<PAGE> 1
FILED PURSUANT TO RULE 424 (b)(3)
REGISTRATION NO. 333-12431
PROSPECTUS SUPPLEMENT
To Prospectus dated September 10, 1997 and
Prospectus Supplement dated September 15, 1997
$103,403,000
AFG RECEIVABLES TRUST 1997-B
$73,703,000 CLASS A 6.20% ASSET BACKED NOTES
$18,700,000 CLASS B 6.40% ASSET BACKED NOTES
$11,000,000 CLASS C 7.00% ASSET BACKED NOTES
AUTOFINANCE GROUP, INC.
SUBSERVICER
KEY CONSUMER ACCEPTANCE CORPORATION
SELLER
KEY BANK USA, NATIONAL ASSOCIATION
SERVICER
The Prospectus dated September 10, 1997 and the Prospectus Supplement dated
September 15, 1997 are hereby amended and supplemented as indicated below.
Terms used herein and not otherwise defined have the meanings given to them in
the Prospectus and the Prospectus Supplement.
Because this Supplement is to be used in connection with offers and sales
related to market-making transactions in the Notes, the following portions of
the Prospectus and the Prospectus Supplement do not apply and are deemed deleted
from such documents to the extent the documents are used for market-making
transactions:
(a) the pricing table and the related footnotes on the cover page of
the Prospectus Supplement and the sentences on the front cover page of the
Prospectus Supplement with respect to the purchase of the Notes by the
Underwriters from the Seller and the issuance thereof;
(b) the paragraph on the inside front cover of the Prospectus
Supplement regarding the obligation of dealers to deliver a prospectus and
prospectus supplement; and
(c) the "Underwriting" section of the Prospectus Supplement.
----------
This Supplement to the Prospectus and the Prospectus Supplement is to be used
by McDonald Investments in connection with offers and sales from time to time
related to market-making transactions in the Notes in which McDonald
Investments acts as principal. McDonald Investments may also act as agent in
such transactions. Sales will be made at prices related to prevailing prices at
the time of sale.
----------
MCDONALD INVESTMENTS
A KeyCorp Company
Prospectus Supplement dated August 4, 2000
<PAGE> 2
The "Underwriting" section of the Prospectus Supplement is replaced with the
following:
PLAN OF DISTRIBUTION
The Seller does not intend to apply for listing of the Notes on a national
securities exchange, but has been advised by McDonald Investments Inc.
("McDonald Investments") that it may make a market in the Notes. McDonald
Investments is not obligated, however, to make a market in the Notes and may
discontinue market making at any time without notice. No assurance can be given
as to the liquidity of the trading market for the Notes.
After the initial distribution of the Notes by Credit Suisse First Boston
Corporation and McDonald Investments, the Prospectus and the Prospectus
Supplements may be used by McDonald Investments, a subsidiary of KeyCorp and an
affiliate of the Seller and the Servicer, or its successors, in connection with
offers and sales relating to market making transactions in the Notes. McDonald
Investments may act as principal or agent in such transactions. Such
transactions will be at prices related to prevailing market prices at the time
of sale. Any obligation of McDonald Investments are the sole obligations of
McDonald Investments and do not create any obligations on the part of any
affiliate of McDonald Investments. McDonald Investments is a member of the New
York Stock Exchange.
McDonald Investments may engage in transactions that stabilize, maintain or
otherwise affect the price of the Notes. Specifically, McDonald Investments may
create a short position in the Notes for its own account. McDonald Investments
may bid for and purchase Notes in the open market to cover such short positions.
In addition, McDonald Investments may bid for and purchase Notes in the open
market to stabilize the price of the Notes. These activities may stabilize or
maintain the market price of the Notes above independent market levels. McDonald
Investments is not required to engage in these activities, and may end these
activities at any time.
The Trust may, from time to time, invest the funds in the Trust Accounts in
Eligible Investments acquired from Credit Suisse First Boston Corporation and
McDonald Investments.
In the ordinary course of their respective businesses, Credit Suisse First
Boston Corporation and McDonald Investments and their respective affiliates have
engaged and may in the future engage in commercial banking and investment
banking transactions with the Seller and its affiliates.
The following section shall be inserted immediately following the section
labelled "Legal Opinions" in the Prospectus Supplement:
ADDITIONAL INFORMATION
For additional information regarding the activities of the Trust through
May 31, 2000, we refer you to the Servicer Report attached as Annex A.
<PAGE> 3
CREDIT SUISSE FIRST BOSTON Page 1
Kev Bank USA, N.A. Automotive Specialty Finance
MONTHLY SERVICING REPORT -- AFG RECEIVABLES TRUST, 1997-B
May 1, 2000 through May 31, 2000
<TABLE>
<S> <C> <C> <C> <C>
A. ORIGINAL DEAL PARAMETER INPUTS
(A) Original Total Portfolio $ 110,004,479.62
(B) Class A Noteholders' Percentage 67.00%
(C) Original Class A Note Balance $ 73,703,000.00
(D) Class A Note Rate 6.20%
(E) Class B Noteholders' Percentage 17.00%
(F) Original Class B Note Balance $ 18,700,000.00
(G) Class B Note Rate 6.40%
(H) Class C Noteholders' Percentage 10.00%
(I) Original Class C Note Balance $ 11,000,000.00
(J) Class C Note Rate 7.00%
(K) Class D Certificateholders' Percentage 6.00%
(L) Original Class D Certificate Balance $ 6,601,479.62
(M) Class D Certificate Rate 0.00%
(N) Servicing Fee Rate 3.50%
(O) Original Weighted Average Coupon (WAC) 20.03%
(P) Original Weighted Average Remaining Term (WAM) 54.45 months
(Q) Number of Contracts 9.006
(R) Reserve Account ("RA")
(i) Maximum Specified Reserve Balance 5,500,223.98
(ii) Minimum Specified Reserve Balance 2,200,089.59
(iii) Initial Deposit 1,650,067.19
(S) Noteholders' Percentage 94.00%
B. INPUTS FROM PREVIOUS MONTHLY SERVICER REPORTS Total Trust
---------
(A) Total Portfolio Outstanding $ 22,813,303.18
(B) Total Portfolio Pool Factor 0.2073852
(C) Class A Note Balance $ 14,936,822.55
(D) Class A Principal Factor 0.2026623
(E) Class A Interest Carryover Shortfall 0.00
(F) Class A Principal Carryover Shortfall 0.00
(G) Class B Note Balance $ 3,789,785.78
(H) Class B Principal Factor 0.2026623
(I) Class B Interest Carryover Shortfall 0.00
(J) Class B Principal Carryover Shortfall 0.00
(K) Class C Note Balance $ 2,229,285.74
(L) Class C Principal Factor 0.2026623
(M) Class C Interest Carryover Shortfall 0.00
(N) Class C Principal Carryover Shortfall 0.00
(O) Class D Certificate Balance $ 1,857,409.11
(P) Reserve Account Balance 2,389,505.80
(Q) Payahead Account Balance 130,600.57
(R) Aggregate Subordinated Servicing Fees to Date 0.00
(S) Current Servicing Fees Accrued but Unpaid (after first Nine Months) 0.00
(T) Cumulative Net Losses for all Prior Periods 16,270,713.35
(U) Weighted Average Coupon of Remaining Portfolio (WAC) 19.69%
(V) Weighted Average Remaining Term of Remaining Portfolio (WAM) 24.27 months
(W) Number of Contracts 3,527
C. INPUTS FROM THE MAINFRAME
(A) Precomputed Contracts $ 1,450,783.06
(i) Principal Payments Received 392,558.98
(ii) Interest Payments Received 0.00
(iii) Repurchased Loan Principal 0.00
(iv) Repurchased Loan Interest 0.00
(B) Partial Prepayments - Amount Added to Payahead Account 12,986.34
(C) Amount Applied From Payahead Account 19.68%
(D) Weighted Average Coupon of Remaining Portfolio (WAC) 23.31 months
(E) Weighted Average Remaining Maturity of Remaining Portfolio (WAM) 3.397
(F) Remaining Number of Contracts
(G) Delinquent Contracts
Contracts Amount
--------- ------
(i) 30-59 Days Delinquent 64 1.88% $ 450,561.47 2.13%
(ii) 60-89 Days Delinquent 0 0.00% 0.00 0.00%
(iii) 90 Days or More Delinquent 0 0.00% 0.00 0.00%
D. INPUTS DERIVED FROM OTHER SOURCES
(A) Aggregate Net Losses for Collection Period $ 36,870.64
(B) Liquidated Contracts
(i) Gross Principal Balance of Liquidated Receivables $ 198,697.19
(ii) Net Liquidation Proceeds Received During the Collection Period 66,969.01
(iii) Recoveries on Previously Liquidated Contracts 94,857.54
(C) Number of Financed Vehicles Repossessed but not yet Charged off 37
</TABLE>
I hereby certify that this Servicing Report has been prepared in accordance with
the Pooling and Servicing Agreement dated September 1, 1997, and is correct, to
the best of my knowledge.
/s/ [ILLEGIBLE Vice-President 06/09/00
------------------------------------------------------------------------------
Signature Title Date
<PAGE> 4
CREDIT SUISSE FIRST BOSTON Page 2
Key Bank USA, N.A. Automotive Specialty Finance
MONTHLY SERVICING REPORT -- AFG RECEIVABLES TRUST, 1997-B
May 1, 2000 through May 31, 2000
<TABLE>
<CAPTION>
I. COLLECTIONS
<S> <C>
(A) Principal Payments Received (C(A)i) $1,450,783.06
(B) Interest Payments Received (C(A)ii) 392,558.98
(C) Aggregate Net Liquidation Proceeds Received (D(E)ii + iii) 161,826.55
(D) Principal on Repurchased Contracts (C(A)iii) 0.00
(E) Interest on Repurchased Contracts (C(A)iv) 0.00
-------------
(F) Total Collections (A + B + C + D +E) $2,005,168.59
-------------
(G) Total Available Amount (F) $2,005,168.59
II. DISTRIBUTIONS
(A) Principal Payments Received (C(A)i) $1,450,783.06
(B) Principal on Repurchased Contracts (C(A)iii) 0.00
(C) Gross Principal Balance of Liquidated Receivables (D(E)i) 198,697.19
-------------
(D) Principal Distribution Amount (A + B + C) $1,649,480.25
(E) Current Servicing Fee Due 66,538.80
(F) Accrued and Unpaid Servicing Fees for Prior Collection Periods (B(S)) 0.00
-------------
(G) Total Servicing Fees Payable 66,538.80
(H) Servicing Fees Paid from Collection Account 66,538.80
(I) Reserve Account Draw for Servicing Fees Payable 0.00
(J) Servicing Fee Shortfall 0.00
(K) Current Subordinated Servicing Fee 0.00
(L) Aggregate Subordinated Servicing Fees Before (P) 0.00
(M) Class A Distributable Amount
(i) Class A Monthly Interest Distributable Amount $ 77,173.58
(ii) Class A Interest Distributable Amount 77,173.58
(iii) Class A Monthly Principal Distributable Amount 1,105,164.69
(iv) Class A Principal Distributable Amount 1,105,164.69
-------------
(v) Total Distributable Amount (i + ii) $1,182,338.27
(vi) Class A Interest Paid from Collection Account 77,173.58
(vii) Reserve Account Draw for Class A Interest Payable $ 0.00
(viii) Class A Interest Carryover Shortfall $ 0.00
(ix) Class A Principal Paid from Collection Account 1,105,164.69
(x) Reserve Account Draw for Class A Principal Payable 0.00
(xi) Class A Principal Carryover Shortfall 0.00
(N) Class B Distributable Amount
(i) Class B Monthly Interest Distributable Amount $ 20,212.19
(ii) Class B Interest Distributable Amount 20,212.19
(iii) Class B Monthly Principal Distributable Amount 280,403.51
(iv) Class B Principal Distributable Amount 280,403.51
-------------
(v) Total Distributable Amount (i + ii) $ 300,615.70
(vi) Class B Interest Paid from Collection Account 20,212.19
(vii) Reserve Account Draw for Class B Interest Payable $ 0.00
(viii) Class B Interest Carryover Shortfall $ 0.00
(ix) Class B Principal Paid from Collection Account 280,403.51
(x) Reserve Account Draw for Class B Principal Payable 0.00
(xi) Class B Principal Carryover Shortfall 0.00
(O) Class C Distributable Amount
(i) Class C Monthly Interest Distributable Amount $ 13,004.17
(ii) Class C Interest Distributable Amount 13,004.17
(iii) Class C Monthly Principal Distributable Amount 164,943.24
(iv) Class C Principal Distributable Amount 164,943.24
-------------
(v) Total Distributable Amount (i +ii) $ 177,947.41
(vi) Class C Interest Paid from Collection Account 13,004.17
(vii) Reserve Account Draw for Class C Interest Payable $ 0.00
(viii) Class C Interest Carryover Shortfall 0.00
(ix) Class C Principal Paid from Collection Account 164,943.24
(x) Reserve Account Draw for Class C Principal Payable 0.00
(xi) Class C Principal Carryover Shortfall 0.00
(P) Payment of Subordinated Servicing Fees
(i) Aggregate Subordinated Servicing Fees from Current and Prior Periods (ii(L)) $ 0.00
(ii) Subordinated Servicing Fees Paid from Collection Account and/or Released from Reserve Account 0.00
(iii) Aggregate Subordinated Servicing Fees to Date (i-ii) $ 0.00
(Q) Certificateholders' Distributable Amount
(i) Certificateholders' Distributable Amount $98,968.82
(ii) Certificateholders' Distributable Amount Paid from Collection Account 98,968.82
</TABLE>
<PAGE> 5
CREDIT SUISSE FIRST BOSTON Page 3
Key Bank USA, N.A. Automotive Specialty Finance
MONTHLY SERVICING REPORT - AFG RECEIVABLES TRUST, 1997-B
May 1, 2000 through May 31, 2000
<TABLE>
<CAPTION>
III. PAYAHEAD ACCOUNT INFORMATION
<S> <C>
(A) Beginning Period Balance (B(Q)) $130,600.57
(B) Amounts Applied To Payahead Account (C(B)) 0.00
(C) Amounts Withdrawn from Payahead Account (C(C)) 12,986.34
-----------
(D) Ending Period Balance $117,614.23
</TABLE>
<TABLE>
<CAPTION>
IV. POOL BALANCES AND PORTFOLIO INFORMATION
Begin. of Period End of Period
---------------- -------------
<S> <C> <C>
(A) Balances and Principal Factors
(i) Total Pool Balance $22,813,303.18 $21,163,822.93
(ii) Total Pool Factor 0.2073852 0.1923906
(iii) Receivables Balance 22,813,303.18 21,163,822.93
(iv) Prefunding Account Balance 0.00 0.00
(v) Class A Note Balance $14,936,822.55 $13,831,657.86
(vi) Class A Principal Factor 0.2026623 0.1876675
(vii) Class B Note Balance $3,789,785.78 $3,509,382.27
(viii) Class B Principal Factor 0.2026623 0.1876675
(ix) Class C Note Balance $2,229,285.74 $2,064,342.50
(viii) Class C Principal Factor 0.2026623 0.1876675
(ix) Class D Certificate Balance $1,857,409.11 $1,758,440.30
(B) Portfolio Information
(i) Weighted Average Coupon (WAC) 19.69% 19.68%
(ii) Weighted Average Remaining Maturity (WAM) 24.27 months 23.31 months
(iii) Remaining Number of Contracts 3,527 3.397
</TABLE>
<TABLE>
<CAPTION>
V. RECONCILIATION OF RESERVE ACCOUNT ("RA")
<S> <C>
(A) Beginning RA Balance (B(H)) $2,389,505.80
(B) Draw for Servicing Fee (II(I))
(C) Draw for Class A Interest Distributable Amount (II(M(vii))) 0.00
(D) Draw for Class B Interest Distributable Amount (II(N(vii))) 0.00
(E) Draw for Class C Interest Distributable Amount (II(O(vii))) 0.00
(F) Draw for Class A Principal Distributable Amount (II(M(iv))) 0.00
(G) Draw for Class B Principal Distributable Amount (II(N(x))) 0.00
(H) Draw for Class C Principal Distributable Amount (II(O(x))) 0.00
(I) Overcollateralization Amount $7,332,165.07
(J) Maximum Specified Reserve Balance 2,191,555.25
(K) Specified Reserve Account Balance 2,200,089.59
(L) Amount Available for Deposit to the RA 277,728.41
-------------
(M) RA Balance Prior to Release $2,667,234.21
(N) Specified Reserve Account Balance 2,191,555.25
(O) Reserve Account Release 475,678.96
(P) Ending Reserve Account Balance $2,191,555.25
VI. NET LOSS AND DELINQUENCY ACCOUNT ACTIVITY
(A) Aggregate Net Losses for Collection Period (VII(B)i-ii-iii) $36,870.64
(B) Liquidated Contracts
(i) Gross Principal Balance of Liquidated Receivables (D(E)(i) $198,697.19
(ii) Net Liquidation Proceeds Received During the Collection Period (D(E)ii) 66,969.01
(iii) Recoveries on Previously Liquidated Contracts (D(E)(iii) 94,857.54
(C) Cumulative Net Losses for all Periods (VI(A) + B(T)) $16,307,583.99
(D) Delinquent and Repossessed Contracts
</TABLE>
<TABLE>
<CAPTION>
Contracts Amount
--------- ------
<S> <C> <C> <C> <C>
(i) 30-59 Days Delinquent (C(G)i) 64 1.88% $450,561.47 2.13%
(ii) 60-89 Days Delinquent (C(G)ii) 0 0.00% 0.00 0.00%
(iii) 90 Days or More Delinquent (C(G)iii) 0 0.00% 0.00 0.00%
(iv) Financed Vehicles Repossessed but not yet Charged off
and Contracts Delinquent over 60 days (D(E)) 37 1.09% 246,006.66 1.16%
</TABLE>
<PAGE> 6
CREDIT SUISSE FIRST BOSTON Page 4
Key Bank USA, N.A. Automotive Specialty Finance
MONTHLY SERVICING REPORT -- AFG RECEIVABLES TRUST, 1997-B
May 1, 2000 through May 31, 2000
<TABLE>
<S> <C>
VII. TESTS FOR INCREASE IN RESERVE ACCOUNT BALANCE
(A) Ratio of Net Losses to the Pool Balance as of Each Collection Period.
(i) Second Preceding Collection Period 5.48%
(ii) Preceding Collection Period 3.71%
(iii) Current Collection Period 1.94%
(iv) Three Month Average (Avg (i, ii, iii)) 3.71%
(B) Ratio of Balance of Contracts Delinquent 60 Days or More and Balance of Financed Vehicles
Repossessed but not Charged off to the Outstanding Pool Balance as of Each Collection Period.
(i) Second Preceding Collection Period 1.40%
(ii) Preceding Collection Period 0.82%
(iii) Current Collection Period 1.16%
(iv) Three Month Average (Avg (i, ii, iii)) 1.13%
(C) Cumulative Net Loss Ratio 14.82%
(D) Loss and Delinquency Trigger Indicator Trigger Was Not Hit
VIII. RECONCILIATION OF COLLECTION ACCOUNT
(A) Collection Account Beginning Balance (I(H)) 2,005,168.59
(B) Servicing Fee Paid (II(H)) 66,538.80
(C) Class A Interest Paid (II(M(vi))) 77,173.58
(D) Class B Interest Paid (II(N(vi))) 20,212.19
(E) Class C Interest Paid ((II(O(vi))) 13,004.17
(F) Class A Principal Paid (II(M(ix))) 1,105,164.69
(G) Class B Principal Paid (II(N(ix))) 280,403.51
(H) Class C Principal Paid (II(O(ix))) 164,943.24
(I) Reserve Account Deposit 0.00
(J) Previously Subordinated Servicing Fees Paid (II(P(ii))) 0.00
(K) Certificateholders' Distributable Amount Paid (II(O(ii))) 98,968.82
(L) Releases to Seller 376,710.15
</TABLE>
<PAGE> 7
AFG Receivables Trust 1997-B
Monthly 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: May 1, 2000 through May 31, 2000
Distribution Date: 06/15/00
Month: 33
Statement for Class A, Class B and Class C Noteholders and Certificateholders
Pursuant to Section 5.6 of the Sale and Servicing Agreement
<TABLE>
<CAPTION>
Per $1,000 of Outstanding
Class A/Class B/Class C
Certificate Amount
-------------------------
<S> <C> <C> <C>
(i) Principal Distribution
Class A Note Amount 1,105,164.69 73.9892762
Class B Note Amount 280,403.51 73.9892762
Class C Note Amount 164,943.24 73.9892767
Certificate Amount 98,968.82 53.2832613
(ii) Interest Distribution
Class A Note Amount 77,173.58 5.16666665
Class B Note Amount 20,212.19 5.33333331
Class C Note Amount 13,004.17 5.83333348
(iii) Total Pool Balance of Notes and Certificates (and of Collection Period) 21,163,822.93
(iv) Class A Notes Balance Period) 13,831,657.86
Class A Pool Factor (and of Collection Period) 0.1876675
Class B Notes Balance (and of Collection Period) 3,509,382.27
Class B Pool Factor (and of Collection Period) 0.1876675
Class C Notes Balance (and of Collection Period) 2,064,342.50
Class C Pool Factor (and of Collection Period) 0.1876675
Certificate Balance (and of Collection Period) 1,758,440.30
(v) Basic Servicing Fee 66,538.80 2.9166667
(vi) Aggregate Net Losses 36,870.64
(vii) Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 2,191,555.25
Specified Reserve Account Balance after Giving Effect to Payments
Made on Distribution Date 2,191,555.25
Draws on Reserve Account 0.00
Amount Available for Deposits to Reserve Account 277,728.41
(viii) Class A Interest Carryover Shortfall 0.00 0.0000000
Class B Interest Carryover Shortfall 0.00 0.0000000
Class C Interest Carryover Shortfall 0.00 0.0000000
Class A 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
(ix) Aggregate Purchase Amount of Receivables Repurchased by the Seller
or purchase by Servicer 0.00
(x) Delinquent Contracts Number Balance
------------------- -------------------
30-59 Days 64 450,561.47
60-89 Days 0 0.00
90 Days or More 0 0.00
</TABLE>
