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FILE PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 333-49261
PROSPECTUS SUPPLEMENT
TRANSITION AUTO FINANCE II, INC.
11% SECURED REDEEMABLE PROMISSORY NOTES
This Prospectus Supplement is Dated August 26, 1998.
This Prospectus Supplement (the "Supplement") relates to that certain
Prospectus dated July 14, 1998 (the "Initial Prospectus") pursuant to which
Transition Auto Finance II, Inc. (the "Company"), offers $10,000,000 in
aggregate principal amount of 11% Secured Redeemable Promissory Notes (the
"Notes"), as supplemented by that certain Prospectus Supplement dated August 20,
1998 (together with the Initial Prospectus, the "Prospectus"). Capitalized
terms used herein and not otherwise defined shall be used with the meanings set
forth in the Prospectus.
This Supplement is delivered to residents of Arizona and Arkansas pursuant
to requirements imposed by the Arizona Securities Division and the Arkansas
Securities Department, respectively, as conditions upon the Company's ability to
offer the Notes to the residents of those states. Neither the Arizona
Securities Division nor the Arkansas Securities Department has approved or
disapproved the Notes, nor has the Arizona Securities Division or the Arkansas
Securities Department passed upon the accuracy or adequacy of the Prospectus or
this Supplement. Any representation to the contrary is a criminal offense.
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The Arizona Securities Division and the Arkansas Securities Department, as
well as other jurisdictions in which the Notes are being offered and sold, have
adopted guidelines (the "Guidelines") for the registration of interest-bearing,
asset-backed or secured, securities such as the Notes. The Guidelines, which
were originally promulgated by the North American Securities Administrators
Association and have since been adopted by a number of jurisdictions, mandate
the inclusion of specific terms within the documents associated with a given
asset-backed financing, as well as the disclosure of certain information. In
certain circumstances, the disclosure must appear in a prescribed format. Part
I of this Supplement consists of a table setting forth, in absolute amounts and
as a percentage of offering proceeds, the annual permitted expenses which the
Company estimates that it will incur in connection with its operations. Part II
contains a suggestion by the Issuer as to the types of investors who might find
an investment in the Notes in their best interests. Part III of the Supplement
sets forth certain definitions provided by the Guidelines but which do not
appear elsewhere within the Prospectus.
PART I - ANNUAL PERMITTED EXPENSES
The following table (the "Table") sets forth information regarding the
expenses which the Company expects to incur annually in connection with its
operations. The assumptions utilized by the Company are set forth in the
footnotes to the table.
Because some of the annual permitted expenses vary with the total amount
raised in this offering, most notably the expenses which are a function of the
number of Leased Vehicles and the number of Notes which must be administered by
the Trustee, the Company has presented its estimates relative to two different
gross proceeds scenarios. The first assumes gross offering proceeds of $3
million (see Note (2) to the Table). The second relates to gross offering
proceeds of $7.5 million (see Note (3) to the Table).
In addition, the Guidelines require that the Table set forth the annual
permitted expenses, without specifying which year should be utilized. Certain
of the annual permitted expenses will be incurred substantially in one or two
years, as opposed to ratably in each of the four years during which Notes will
be outstanding. Most notable among these are the Origination Expenses, most of
which will be incurred in the first and, to a lesser extent, the second year of
the Notes, and the Offlease Remarketing Expenses, which are anticipated to occur
more substantially in the last and next to last years of the Notes. The Table
sets forth all of the anticipated Origination Expenses and Offlease Remarketing
Expenses as though incurred in the first year (see Notes (4) and (14) to the
Table). Investors are cautioned that the tabular presentation which follows may
not accurately estimate the permitted expenses that actually will be incurred
by the Company on an annual basis.
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ANNUAL PERMITTED EXPENSES
<TABLE>
<CAPTION>
Estimated Dollar Amount of Percentage of Gross
Permitted Expenses (1) at Offering Proceeds at
Assumed Gross Proceeds of: Assumed Gross Proceeds of:
CATEGORY OF PERMITTED EXPENSES $3,000,000(2) $7,500,000(3) $3,000,000 $7,500,000
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<S> <C> <C> <C> <C>
ORIGINATION FEES (4)
Marketing Fee (paid to Transition
Leasing) - 57.5% of customer down
payment, per Contract (5) $245,954 $614,885 8.198% 8.198%
Purchase Administration Fee (paid to
Transition Leasing) - $100 per
Contract $ 14,424 $ 36,062 .481% .481%
License and Title Transfer Fee - $86.80
per Contract
State Inspection Fee - $19.75 per $ 12,521 $ 31,302 .417% .417%
Contract
Documentary Fee - $50 per Contract $ 2,849 $ 7,122 .095% .095%
$ 7,212 $ 18,031 .240% .240%
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SERVICING FEES
Contract Servicing Fee (paid to Transition $ 34,560 $ 86,640 1.152% 1.155%
Leasing) - $20 per month per
Contract(annually) (6)
TRUSTEE FEES
Acceptance Fee - one time fee due in $ 6,500 $ 6,500 .217% .087%
first year
Annual Administration $ 7,500 $ 7,500 .250% .100%
Note Payments and Registrar Services - $ 1,500 $ 3,750 .050% .050%
$5 per year per Note (7)
Note Certificate Corrections - $10 each (8) $ 150 $ 375 .005% .005%
Collateral Custodial Services - $5 per year per $ 720 $ 2,258 .024% .030%
Contract plus $2.50 per acceptance or
release of Contract (9)
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BANK FEES
Master Collections Account (10) $ 300 $ 500 0.10% .007%
Operating Account (11) $ 2,000 $ 2,000 .066% .027%
Subscription Escrow Account - one time fee $ 1,000 $ 1,000 .033% .013%
due in first year
LEGAL EXPENSES
Annual Attorneys' Opinion to Trustee $ 2,500 $ 2,500 .083% .033%
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ACCOUNTING EXPENSES
Annual Audit $ 15,000 $ 15,000 .500% .20%
Annual Tax Return $ 1,750 $ 1,750 .058% .023%
Printing and Mailing $ 3,000 $ 3,000 .100% .040%
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Insurance Premiums
Residual - $500 per year, plus 1.75% of the $ 26,047 $ 64,547 .868% .861%
residual value of each Leased Vehicle
Contingent Liability and Physical Damage - $ 3,456 $ 8,664 .115% .116%
$2.00 per Leased Vehicle per month(12)
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Repossession, Remarketing, Repair and Resale $ 5,400 $ 13,538 .18% .181%
Expense (to reimburse Transition Leasing for
such expenses) (13)
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Offlease Remarketing Expenses (14) $122,400 $306,848 4.08% 4.091%
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Releasing Fee (paid to Transition Leasing) - 15% $ 745 $ 1,867 .025% .025%
of the down payment by the customer (Lessee)
with respect to a new Contract following
repossession (15)
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Federal Income Taxes - Varies with taxable $ 0 $ 0 0% 0%
income (max. 35%) (16)
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Texas Corporate Franchise Taxes - Greater of $ 150 $ 150 .005% .002%
(a) 4.5% of taxable income, (b) 1/4 of 1% of
taxable capital or (c) $150
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</TABLE>
(1) Certain of the Allowed Expenses, and in particular those which are a
function of the number of Leased Vehicles purchased during a given
year or the number of Contracts outstanding during a given period of
time, vary with the aggregate amount of Offering Proceeds. All
estimates involving the number of Leased Vehicles purchased during a
given year or the number of Contracts outstanding during a given year
assume that Leased Vehicles will be purchased at an average purchase
price of $18,435, and that, after sales tax and title, license and
other fees, the total cost per vehicle, on an average basis, will be
$19,769.
(2) Gross Offering Proceeds of $3,000,000 are anticipated to yield Net
Offering Proceeds of $2,700,000. Assuming that an average vehicle
will cost the Company $19,769, that the average down payment is 15% of
the purchase price and that 42.5% of all down payments (that portion
of the down payment received by the Company after the payment of the
Marketing Fee to Transition Leasing) are used to reduce the cost of
the vehicle, after investing the Net Offering Proceeds, plus
proceeds from Contracts in excess of interest payments and Allowed
Expenses, the Company estimates that it will have approximately 144
Leased Vehicles.
(3) Gross Offering Proceeds of $7,500,000 are anticipated to yield Net
Offering Proceeds of $6,750,000. Assuming that an average vehicle
will cost the Company $19,769, that the average down payment is 15% of
the purchase price and that 42.5% of all down payments (that portion
of the down payment received by the Company after the payment of the
Marketing Fee to Transition Leasing) are used to reduce the cost of
the vehicle, after investing the Net Offering Proceeds, plus
proceeds from Contracts in excess of interest payments and Allowed
Expenses, the Company estimates that it will have approximately 361
Leased Vehicles.
(4) Origination Fees are calculated with the assumption that the Leased
Vehicles described in Notes (2) and (3) above will be acquired in the
first year of the Notes. Origination Fees do not include fees that
may be earned after the first year and before the Sinking Fund Trigger
Date when the Company may use proceeds from Contracts and Leased
Vehicles to acquire additional Leased Vehicles.
(5) Assumes an average down payment of 15% by each Lessee.
(6) Assumes that Gross Offering Proceeds of $3,000,000 yield 144 Leased
Vehicles (see note (2) above) and that Gross Offering Proceeds of
$7,500,000 yield 361 Leased Vehicles (see note (3) above).
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(7) Assumes that the average principal amount of each note is $10,000. At
Gross Offering Proceeds of $3,000,000, the Company estimates that it
will have approximately 300 notes. At Gross Offering Proceeds of
$7,500,000, the Company estimates that it will have approximately 750
notes.
(8) Assumes that 5% of all Notes need to be corrected in each year.
(9) At Gross Offering Proceeds of $3,000,000, assumes that 144 Lease
Contracts are outstanding on average each year and that, on an annual
basis, an average of 72 Lease Contracts will be accepted or released
annually. At Gross Offering Proceeds of $7,500,000, assumes that 361
Lease Contracts are outstanding on average each year and that, on an
annual basis, an average of 181 Lease Contracts will be accepted or
released annually.
(10) $300 to $500 per month - varies with volume of transactions.
(11) $2500 to $3500 - varies with volume of transactions.
(12) Assumes that the average residual value per Leased Vehicle is $10,138.
(13) Estimated to average $100 to $400 for each repossessed Leased Vehicle,
but in no event will the Company's obligation to reimburse Transition
Leasing exceed the amount of liquidation or insurance proceeds
realized with respect to the repossessed Leased Vehicles; estimated
annual expenditure assumes a 15% repossession rate.
(14) Estimated to average $100 to $400 for each Leased Vehicle upon
expiration of the lease, but in no event will the Company's obligation
to reimburse Transition Leasing exceed the amount of liquidation or
insurance proceeds realized with respect to the offlease Leased
Vehicles; estimated annual expenditure assumes (i) that 85% of all
Vehicle Leases will remain in effect through their term and (ii) that
all of such leases expire in the same year and must be remarketed at
that point in time.
(15) Assumes that 15% of all Leased Vehicles are repossessed, that 10% of
all repossessed vehicles cars are re-leased (the remaining repossessed
vehicles are sold at wholesale auction) and that the average down
payment is 15% of (a) the initial cost of the repossessed vehicle less
(b) one year's depreciation with respect to the repossessed vehicle
(which assumes that the default occurs, on average, not later than the
first anniversary of the lease commencement date).
(16) The Company estimates that depreciation on the Leased Vehicles will
more than offset income until the Maturity Date.
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The Table contains information based on a number of variables,
hypotheticals and assumptions believed reliable but not fully verified or
verifiable independently by management of the Company. Further, the effect of
such information on the presentation set forth in the Table is based on
estimates and future circumstances, including events that have not occurred,
that may not occur, or that may occur with different consequences from those
forecast. It is not possible for management to assess the impact of all such
factors on the presentation set forth in the Table or the extent to which a
variation in any factor or combination of factors may cause actual results to
differ materially from those contained in the Table. Accordingly, the
information set forth in the Table should not be relied upon as a prediction of
actual results. Future operating results are impossible to predict. No
representation or warranty of any kind is made by the Company, and none should
be inferred, respecting the accuracy or completeness of such forward-looking
information.
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PART II - INVESTOR SUITABILITY
The Company has imposed certain suitability standards for investors
which are set forth in the Prospectus. Additionally, the Guidelines require
that the Prospectus contain a description of the type of person who might
benefit from an investment in the Notes. As a general matter, the Company
believes that an investment in the Notes might benefit an investor who desires
(i) a fixed income security with an interest rate higher than that usually
available from financial institutions such as banks, (ii) a monthly interest
payment and (iii) a mid-term maturity and who, after reading the Prospectus and
considering the terms and circumstances of the offering of the Notes, believes
that the Notes meet his needs. The Company cautions investors that the
foregoing suggestion is not tailored to the specific needs, desires or
investment characteristics of a particular investor. Investors will need to
evaluate any potential investment in the Notes in light of their own personal
financial situation and circumstances, and only after carefully reviewing the
Prospectus and discussing it with their registered representative.
PART III - DEFINED TERMS
The following defined terms are included within the Guidelines but are not
included in the Prospectus. One or both of the Arizona Securities Division and
the Arkansas Securities Department have required that each of the following
terms be set forth in this Supplement. Where possible, this Supplement
correlates the definitions below with the information set forth in the
Prospectus - the correlation appears as italicized text.
ACQUISITION EXPENSES: all direct and indirect expenses incurred by the
Issuer in connection with the selection and acquisition of Eligible Assets,
whether or not acquired, other than Origination Fees.
ADMINISTRATOR: the official or agency administering the securities laws of
a state, province or commonwealth.
AFFILIATE: with respect to another Person, any of the following:
(a) Any Person directly or indirectly owning, controlling, or holding,
with power to vote, ten percent or more of the outstanding voting
securities of such other Person.
(b) Any Person ten percent or more of whose outstanding voting securities
are directly or indirectly owned, controlled, or held, with power to
vote, by such other Person.
(c) Any Person directly or indirectly controlling, controlled by, under
common control with such other Person.
(d) Any executive officer, director, trustee, or partner of such other
Person.
(e) Any legal entity for which such Person acts as an executive officer,
director, trustee, or partner.
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<PAGE>
FOR PURPOSES OF THE COMPANY'S OFFERING OF NOTES (THE "OFFERING"), THE
FOLLOWING PERSONS ARE AFFILIATES OF THE COMPANY: TRANSITION LEASING (WHICH OWNS
100% OF THE COMPANY'S CAPITAL STOCK), TRANSITION AUTO FINANCE, INC. (WHICH IS
ALSO A WHOLLY-OWNED SUBSIDIARY OF TRANSITION LEASING), AND THE OFFICERS AND
DIRECTORS OF THE COMPANY AND TRANSITION LEASING (ALL OF WHOM ARE IDENTIFIED IN
THE PROSPECTUS).
ASSET-BACKED SECURITIES: securities that provide a Stated Rate of Return
to Security Holders and that are primarily serviced as to both return of
investment and return on investment by the Cash Flow from designated Eligible
Assets, excluding:
(a) the securities of an investment company subject to the Investment
Company Act of 1940, and
(b) equity interests in limited partnerships or other direct investment
vehicles subject to other applicable registration guidelines.
FOR PURPOSES OF THE OFFERING, THE NOTES ARE ASSET-BACKED SECURITIES.
CASH FLOW: the amount of cash generated from operations, calculated in
compliance with Financial Accounting Standard 95, plus receipts from the
disposition or liquidation of Eligible Assets.
CONVERSION EXPENSES: the expenses associated with changing from one
Servicer to another Servicer or one Trustee to another Trustee.
ELIGIBLE ASSETS: financial or commercial assets, either fixed or revolving,
which are:
(a) generally homogenous in nature,
(b) subject to reasonably objective valuation,
(c) for other than Asset-Backed Securities with an Investment Grade
rating, self-liquidating or easily liquidated, and
(d) for other than Asset-Backed Securities with an Investment Grade
rating, capable of generating a predictable Cash Flow.
WITH RESPECT TO THE OFFERING, THE ELIGIBLE ASSETS CONSIST OF THE LEASED VEHICLES
AND THE CONTRACTS.
INVESTMENT GRADE: a rating that is in one of the four highest rating
categories as determined by a Rating Agency. The Company has not sought a
rating from any Rating Agency and the Notes are not rated.
ISSUER: the entity formed to issue the Asset-Backed Securities and to hold
ownership of, or a security interest in, the Eligible Assets. WITH RESPECT TO
THE OFFERING, THE ISSUER IS THE COMPANY,
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TRANSITION AUTO FINANCE II, INC., A TEXAS CORPORATION AND WHOLLY-OWNED
SUBSIDIARY OF TRANSITION LEASING MANAGEMENT, INC. THE SECURITY INTEREST IS
HELD BY THE TRUSTEE.
NET WORTH: the excess of total assets over total liabilities as determined
by generally accepted accounting principles.
ORIGINATION FEES: all fees, commissions, or other consideration, other than
the purchase price of the Eligible Assets, paid by any party to any party in
connection with the origination and sale of Eligible Assets to the Issuer.
Origination Fees does not include professional fees paid to attorneys,
accountants, appraisers, initial fees paid to Rating Agencies, and similar
professionals for providing routine professional services, which fees shall be
deemed Acquisition Expenses. WITH RESPECT TO THE OFFERING, THE ORIGINATION FEES
CONSIST OF THE MARKETING FEE, THE PURCHASE ADMINISTRATION FEE AND THE
DOCUMENTARY FEE PAID TO TRANSITION LEASING, THE LICENSE AND TITLE TRANSFER FEE
PAID TO THE STATE OF TEXAS, THE STATE INSPECTION FEE PAID TO THE VEHICLE
INSPECTOR (AN INDEPENDENT THIRD PARTY), AND THE COLLATERAL CUSTODIAL SERVICES
FEE PAID TO THE TRUSTEE.
ORIGINATOR: an entity, which may or may not be the Sponsor, that creates or
originates, directly or indirectly, Eligible Assets to be sold or pledged, to
the Issuer. WITH RESPECT TO THE OFFERING, THE ORIGINATOR IS TRANSITION LEASING
WHICH, PURSUANT TO THE MASTER PURCHASE AGREEMENT AND THE SERVICING AGREEMENT,
WILL GENERATE AND EVALUATE CUSTOMERS WHO MAY OR MAY NOT BE PERMITTED TO LEASE
VEHICLES FROM THE COMPANY PURSUANT TO CONTRACTS.
ORGANIZATIONAL AND OFFERING EXPENSES: All expenses incurred in connection
with and in preparing the Asset-Backed Securities for registration and
subsequently offering and distributing the Asset-Backed Securities to the
public. Organizational And Offering Expenses include, but are not limited to,
total underwriting and brokerage discounts and commissions (including fees of
the underwriters' attorneys), initial fees paid to Rating Agencies, expenses for
printing, engraving, mailing, salaries of employees while engaged in sales
activity, charges of transfer agents, registrars, trustees, escrow holders,
depositaries, experts, expenses of qualification of the sale of the securities
under Federal and State laws, including taxes and fees, and accountants and
attorneys' fees. WITH RESPECT TO THE OFFERING, THE ORGANIZATIONAL AND OFFERING
EXPENSES ARE SET FORTH IN THE PROSPECTUS. AS SET FORTH IN THE PROSPECTUS,
TRANSITION LEASING WILL PAY ALL ORGANIZATIONAL AND OFFERING EXPENSES OTHER THAN
UNDERWRITING AND BROKERAGE DISCOUNTS AND COMMISSIONS (WHICH TOTAL 8.5% OF GROSS
OFFERING PROCEEDS) AND THE COMPANY WILL BE OBLIGATED TO REIMBURSE TRANSITION
LEASING FOR ORGANIZATIONAL AND OFFERING EXPENSES ONLY TO THE EXTENT OF 1.5% OF
GROSS OFFERING PROCEEDS. ACCORDINGLY, UNDER THE TERMS OF THE OFFERING, THE
COMPANY'S RESPONSIBILITY FOR ALL ORGANIZATIONAL AND OFFERING EXPENSES WILL BE
LIMITED TO 10% OF GROSS OFFERING PROCEEDS.
PERSON: any natural person, partnership, corporation, association, trust,
or other legal entity.
PROSPECTUS: the primary disclosure document(s), by whatever name known,
utilized for the purpose of offering and selling Asset-Backed Securities to the
public. WITH RESPECT TO THE OFFERING, THE PROSPECTUS CONSISTS OF THAT CERTAIN
PROSPECTUS DATED JULY 14, 1998, AS SUPPLEMENTED BY THAT CERTAIN PROSPECTUS
SUPPLEMENT DATED AUGUST 20, 1998, AND AS FURTHER SUPPLEMENTED BY THIS
SUPPLEMENT.
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RATING AGENCY: Standard and Poor's Ratings Group, a division of McGraw Hill
Company; Moodys Investors Service, Inc.; Fitch Investors Service, Inc. or Duff &
Phelps Credit Rating Co. or a successor to any of the foregoing.
SPECIAL PURPOSE ENTITY: a trust, corporation, partnership, limited
liability company, or other legal entity formed for the purpose of making one or
more offerings of Asset-Backed Securities, holding an ownership interest or a
security interest in the Eligible Assets, and forwarding the Cash Flows from the
Eligible Assets to the Security Holders. WITH RESPECT TO THE OFFERING, THE
COMPANY IS A SPECIAL PURPOSE ENTITY AND WILL HOLD AN OWNERSHIP INTEREST IN THE
ELIGIBLE ASSETS BUT THE SECURITY INTEREST IN THE ELIGIBLE ASSETS WILL BE HELD BY
THE TRUSTEE ON BEHALF OF THE TRUST ESTATE AND THE COMPANY WILL FORWARD THE CASH
FLOWS TO THE TRUSTEE WHO, IN TURN, WILL FORWARD THEM TO NOTE HOLDERS AS PAYMENT
OF INTEREST AND PRINCIPAL ON THE NOTES.
SPONSOR: any Person directly or indirectly instrumental in organizing,
wholly or in part, an Issuer or any Person, other than the Trustee, who will
control, manage, or participate in the management of an Issuer or its assets.
Not included is any Person whose only relationship with the Issuer is that of an
independent Servicer of the Issuer's Eligible Assets, and whose only
compensation is as such. Sponsor does not include wholly independent third
parties such as attorneys, accountants, Rating Agencies, and underwriters whose
only compensation is for professional services rendered in connection with the
offering of Asset-Backed Securities. WITH RESPECT TO THE OFFERING, TRANSITION
LEASING IS THE SPONSOR.
STATED RATE OF RETURN: a return where the Security Holder is entitled to
receive either:
(a) a stated principal amount;
(b) interest on the principal amount (which may be a notional principal
amount) calculated by reference to (i) a fixed rate or (ii) a standard
or formula which does not reference any change in the market value or
fair value of Eligible Assets;
(c) interest on a principal amount (which may be a notional principal
amount) calculated by reference to (i) auctions among Security Holders
and prospective Security Holders, or (ii) a periodic remarketing of
the Asset-Backed Security;
(d) an amount representing specified fixed or variable portions of the
interest generated by the underlying Eligible Assets; or
(e) any combination of the above.
WITH RESPECT TO THE OFFERING, THE STATED RATE OF RETURN FOR EACH NOTE HOLDER IS
A COMBINATION OF THE PRINCIPAL AMOUNT OF SUCH HOLDER'S NOTE AND THE FIXED
INTEREST RATE OF 11% PER ANNUM.
TRUST ACCOUNT: the bank account created to receive funds from the
Collections Account and the Operating Account and from which payments are made
on the Asset-Backed Securities of the
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Issuer. WITH RESPECT TO THE OFFERING, THE TRUST ACCOUNT IS THE SINKING FUND
ACCOUNT DESCRIBED IN THE PROSPECTUS.
TRUST AGREEMENT: the governing document(s), by whatever name, which defines
the pooling arrangements and which establishes the rights, privileges, duties,
and responsibilities of the Trustee, the Issuer, the Security Holders, and, in
some cases, the Servicer in connection with the issuance of the Asset-Backed
Securities. The Trust established by the Trust Agreement may or may not be a
taxable entity and it may or may not serve as the Issuer of the Asset-Backed
Securities. The Trust Agreement may include the Servicing Agreement. WITH
RESPECT TO THE OFFERING, THE TRUST AGREEMENT CONSISTS OF THAT CERTAIN TRUST
INDENTURE DATED JULY 8, 1998, BY AND AMONG THE COMPANY, TRANSITION LEASING AND
TRUST MANAGEMENT, INC. (THE "TRUST INDENTURE") AND THAT CERTAIN SERVICING
AGREEMENT DATED JULY 8, 1998, BY AND BETWEEN THE COMPANY AND TRANSITION LEASING
(THE "SERVICING AGREEMENT"). COPIES OF THE TRUST INDENTURE AND THE SERVICING
AGREEMENT ARE AVAILABLE FROM THE COMPANY, WITHOUT CHARGE. REQUESTS FOR COPIES
OF SUCH DOCUMENTS SHOULD BE SENT TO KEN LOWE, PRESIDENT AND CHIEF FINANCIAL
OFFICER, TRANSITION AUTO FINANCE II, INC., 5422 ALPHA ROAD, SUITE 100, DALLAS,
TX 75240 (TELEPHONE (972) 404-0042).
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