CHRYSLER FINANCIAL CO LLC
8-K, 1999-03-04
ASSET-BACKED SECURITIES
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                                                               CONFORMED COPY


                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549



                                   FORM 8-K



                                CURRENT REPORT

                      Pursuant to Section 13 or 15(d) of
                     the Securities Exchange Act of 1934



                                 March 2, 1999
Date of Report ............................................................
                      (Date of earliest event reported)

                      CHRYSLER FINANCIAL COMPANY L.L.C.
 ...........................................................................
            (Exact name of registrant as specified in its charter)


State of Michigan                  333-71169                38-2997412
 ...........................................................................
(State or other jurisdiction      (Commission)            (IRS Employer
  of incorporation)                 File No.)           Identification No.)


                27777 Franklin Rd., Southfield, Michigan 48034
                ..............................................
                   (Address of principal executive offices)


                                                      (248) 948-3067
Registrant's telephone number, including area code.........................


This filing relates to Registration Statement No. 333-71169.




<PAGE>

Item 5.  Other Events.

         In connection with the proposed offering of Premier Auto Trust
1999-1, Asset Backed Notes, Class A-2, Class A-3 and Class A-4, attached as
Exhibit 99 are certain materials prepared by Chrysler Financial Company
L.L.C. that are required to be filed pursuant to the no-action letter dated
May 20, 1994 issued by the staff of the Securities and Exchange Commission
(the "Commission") to Kidder, Peabody Acceptance Corporation-1, Kidder,
Peabody & Co. Incorporated and Kidder Structured Asset Corporation and the
no-action letter dated February 15, 1995 issued by the staff of the
Commission to the Public Securities Association.


Item 7.  Financial Statements, Pro Forma Financial Information and
         Exhibits.

         Listed below are the financial statements, pro forma financial
information and exhibits, if any, filed as a part of this Report:


(a)      Financial statements of businesses acquired;

         None

(b)      Pro forma financial information:

         None

(c)      Exhibits:

         Exhibit 99


                                    - 2 -


<PAGE>

                                  SIGNATURES



         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                            CHRYSLER FINANCIAL COMPANY L.L.C.



Date: March 2, 1999                         By:  /s/ B.C. Babbish           
                                               -----------------------------
                                                     B.C. Babbish
                                                     Assistant Secretary


                                    - 3 -

<PAGE>

                                EXHIBIT INDEX


Exhibit
  No.             Description of Exhibit
- -------           ----------------------

  99              Material prepared by Chrysler Financial Company L.L.C. in
                  connection with Premier Auto Trust 1999-1 pursuant to the
                  no-action letter dated May 20, 1994 issued by the staff of
                  the Securities and Exchange Commission (the "Commission")
                  to Kidder, Peabody Acceptance Corporation-1, Kidder,
                  Peabody & Co. Incorporated and Kidder Structured Asset
                  Corporation and the no-action letter dated February 15,
                  1995 issued by the staff of the Commission to the Public
                  Securities Association.


                                    - 4 -





                                  EXHIBIT 99



        Premier Auto Trust 1999-1 Structural and Collateral Materials


<PAGE>


         The information contained in the attached materials is referred to
as the "Information".

         The attached Term Sheet has been prepared by Chrysler Financial
Company L.L.C. ("CFC"). Neither Merrill Lynch, Pierce, Fenner & Smith
Incorporated ("Merrill Lynch") nor any of its affiliates makes any
representation as to the accuracy or completeness of the Information herein.
The Information contained herein is preliminary and will be superseded by the
applicable prospectus supplement and by any other information subsequently
filed with the Securities and Exchange Commission.

         The Information contained herein will be superseded by the
description of the collateral pool contained in the prospectus supplement
relating to the securities.

         The Information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment.
As such, the Information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the Information,
including structure and collateral, may be modified from time to time to
reflect changed circumstances.

         Although a registration statement (including the prospectus)
relating to the securities discussed in this communication has been filed
with the Securities and Exchange Commission and is effective, the final
prospectus supplement relating to the securities discussed in this
communication has not been filed with the Securities and Exchange Commission.
This communication shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any offer or sale of the securities
discussed in this communication in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Prospective purchasers are
referred to the final prospectus and prospectus supplement relating to the
securities discussed in this communication for definitive Information on any
matter discussed in this communication. Any investment decision should be
based only on the data in the prospectus and the prospectus supplement
("Offering Documents") and the then current version of the Information.
Offering Documents contain data that is current as of their publication dates
and after publication may no longer be complete or current. A final
prospectus and prospectus supplement may be obtained by contacting the
Merrill Lynch Trading Desk at 212-449-3659.


<PAGE>

                                $1,359,367,000

                          Premier Auto Trust 1999-1


                        CHRYSLER FINANCIAL CORPORATION
                             Seller and Servicer



                           COMPUTATIONAL MATERIALS





The following 11 pages only may be distributed to potential purchasers

The Computational Materials form MUST accompany every Computational Materials
package.





                                                     BEAR, STEARNS & CO. INC.


<PAGE>





         The information contained in the attached materials is referred to
as the "Information".

         The attached Term Sheet has been prepared by Chrysler Financial
Company L.L.C. ("CFC"). Neither Bear, Stearns & Co. Inc. ("Bear Stearns") nor
any of its affiliates makes any representation as to the accuracy or
completeness of the Information herein. The Information contained herein is
preliminary and will be superseded by the applicable prospectus supplement
and by any other information subsequently filed with the Securities and
Exchange Commission.

         The Information contained herein will be superseded by the
description of the collateral pool contained in the prospectus supplement
relating to the securities.

         The Information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment.
As such, the Information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the Information,
including structure and collateral, may be modified from time to time to
reflect changed circumstances.

         Although a registration statement (including the prospectus)
relating to the securities discussed in this communication has been filed
with the Securities and Exchange Commission and is effective, the final
prospectus supplement relating to the securities discussed in this
communication has not been filed with the Securities and Exchange Commission.
This communication shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any offer or sale of the securities
discussed in this communication in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Prospective purchasers are
referred to the final prospectus and prospectus supplement relating to the
securities discussed in this communication for definitive Information on any
matter discussed in this communication. Any investment decision should be
based only on the data in the prospectus and the prospectus supplement
("Offering Documents") and the then current version of the Information.
Offering Documents contain data that is current as of their publication dates
and after publication may no longer be complete or current. A final
prospectus and prospectus supplement may be obtained by contacting the Bear
Stearns Trading Desk at 212-272-4955.

         General Information: The data underlying the Information has been
obtained from sources that we believe are reliable, but we do not guarantee
the accuracy of the underlying data or computations based thereon. Bear
Stearns and/or individuals thereof may have positions in these securities
while the Information is circulating or during such period may engage in
transactions with the issuer or its affiliates. We act as principal in
transactions with you, and accordingly, you must determine the
appropriateness for you of such transactions and address any legal, tax or
accounting considerations applicable to you. Bear Stearns shall not be a
fiduciary or advisor unless we have agreed in writing to receive compensation
specifically to act in such capacities. If you are subject to ERISA, the
Information is being furnished on the condition that it will not form a
primary basis for any investment decision. The Information is not a
solicitation of any transaction in securities which may be made only by
prospectus when required by law, in which event you may obtain such
prospectus from Bear Stearns by calling the telephone number listed above.

[Bear Sterns Logo]

<PAGE>



         The information contained in the attached materials is referred to
as the "Information".

         The attached Term Sheet has been prepared by Chrysler Financial
Company L.L.C. ("CFC"). Neither Chase Securities Inc. ("Chase Securities")
nor any of its affiliates makes any representation as to the accuracy or
completeness of the Information herein. The Information contained herein is
preliminary and will be superseded by the applicable prospectus supplement
and by any other information subsequently filed with the Securities and
Exchange Commission.

         The Information contained herein will be superseded by the
description of the collateral pool contained in the prospectus supplement
relating to the securities.

         The Information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment.
As such, the Information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the Information,
including structure and collateral, may be modified from time to time to
reflect changed circumstances.

         Although a registration statement (including the prospectus)
relating to the securities discussed in this communication has been filed
with the Securities and Exchange Commission and is effective, the final
prospectus supplement relating to the securities discussed in this
communication has not been filed with the Securities and Exchange Commission.
This communication shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any offer or sale of the securities
discussed in this communication in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Prospective purchasers are
referred to the final prospectus and prospectus supplement relating to the
securities discussed in this communication for definitive Information on any
matter discussed in this communication. Any investment decision should be
based only on the data in the prospectus and the prospectus supplement
("Offering Documents") and the then current version of the Information.
Offering Documents contain data that is current as of their publication dates
and after publication may no longer be complete or current. A final
prospectus and prospectus supplement may be obtained by contacting the Chase
Securities Trading Desk at 212-834-3720.




<PAGE>

         The information contained in the attached materials is referred to
as the "Information".

         The attached Term Sheet has been prepared by Chrysler Financial
Company L.L.C. ("CFC"). Neither Morgan Stanley & Co. Incorporated ("Morgan
Stanley") nor any of its affiliates makes any representation as to the
accuracy or completeness of the Information herein. The Information contained
herein is preliminary and will be superseded by the applicable prospectus
supplement and by any other information subsequently filed with the
Securities and Exchange Commission.

         The Information contained herein will be superseded by the
description of the collateral pool contained in the prospectus supplement
relating to the securities.

         The Information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment.
As such, the Information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the Information,
including structure and collateral, may be modified from time to time to
reflect changed circumstances.

         Although a registration statement (including the prospectus)
relating to the securities discussed in this communication has been filed
with the Securities and Exchange Commission and is effective, the final
prospectus supplement relating to the securities discussed in this
communication has not been filed with the Securities and Exchange Commission.
This communication shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any offer or sale of the securities
discussed in this communication in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Prospective purchasers are
referred to the final prospectus and prospectus supplement relating to the
securities discussed in this communication for definitive Information on any
matter discussed in this communication. Any investment decision should be
based only on the data in the prospectus and the prospectus supplement
("Offering Documents") and the then current version of the Information.
Offering Documents contain data that is current as of their publication dates
and after publication may no longer be complete or current. A final
prospectus and prospectus supplement may be obtained by contacting the Morgan
Stanley Trading Desk at 212-761-2248.



<PAGE>


[EXCLUSIVELY FOR SALOMON SMITH BARNEY INC.]


                           Computational Materials

                  Premier Auto Trust 1999-1 Retail Auto ABS
                  -----------------------------------------


                $1,359,367,000 Retail Auto Asset-Backed Notes

                      Chrysler Financial Company L.L.C.
                             Seller and Servicer


                $520,000,000 Class A-2 [ ]% Asset-Backed Notes
                $510,000,000 Class A-3 [ ]% Asset-Backed Notes
                $329,367,000 Class A-4 [ ]% Asset-Backed Notes


                                Computational
                                  Materials

Neither the Issuer of the Notes nor any of its affiliates make any
representation as to the accuracy or completeness of the information herein.
The information herein is preliminary, and will be superseded by the
applicable prospectus supplement and by any other information subsequently
filed with the Securities and Exchange Commission. The information addresses
only certain aspects of the applicable security's characteristics and thus
does not provide a complete assessment. As such, the information may not
reflect the impact of all structural characteristics of the security. The
assumptions underlying the information, including structure and collateral,
may be modified from time to time to reflect changed circumstances. The
attached term sheet is not intended to be a prospectus and any investment
decision with respect to the Notes should be made by you based solely upon
all of the information contained in the final prospectus. Under no
circumstances shall the information presented constitute an offer to sell or
the solicitation of an offer to buy nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of such jurisdiction. The securities may not be sold nor may an offer to
buy be accepted prior to the delivery of a final prospectus relating to the
securities. All information described herein is preliminary, limited in
nature and subject to completion or amendment. No representation is made that
the above referenced securities will actually perform as described in any
scenario presented. The Depositors have not prepared, reviewed or
participated in the preparation hereof, are not responsible for the accuracy
hereof and have not authorized the dissemination hereof. A final prospectus
and prospectus supplement may be obtained by contacting the Salomon Smith
Barney Syndicate Desk at (212) 783-3727.


<PAGE>

         The information contained in the attached materials is referred to
as the "Information".

         The attached Term Sheet has been prepared by Chrysler Financial
Company L.L.C. ("CFC"). Neither Salomon Smith Barney Inc. ("Salomon") nor any
of its affiliates makes any representation as to the accuracy or completeness
of the Information herein. The Information contained herein is preliminary
and will be superseded by the applicable prospectus supplement and by any
other information subsequently filed with the Securities and Exchange
Commission.

         The Information contained herein will be superseded by the
description of the collateral pool contained in the prospectus supplement
relating to the securities.

         The Information addresses only certain aspects of the applicable
security's characteristics and thus does not provide a complete assessment.
As such, the Information may not reflect the impact of all structural
characteristics of the security. The assumptions underlying the Information,
including structure and collateral, may be modified from time to time to
reflect changed circumstances.

         Although a registration statement (including the prospectus)
relating to the securities discussed in this communication has been filed
with the Securities and Exchange Commission and is effective, the final
prospectus supplement relating to the securities discussed in this
communication has not been filed with the Securities and Exchange Commission.
This communication shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any offer or sale of the securities
discussed in this communication in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state. Prospective purchasers are
referred to the final prospectus and prospectus supplement relating to the
securities discussed in this communication for definitive Information on any
matter discussed in this communication. Any investment decision should be
based only on the data in the prospectus and the prospectus supplement
("Offering Documents") and the then current version of the Information.
Offering Documents contain data that is current as of their publication dates
and after publication may no longer be complete or current. A final
prospectus and prospectus supplement may be obtained by contacting the
Salomon Smith Barney Syndicate Desk at 212-783-3727.




<PAGE>


                          Premier Auto Trust 1999-1
           Chrysler Financial Company L.L.C., Seller and Servicer

                             Subject to Revision
                       Term Sheet dated March 2, 1999

Issuer ...................... Premier Auto Trust 1999-1 (the "Trust" or the
                              "Issuer").

Seller....................... Chrysler Financial Company L.L.C. (the "Seller"
                              or "CFC").

Servicer..................... CFC (in such capacity, the "Servicer"). 

Indenture Trustee ........... The First National Bank of Chicago, as trustee
                              under the Indenture (the "Indenture Trustee").

Owner Trustee ............... Chase Manhattan Bank Delaware, as trustee under
                              the Trust Agreement (the "Owner Trustee").

The Notes.................... (i) Class A-1 _____% Asset Backed Notes (the
                              "Class A-1 Notes") in the aggregate initial
                              principal amount of $325,000,000.00;

                              (ii) Class A-2 ____% Asset Backed Notes (the
                              "Class A-2 Notes") in the aggregate initial
                              principal amount of $520,000,000.00;

                              (iii) Class A-3 _____% Asset Backed Notes (the
                              "Class A-3 Notes") in the aggregate initial
                              principal amount of $510,000,000.00; and

                              (iv) Class A-4 _____% Asset Backed Notes (the
                              "Class A-4 Notes" and, together with the Class
                              A-1 Notes, Class A-2 Notes and Class A-3 Notes,
                              the "Notes") in the aggregate initial principal
                              amount of $329,367,000.00.

The Certificates ............ The Trust will also issue Asset Backed
                              Certificates (the "Certificates" and, together
                              with the Notes, the "Securities") with an
                              aggregate initial Certificate Balance of
                              $65,625,000.00. The Certificates will represent
                              fractional undivided interests in the Trust and
                              will be issued pursuant to the Trust Agreement.
                              The Certificates will not bear interest. No
                              principal will be paid on the Certificates
                              until the Notes have been paid in full.

The Receivables.............. On the Closing date, the Trust will purchase a
                              pool of motor vehicle retail installment sale
                              contracts (the "Receivables")


<PAGE>

                              having an aggregate principal balance of
                              $1,819,991,785.21 (the "Initial Pool Balance")
                              as of February 24, 1999 (the "Cutoff Date").
                              The "Pool Balance" will represent the aggregate
                              principal balance of the Receivables at the end
                              of a calendar month (the "Collection Period"),
                              after giving effect to all payments received
                              from obligors, purchase amounts to be remitted
                              by the Servicer or the Seller, as the case may
                              be, all for such Collection Period, and all
                              losses realized on Receivables liquidated
                              during such Collection Period.

Terms of the Notes: 

A. Payment Dates............. Interest and principal payments on the Notes
                              will be made on the eighth day of each month
                              (each, a "Payment Date"), beginning April 8,
                              1999. If the eighth is not a business day, then
                              the payments will be made on the following
                              business day.

B. Interest Rates ........... The Notes will have fixed interest rates.

C. Interest ................. Interest on the outstanding principal amount of
                              any Class of Notes, other than the Class A-1
                              Notes, will accrue at the applicable Interest
                              Rate from the Closing Date (in the case of the
                              first Payment Date) or from the eighth day of
                              the month preceding the month of a Payment Date
                              to and including the seventh day of the month
                              of such Payment Date (each, an "Interest
                              Accrual Period"). Interest on the outstanding
                              principal amount of the Class A-1 Notes will
                              accrue at the applicable Interest Rate from the
                              Closing Date (in the case of the first Payment
                              Date) or from the m ost recent Payment Date on
                              which interest has been paid to but excluding
                              the following Payment Date (each, a "Class A-1
                              Interest Accrual Period"). Interest on each
                              class of Notes, other than the Class A-1 Notes,
                              will be calculated on the basis of a 360-day
                              year consisting of twelve 30-day months.
                              Interest on the Class A-1 Notes will be
                              calculated on the basis of the actual number of
                              days in the Class A-1 Interest Accrual Period
                              divided by 360.

D. Principal................. No principal payments will be made (i) on the
                              Class A-2 Notes until the Class A-1 Notes have
                              been paid in full; (ii) on the Class A-3 Notes
                              until the Class A-2 Notes have been paid in
                              full; or (iii) on the Class A-4 Notes until the
                              Class A-3 Notes have been paid in full.

                              The outstanding principal amount of the Class
                              A-1 Notes, to the extent not previously paid,
                              will be payable on the December 1999 Payment
                              Date (the "Class A-1 Final Scheduled Payment
                              Date"); the outstanding principal amount of the
                              Class A-2 Notes, to the extent not previously
                              paid, will be payable on the July 2001 Payment
                              Date (the "Class A-2 Final Scheduled Payment
                              Date"); the outstanding principal amount of the
                              Class A-3 Notes,

                                      2

<PAGE>
                              to the extent not previously paid, will be
                              payable on the November 2002 Payment Date (the
                              "Class A-3 Final Scheduled Payment Date"); and
                              the outstanding principal amount of the Class
                              A-4 Notes, to the extent not previously paid,
                              will be payable on the October 2003 Payment
                              Date (the "Class A-4 Final Scheduled Payment
                              Date").

                              The principal of the Notes payable on each
                              Payment Date shall generally equal (i) the
                              amount of principal that was collected on the
                              Receivables during the calendar month and (ii)
                              Excess Interest Collections. "Excess Interest
                              Collections" are the interest collections on
                              the Receivables that remain after payment of
                              (a) the Servicing Fee (together with any
                              portion of the Servicing Fee that remains
                              unpaid from prior Payment Dates), (b) the
                              interest due on the Notes, and (c) the amount,
                              if any, required to be d eposited in the
                              Reserve Account on such Payment Date. During
                              the Release Period, the principal available to
                              be paid on the Notes on each Payment Date shall
                              be reduced by the Cash Release Amount as
                              described under "Overcollateralization and
                              Release of Initial Overcollateralization
                              Amount".

E. Optional Redemption ...... The outstanding Class A-4 Notes will be subject
                              to redemption in whole, but not in part, on any
                              Payment Date by the Servicer when the Pool
                              Balance has declined to 10% or less of the
                              Initial Pool Balance.

Overcollateralization 
  and Release of 
  Initial 
  Overcollateralization 
  Amount..................... The Initial Pool Balance, $1,819,991,785.21,
                              will exceed the $1,749,992,000.00 initial
                              aggregate principal amount of the Securities
                              (the "Initial Securities Principal Balance"),
                              by an amount equal to $69,999,785.21 (the
                              "Initial Overcollateralization Amount"), which
                              amount is approximately 4.00% of the Initial
                              Securities Principal Balance. Unless offset by
                              losses on the Receivables or the release of
                              cash during the Release Period as described
                              below, the distribution of the Excess Interest
                              Collections, if any, on a Payment Date is
                              expected to cause the aggregate principal
                              amount of the Notes to decrease faster than the
                              Pool Balance decreases, thereby increasing the
                              Overcollateralization Amount. The
                              "Overcollateralization Amount" in respect of a
                              Payment Date is equal to (a) the Pool Balance
                              as of the end of the related Collection Period
                              (the "Related Pool Balance") minus (b) the
                              aggregate outstanding amount of Securities
                              after giving effect to payments made on the
                              Securities on such Payment Date.

                              Subject to the conditions set forth below, on
                              each Payment Date during the Release Period (as
                              defined below), an amount (the "Cash Release
                              Amount") will be released to Premier
                              Receivables

                                      3

<PAGE>
                              L.L.C. (the "Company"). The Cash Release Amount
                              shall be the greater of:

                                   (i)  (A x 95.5%) + B - C

                                                 or 

                                  (ii)  $0.00 

                              where

                              A = the Related Pool Balance

                              B = the amount of principal and Excess Interest
                                  Collections that is available to be 
                                  distributed to Noteholders on the current
                                  Payment Date

                              C = the aggregate outstanding amount of
                                  Securities before giving effect to payments
                                  made on such Payment Date

                              The effect of such requirement is to maintain
                              the Overcollateralization percentage at or
                              above 4.50% during the Release Period.

                              The release of cash to the Company, as
                              described above is subject to satisfaction of
                              all of the following conditions:

                              (1) the cumulative amount of all Cash Release
                                  Amounts during the Release Period shall not
                                  exceed the Initial Overcollateralization
                                  Amount;

                              (2) no Cash Release Amount will be released
                                  until the Class A-1 Notes have been repaid
                                  in full; and

                              (3) the amount in the Reserve Account shall be
                                  equal to the Specified Reserve Amount.

                              The "Release Period" is the period starting on
                              the Payment Date on which the Cash Release
                              Amount is first released to the Company and
                              ending on the Payment Date on which the
                              cumulative Cash Release Amounts equal the
                              Initial Overcollateralization Amount.

Reserve Account.............. The "Reserve Account" will be part of the
                              Collection Account. On the Closing Date cash or
                              Eligible Investments having a value at least
                              equal to $4,374,980.00 (the "Specified Reserve
                              Amount"), which is 0.25% of the Initial
                              Securities Principal Balance, will be allocated
                              to the Reserve Account.

                              Funds will be applied from the Reserve Account
                              to cover any shortfalls in the payment of
                              interest due on the Notes. In addition, the
                              funds in the Reserve Account will be applied to
                              the payment of principal on the Notes (i) if a
                              Class of Notes has not

                                      4

<PAGE>
                              otherwise been paid in full on its Final
                              Scheduled Payment Date or (ii) if the aggregate
                              outstanding amount of the Notes on a Payment
                              Date exceeds the Related Pool Balance. On each
                              Payment Date, the Reserve Account will be
                              reinstated up to the Specified Reserve Amount
                              as set forth in "Priority of Payments" below.

Priority of Payments ........ Collections in respect of the Receivables for
                              each Collection Period will generally be
                              applied in the following order of priority: (i)
                              the Servicing Fee, together with any previously
                              unpaid Servicing Fees, to the Servicer, (ii)
                              interest on the Notes, to the holders of the
                              Notes, (iii) amounts, if any, to the Reserve
                              Account until it contains the Specified Reserve
                              Amount, (iv) principal to the Noteholders in
                              the amount and priority set forth herein, (v)
                              during the Release Period, the Cash Release
                              Amount, to the Company, (vi) after the Notes
                              have been paid in full, to the
                              Certificateholders until the Certificate
                              Balance has been reduced to zero and (vii) the
                              remaining balance, if any, to the Company.

Rating of the Notes.......... The Notes will be rated in the highest
                              investment rating category by at least two
                              nationally recognized rating agencies.

                                      5

<PAGE>
The Receivables Pool

      As of the Cutoff Date, each Receivable (i) had a principal balance of
at least $300.00 and (ii) was not more than 30 days past due (an account is
not considered past due if the amount past due is less than 10.00% of the
scheduled monthly payment). As of the Cutoff Date, no Obligor on any
Receivable was noted in the related records of the Seller as being the
subject of a bankruptcy proceeding, and no Obligor on any Receivable financed
a Financed Vehicle under the Seller's "New-Finance Buyer Plan" program. No
selection procedures believed by the Seller to be adverse to Noteholders were
used in selecting the Receivables.

      Set forth in the following tables is information concerning the
composition, distribution by annual percentage rate ("APR") and the
geographic distribution of the Receivables Pool as of the Cutoff Date.

<TABLE>
<CAPTION>
                          Premier Auto Trust 1999-1
                     Composition of the Receivables Pool

                                                   Weighted     Weighted
   Weighted                                         Average     Average        Average
Average APR of      Aggregate        Number of     Remaining    Original      Principal
 Receivables    Principal Balance   Receivables      Term        Term          Balance
- --------------  -----------------   -----------    ---------    --------      ---------
<S>            <C>                    <C>        <C>           <C>            <C>
    9.11%      $1,819,991,785.21      111,776    56.69 months  58.03 months   $16,282.49 
</TABLE>

      Approximately 78.39% of the aggregate principal balance of the
Receivables, constituting 73.23% of the number of the Receivables, represent
new vehicles, and approximately 21.61% of the aggregate principal balance of
the Receivables, constituting 26.77% of the number of the Receivables,
represent used vehicles. Approximately 86% of the aggregate principal balance
of the Receivables represent vehicles manufactured by Chrysler and
approximately 14% of the Initial Pool Balance represents financing of
vehicles manufactured by vehicle manufacturers other than Chrysler. All of
the Receivables are Si mple Interest Receivables. Approximately 6.24% of the
aggregate principal balance of the Receivables are Fixed Value Receivables.

                                      6

<PAGE>

                          Premier Auto Trust 1999-1
                 Distribution by APR of the Receivables Pool

                                                            Percent of 
                                                            Aggregate  
                       Number of   Aggregate Principal      Principal  
     APR Range        Receivables       Balance             Balance(1) 
     ---------        -----------  -------------------      -----------

0.00% to 5.00% ....      3,850     $ 60,312,072.48             3.3%
5.01% to 6.00% ....      6,878      124,213,076.19             6.8
6.01% to 7.00% ....     13,030      216,153,310.05            11.9
7.01% to 8.00% ....     22,596      389,091,477.23            21.4
8.01% to 9.00% ....     17,412      296,692,957.45            16.3
9.01% to 10.00% ...     15,559      254,314,695.56            14.0
10.01% to 11.00% ..      9,100      148,994,315.25             8.2
11.01% to 12.00% ..      6,508       99,601,349.36             5.5
12.01% to 13.00% ..      4,991       72,052,717.27             4.0
13.01% to 14.00% ..      3,023       41,113,760.66             2.3
14.01% to 15.00% ..      2,615       35,935,570.07             2.0
15.01% to 16.00% ..      1,446       19,604,261.39             1.1
16.01% to 17.00% ..      1,262       17,231,346.58             0.9
17.01% to 18.00% ..      1,986       27,955,571.92             1.5
18.01% to 19.00% ..        296        3,471,869.39             0.2
19.01% to 20.00% ..      1,162       12,615,985.94             0.7
Greater than 20.00%         62          637,448.42             0.0
                       -------   -----------------           ----- 
   Totals .........    111,776   $1,819,991,785.21           100.0%
                       =======   =================           ===== 
- --------------- 
(1) Percentages may not add to 100.0% because of rounding. 

                                      7


<PAGE>
                      Premier Auto Trust 1999-1 
         Geographic Distribution of the Receivables Pool(1)(2) 

                           Percent of                           Percent of
                           Aggregate                             Aggregate
                           Principal                             Principal
State                       Balance     State                     Balance
- -----                      ----------   -----                   ----------
Alabama ...................... 1.3%     Montana.................... 0.2% 
Alaska........................ 0.3      Nebraska................... 0.7 
Arizona....................... 1.5      Nevada..................... 0.5 
Arkansas...................... 1.9      New Hampshire ............. 1.1 
California.................... 7.9      New Jersey................. 2.5 
Colorado...................... 0.8      New Mexico................. 0.6 
Connecticut................... 1.1      New York .................. 3.5 
Delaware...................... 0.4      North Carolina ............ 3.1 
District of Columbia.......... 0.0      North Dakota .............. 0.3 
Florida ...................... 7.0      Ohio....................... 1.2 
Georgia....................... 4.0      Oklahoma .................. 1.3 
Hawaii ....................... 0.1      Oregon..................... 1.4 
Idaho......................... 0.2      Pennsylvania............... 4.3 
Illinois ..................... 6.2      Rhode Island............... 0.3 
Indiana....................... 2.7      South Carolina ............ 1.5 
Iowa.......................... 1.2      South Dakota .............. 0.3 
Kansas ....................... 1.5      Tennessee ................. 1.8 
Kentucky...................... 1.0      Texas...................... 8.6 
Louisiana .................... 1.1      Utah....................... 0.2 
Maine ........................ 0.6      Vermont.................... 0.3 
Maryland ..................... 5.8      Virginia .................. 3.4 
Massachusetts ................ 2.5      Washington................. 1.3 
Michigan...................... 4.1      West Virginia.............. 0.5 
Minnesota .................... 2.4      Wisconsin ................. 1.3 
Mississippi................... 0.5      Wyoming.................... 0.1 
Missouri...................... 3.4      Total ................... 100.0% 

- ------------------------------- 
(1) Based on physical addresses of the dealers originating the receivables.
(2) Percentages may not add to 100.0% because of rounding.

                                      8

<PAGE>

Delinquencies, Repossessions and Net Losses 

      Set forth below is certain information concerning the experience of CFC
and its United States subsidiaries pertaining to retail new and used
automobile and light duty truck receivables, including those previously sold
which CFC continues to service. Fixed Value Receivables were first originated
in July 1991. There can be no assurance that the delinquency, repossession
and net loss experience on the Receivables will be comparable to that set
forth below. 

<TABLE>
<CAPTION>
                                                 Delinquency Experience(1)
                                                   (Dollars in Millions)

                                                     At December 31, 
                         -------------------------------------------------------------------------
                                  1998                      1997                      1996 
                         ---------------------    ----------------------     ---------------------
                         Number of                Number of                  Number of
                         Contracts      Amount    Contracts      Amount      Contracts      Amount 
                         ---------      ------    ----------     ------      ---------      ------
<S>                      <C>          <C>          <C>          <C>          <C>          <C>      
Portfolio ............   1,788,062    $  24,854    1,697,755    $  21,879    1,679,880    $  21,197

Period of Delinquency
   31-60 Days ........      48,916    $     565       58,421    $     708       65,297    $     843
   61 Days or More ...       3,751           48        7,360          102        8,175          118
                         ---------    ---------    ---------    ---------    ---------    ---------
Total Delinquencies ..      52,667    $     613       65,781    $     810       73,472    $     961
                         =========    =========    =========    =========    =========    =========
Total Delinquencies as
   a Percent of the
   Portfolio .........        2.95%        2.47%        3.87%        3.70%        4.37%        4.53%

<CAPTION>
                                                     At December 31, 
                         -------------------------------------------------------------------------
                                  1995                      1994                      1993 
                         ---------------------    ----------------------     ---------------------
                         Number of                Number of                  Number of
                         Contracts      Amount    Contracts      Amount      Contracts      Amount 
                         ---------      ------    ----------     ------      ---------      ------
<S>                      <C>          <C>          <C>          <C>          <C>          <C>      
Portfolio ............   1,653,533    $  20,913    1,444,736    $  16,977    1,352,218    $  14,116

Period of Delinquency
   31-60 Days ........      55,507    $     720       25,888    $     293       16,350    $     153
   61 Days or More ...       6,792          100        2,085           27        1,383           15
                         ---------    ---------    ---------    ---------    ---------    ---------
Total Delinquencies ..      62,299    $     820       27,973    $     320       17,733    $     168
                         =========    =========    =========    =========    =========    =========
Total Delinquencies as
   a Percent of the
   Portfolio .........        3.77%        3.92%        1.94%        1.88%        1.31%        1.19%
<FN>
- -------------------------- 
(1) All amounts and percentages are based on the principal balance and
    estimated interest to be earned on each contract. The information in the
    table includes an immaterial amount of retail installment sale contracts
    on vehicles other than automobiles and light duty trucks and includes
    previously sold contracts which CFC continues to service.
</TABLE>

                                      9

<PAGE>
<TABLE>
<CAPTION>
                                                                 Credit Loss/Repossession Experience(1)
                                                                          (Dollars in Millions)

                                                                         Year Ended December 31 
                                                -------------------------------------------------------------------------
                                                   1998        1997         1996        1995         1994         1993 
                                                   ----        ----         ----        ----         ----         ---- 
<S>                                             <C>         <C>          <C>         <C>          <C>          <C>    
Average Amount Outstanding
  During the Period .........................     $23,581     $21,485      $21,062     $19,486      $15,517      $12,882
                                                                                     
Average Number of Contracts                                                          
  Outstanding During the Period .............   1,747,846   1,688,525    1,671,405   1,572,963    1,396,497    1,341,084
                                                                                     
Percent of Contracts Acquired                                                        
  During the Period with Recourse                                                      
  to the Dealer .............................        8.83%      10.91%        9.05%      14.80%       17.00%       16.20%
                                                                                     
Repossessions as a Percent of                                                        
  Average Number of Contracts Outstanding ...        2.77%       3.40%        3.82%       3.05%        2.36%        2.15%
                                                                                     
Net Losses as a Percent of                                                           
  Liquidations(2)(3) ........................        2.77%       3.36%        3.17%       2.25%        1.38%        1.34%
                                                                                     
Net Losses as a Percent of                                                           
  Average Amount Outstanding(2) .............        1.39%       1.80%        1.68%       1.16%        0.73%        0.75%
                                                                                     
<FN>

(1) Except as indicated, all amounts and percentages are based on the
    principal balance and estimated interest to be earned on each contract.
    The information in the table includes an immaterial amount of retail
    installment sales contracts on vehicles other than automobiles and light
    duty trucks and includes previously sold contracts that CFC continues to
    service.

(2) Net losses are equal to the aggregate of the balances of all contracts
    which are determined to be uncollectible in the period, less any
    recoveries on contracts charged off in the period or any prior periods,
    including any losses resulting from disposition expenses and any losses
    resulting from the failure to recover commissions to dealers with respect
    to contracts that are prepaid or charged off.

(3) Liquidations represent a reduction in the outstanding balances of the
    contracts as a result of monthly cash payments and charge-offs.
</TABLE>

     Notwithstanding the improvement in credit losses for 1998, higher credit
losses could be experienced in the near term. No assurance can be given as to
future results.

     The net loss figures above reflect the fact that the Seller had recourse
to Dealers on a portion of its retail installment sale contracts. By
aggregate principal balance, approximately 1.45% of the Receivables represent
contracts with recourse to Dealers.

                                     10




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