificate Amount
-----------------------------------------------
<S> <C> <C>
(i) Principal Distribution
Class A Note Amount 17,257,842 234.1538545
Class B Note Amount 4,378,911 234.1538543
Class C Note Amount 2,575,692 234.1538545
Certificates Amount 1,545,475 234.093929
(ii) Interest Distribution
Class A Note Amount 1,549,972 21.02997219
Class B Note Amount 411,862 22.02351425
Class C Note Amount 264,295 24.02682545
(iii) Total Pool Balance of Notes and Certificates (end of Collection
Period) 22,982,569
(iv) Class A Notes Balance (end of Collection Period) 15,829,326
Class A Pool Factor (end of Collection Period) 0.2147718
Class B Notes Balance (end of Collection Period) 4,016,447
Class B Pool Factor (end of Collection Period) 0.2147718
Class C Notes Balance (end of Collection Period) 2,362,490
Class C Pool Factor (end of Collection Period) 0.2147718
Certificates Balance (end of Collection Period) 1,904,118
(v) Basic Servicing Fee 1,292,125 11.74595455
(vi) Aggregate Net Losses 3,171,008
(vii) Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 2,567,516
Specified Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 2,567,516
Draws on Reserve Account 0
Deposits to Reserve Account 0
(viii) Class A Notes Interest Carryover Shortfall 0 0
Class B Notes Interest Carryover Shortfall 0 0
Class C Notes Interest Carryover Shortfall 0 0
Class A Notes Principal Carryover Shortfall 0 0
Class B Notes Principal Carryover Shortfall 0 0
Class C Notes Principal Carryover Shortfall 0 0
(ix) Aggregate Purchase Amount of Receivables Repurchased by the Seller
or purchased by Servicer 0
(x) Delinquent Contracts Number Balance
------ -------
30-59 Days 121 841,907
60-89 Days 0 0
90 Days or More 0 0
</TABLE>
Page 27
<PAGE> 1
Exhibit 99.10
AFG Receivables Trust 1997-B
Annual Statement to Noteholders and Certificateholders
Servicer: Key Bank USA, N.A.
Sub Servicer: AutoFinance Group, Inc.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Collection Period: January 1, 1999 through December 31, 1999
Statement for Class A, Class B and Class C Noteholders and Certificateholders
Pursuant to Section 5.6 of the Sale and Servicing Agreement
Per $1,000 of Outstanding
Class A/Class B/Class C
Total for Period Certificate Amount
------------------------------------------------
<S> <C> <C>
(i) Principal Distribution
Class A Note Amount 18,918,635 171.9805909
Class B Note Amount 4,800,055 65.12700148
Class C Note Amount 2,823,562 150.9845463
Certificates Amount 1,694,186 154.0169391
(ii) Interest Distribution
Class A Note Amount 1,806,542 24.51109982
Class B Note Amount 473,143 25.30042778
Class C Note Amount 304,412 27.67382182
(iii) Total Pool Balance of Notes and Certificates (end of Collection Period) 29,821,877
(iv) Class A Notes Balance (end of Collection Period) 19,683,299
Class A Pool Factor (end of Collection Period) 0.2663468
Class B Notes Balance (end of Collection Period) 4,994,067
Class B Pool Factor (end of Collection Period) 0.2663468
Class C Notes Balance (end of Collection Period) 2,937,686
Class C Pool Factor (end of Collection Period) 0.2663468
Certificates Balance (end of Collection Period) 2,282,462
(v) Basic Servicing Fee 1,540,297 14.00213278
(vi) Aggregate Net Losses 3,413,079
(vii) Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 3,732,493
Specified Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 3,732,493
Draws on Reserve Account 0
Deposits to Reserve Account 0
(viii) Class A Notes Interest Carryover Shortfall 0 0
Class B Notes Interest Carryover Shortfall 0 0
Class C Notes Interest Carryover Shortfall 0 0
Class A Notes Principal Carryover Shortfall 0 0
Class B Notes Principal Carryover Shortfall 0 0
Class C Notes Principal Carryover Shortfall 0 0
(ix) Aggregate Purchase Amount of Receivables Repurchased by the Seller
or purchased by Servicer 0
(x) Delinquent Contracts Number Balance
------ -------
30-59 Days 144 1,160,954
60-89 Days 0 0.00
90 Days or More 0 0
</TABLE>
Page 28
<PAGE> 1
Exhibit 99.11
KEY AUTO FINANCE TRUST 1997-2
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A, Class B and Class C Noteholders and Certificateholders Per $1,000 of Original
Pursuant to Section 5.6 of the Sale and Servicing Agreement Class A/B/C Note Amount
or Certificate Amount
-------------------------
<S> <C> <C>
(i) Principal Distribution
Class A-1 Note Amount (0.00) 0.0000000
Class A-2 Note Amount 0.00 0.0000000
Class A-3 Note Amount 148,149,983.82 987.6665588
Class A-4 Note Amount 75,262,299.07 508.5290478
Class A-5 Note Amount 0.00 0.0000000
Class A-P Note Amount 48,000,232.61 384.0018609
Class B Note Amount 24,942,866.44 392.0601452
Class C Note Amount 9,527,061.52 392.0601449
Certificates Amount 4,971,915.16 287.7265718
(ii) Interest Distribution
Class A-1 Note Amount 0.00 0.0000000
Class A-2 Note Amount 0.00 0.0000000
Class A-3 Note Amount 3,101,415.97 20.6761065
Class A-4 Note Amount 8,358,872.53 56.4788684
Class A-5 Note Amount 9,487,500.00 62.5000000
Class A-P Note Amount 4,473,489.57 35.7879165
Class B Note Amount 2,382,257.78 37.4451081
Class C Note Amount 960,467.02 39.5253919
Certificates Amount 974,810.40 56.4126387
(iii) Total Pool Balance of Notes and Certificates (end of
Collection Period) 317,009,068.10
(iv) Class A-1 Notes Balance (end of Collection Period) 0.00
Class A-1 Pool Factor (end of Collection Period) 0.0000000
Class A-2 Notes Balance (end of Collection Period) 0.00
Class A-2 Pool Factor (end of Collection Period) 0.0000000
Class A-3 Notes Balance (end of Collection Period) 0.00
Class A-3 Pool Factor (end of Collection Period) 0.0000000
Class A-4 Notes Balance (end of Collection Period) 72,737,700.94
Class A-4 Pool Factor (end of Collection Period) 0.49 0.4914710
Class A-5 Notes Balance (end of Collection Period) 151,800,000.00
Class A-5 Pool Factor (end of Collection Period) 1.00 1.0000000
Class A-P Notes Balance (end of Collection Period) 48,242,029.28
Class A-P Pool Factor (end of Collection Period) 0.39 0.3859362
Class B Notes Balance (end of Collection Period) 25,079,136.11
Class B Pool Factor (end of Collection Period) 0.39 0.3942021
Class C Notes Balance (end of Collection Period) 9,579,110.46
Class C Pool Factor (end of Collection Period) 0.39 0.3942021
Certificates Balance (end of Collection Period) 9,571,091.32
Certificates Pool Factor (end of Collection Period) 0.55 0.5538826
(v) Basic Servicing Fee 4,756,562.15 0.2696093
</TABLE>
Page 29
<PAGE> 2
Exhibit 99.11 (continued)
KEY AUTO FINANCE TRUST 1997-2
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A, Class B and Class C Noteholders and Certificateholders Per $1,000 of Original
Pursuant to Section 5.6 of the Sale and Servicing Agreement Class A/B/C Note Amount
or Certificate Amount
-------------------------
<S> <C> <C>
(vi) Aggregate Realized Losses 20,852,401.46
Aggregate Net Losses 13,935,239.20
Cumulative Net Losses for all periods 31,413,497.00
(vii) Reserve Account Balance after Giving Effect to Payments 16,148,936.90
Made on Distribution Date
Specified Reserve Account Balance after Giving Effect to Payments 16,200,000.00
Made on Distribution Date
Distribution to Seller from Reserve Account 16,148,936.90
Draws on Reserve Account 0.00
Deposits to Reserve Account 16,200,000.00
Class C Reserve Account Balance after Giving Effect to Payments 2,377,568.01
Made on Distribution Date
Specified Class C Reserve Account Balance after Giving Effect to 2,377,568.01
Payments Made on Distribution Date
Distribution to Seller from Class C Reserve Account 2,330,585.23
Draws on Class C Reserve Account 0.00
Deposits to Class C Reserve Account 0.00
(viii) Class A-1 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-4 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-5 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-P Notes Interest Carryover Shortfall 0.00 0.0000000
Class B Notes Interest Carryover Shortfall 0.00 0.0000000
Class C Notes Interest Carryover Shortfall 0.00 0.0000000
Certificates Interest Carryover Shortfall 0.00 0.0000000
Class A-1 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-4 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-5 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-P Notes Principal Carryover Shortfall 0.00 0.0000000
Class B Notes Principal Carryover Shortfall 0.00 0.0000000
Class C Notes Principal Carryover Shortfall 0.00 0.0000000
Certificates Principal Carryover Shortfall 0.00 0.0000000
(ix) Additional Principal Distributable Amount 109,661.10
(x) Aggregate Purchase Amount of Receivables Repurchased by the 12,444.16
Seller or purchased by Servicer
(xi) Delinquent Contracts Number Balance
----------------------------------------------------------
30-59 Days 1,805 13,438,931.25
60-89 Days 673 4,854,859.27
90 Days or More 392 2,914,243.38
Financed Vehicles Repossessed but not yet charged off 57 457,622.91
</TABLE>
Page 30
<PAGE> 1
Exhibit 99.12
KEY AUTO FINANCE TRUST 1999-1
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A, Class B and Class C Noteholders and Certificateholders Per $1,000 of Original
Pursuant to Section 5.6 of the Sale and Servicing Agreement Class A/B/C Note Amount
or Certificate Amount
----------------------------------
<S> <C> <C>
(i) Principal Distribution
Class A-1 Note Amount 107,999,999.99 1000.0000000
Class A-2 Note Amount 35,051,535.14 0.2339889
Class A-3 Note Amount 0.00 0.0000000
Class A-4 Note Amount 0.00 0.0000000
Class B Note Amount 3,507,237.76 0.0906193
Class C Note Amount 2,468,015.92 0.0906193
Certificates Amount 924,396.68 0.0731657
(ii) Interest Distribution
Class A-1 Note Amount 1,541,764.31 0.0000000
Class A-2 Note Amount 5,701,864.94 4.3941667
Class A-3 Note Amount 3,945,785.50 4.6916667
Class A-4 Note Amount 5,969,822.83 4.8583333
Class B Note Amount 1,674,854.79 5.0000000
Class C Note Amount 1,390,727.10 5.9000000
Certificates Amount 856,233.54 7.8166667
(iii) Total Pool Balance of Notes and Certificates (end 423,421,104.49
of Collection Period)
(iv) Class A-1 Notes Balance (end of Collection Period) 0.00
Class A-1 Pool Factor (end of Collection Period) 0.0000000
Class A-2 Notes Balance (end of Collection Period) 114,748,464.85
Class A-2 Pool Factor (end of Collection Period) 0.7660111
Class A-3 Notes Balance (end of Collection Period) 96,300,000.00
Class A-3 Pool Factor (end of Collection Period) 1.0000000
Class A-4 Notes Balance (end of Collection Period) 140,700,000.00
Class A-4 Pool Factor (end of Collection Period) 1.0000000
Class B Notes Balance (end of Collection Period) 35,195,762.24
Class B Pool Factor (end of Collection Period) 0.9093807
Class C Notes Balance (end of Collection 24,766,984.08
Class C Pool Factor (end of Collection Period) 0.9093807
Certificates Balance (end of Collection 11,709,893.32
Certificates Pool Factor (end of Collection 0.9268343
(v) Basic Servicing Fee 3,719,488.20 0.6550101
(vi) Aggregate Realized Losses 7,076,427.42
Aggregate Net Losses 7,500,299.61
Cumulative Net Losses for all periods 5,229,730.51
</TABLE>
Page 31
<PAGE> 2
Exhibit 99.12 (continued)
KEY AUTO FINANCE TRUST 1999-1
SUMMARY STATEMENT TO NOTEHOLDERS AND CERTIFICATEHOLDERS
Servicer: Key Bank USA, N.A.
Indenture Trustee: Bankers Trust Company
Owner Trustee: Chase Manhattan Bank Delaware
<TABLE>
<CAPTION>
Distribution Period: January 1, 1999 to December 31, 1999
Statement for Class A, Class B and Class C Noteholders and Certificateholders Per $1,000 of Original
Pursuant to Section 5.6 of the Sale and Servicing Agreement Class A/B/C Note Amount
or Certificate Amount
----------------------------------
<S> <C> <C>
(vii) Reserve Account Balance after Giving Effect 12,639,420.26
to Payments
Made on Distribution Date
Specified Reserve Account Balance after Giving 12,639,420.26
Effect to Payments
Made on Distribution Date
Distribution to Seller from Reserve Account 0.00
Draws on Reserve Account 0.00
Deposits to Reserve Account 0.00
(viii) Class A-1 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Interest Carryover Shortfall 0.00 0.0000000
Class A-4 Notes Interest Carryover Shortfall 0.00 0.0000000
Class B Notes Interest Carryover Shortfall 0.00 0.0000000
Class C Notes Interest Carryover Shortfall 0.00 0.0000000
Certificates Interest Carryover Shortfall 0.00 0.0000000
Class A-1 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-2 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-3 Notes Principal Carryover Shortfall 0.00 0.0000000
Class A-4 Notes Principal Carryover Shortfall 0.00 0.0000000
Class B Notes Principal Carryover Shortfall 0.00 0.0000000
Class C Notes Principal Carryover Shortfall 0.00 0.0000000
Certificates Principal Carryover Shortfall 0.00 0.0000000
(ix) Additional Principal Distributable Amount 15,357,778.16
(x) Aggregate Purchase Amount of Receivables Repurchased 10,866.79
by the Seller or purchased by Servicer
</TABLE>
<TABLE>
<CAPTION>
(xi) Delinquent Contracts
Number Balance
------------------------------------------------------------------
<S> <C> <C>
30-59 Days 717 10,803,284.26
60-89 Days 277 4,084,233.52
90 Days or More 169 2,530,953.01
Financed Vehicles Repossessed but not yet charged off 72 796,516.70
</TABLE>
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