CHRYSLER FINANCIAL CO LLC
8-K, 1999-04-27
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



                                April 23, 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
1999-2, 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: April 27, 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 1999-2 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 1999-2 Structural and Collateral Materials


<PAGE>


[EXCLUSIVELY FOR SALOMON SMITH BARNEY INC.] 

                           Computational Materials

                  Premier Auto Trust 1999-2 Retail Auto ABS
- -----------------------------------------------------------------------------

         $1,354,369,000 Retail Auto Asset-Backed Notes

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

               $490,000,000 Class A-2 [ ]% Asset-Backed Notes
               $520,000,000 Class A-3 [ ]% Asset-Backed Notes
               $344,369,000 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.


                                      2




<PAGE>



                               $1,354,369,000

                          Premier Auto Trust 1999-2

                      CHRYSLER FINANCIAL COMPANY L.L.C.
                             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
discusse d 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 num ber 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
discusse d 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 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>

         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>

                               DaimlerChrysler

                          Premier Auto Trust 1999-2
           Chrysler Financial Company L.L.C., Seller and Servicer

                             Subject to Revision
                       Term Sheet dated April 23, 1999

Issuer .................... Premier Auto Trust 1999-2 (the "Trust" or 
                            the "Issuer").

Seller..................... Chrysler Financial Company L.L.C. (the "Seller"
                            or "CFC"), a subsidiary of DaimlerChrysler
                            Corporation ("DaimlerChrysler").

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").

Closing Date .............. May 5, 1999 (the "Closing Date"). 

The Notes.................. (i) Class A-1 _____% Asset Backed Notes (the 
                            "Class A-1 Notes") in the aggregate initial
                            principal amount of $330,000,000.00;

                            (ii) Class A-2 ____% Asset Backed Notes (the
                            "Class A-2 Notes") in the aggregate initial
                            principal amount of $490,000,000.00;

                            (iii) Class A-3 _____% Asset Backed Notes (the
                            "Class A-3 Notes") in the aggregate initial
                            principal amount of $520,000,000.00; 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 $344,369,000.00.

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") having an aggregate
                            principal balance of $1,819,994,145.79 (the
                            "Initial Pool Balance") as of April 19, 1999 (the
                            "Cutoff Date"). The "Pool Balance" will represent
                            the aggregate principal


                                      1


<PAGE>

                            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
                            generally be made on the eighth day of each month
                            (each, a "Payment Date"), beginning June 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 Accrual 
   Periods................. Interest on the Notes will accrue in the
                            following manner:

                 Initial Interest    Subsequent Interest        Day Count 
                  Accrual Period       Accrual Periods          Convention
                 ----------------  --------------------------   ----------
                                      From            To      
                                   (including)    (excluding) 
- -----------------------------------------------------------------------------

Class A-1           34 days           prior         current    actual/360
Notes                                Payment        Payment   
                                      Date           Date      

Class A-2,          33 days       8th of prior  8th of current   30/360 
Class A-3                            month          month      
and Class A-                                   
4 Notes     


D. Principal Payments...... The Trust will pay principal on the Notes
                            sequentially, starting with the Class A-1 Notes
                            until they are paid in full, then the Class A-2
                            Notes, Class A-3 Notes, Class A-4 Notes and
                            Certificates, respectively.

                            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 "Release of Initial
                            Overcollateralization Amount".

                                      2


<PAGE>
E. Legal Finals............ The Trust must pay the outstanding principal
                            amount of each Class of Notes by the legal final
                            date indicated below:

Class        Legal Final 
- -----        ----------- 
A-1       January 28, 2000 
A-2       November 8, 2001 
A-3       February 10, 2003 
A-4       February 9, 2004

F. 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.

Initial 
  Overcollateralization 
  Amount................... The Initial Pool Balance, $1,819,994,145.79, will
                            exceed the $1,749,994,000.00 initial aggregate
                            principal amount of the Securities (the "Initial
                            Securities Principal Balance"), by an amount
                            equal to $70,000,145.79 (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" on 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.

Release of Initial 
  Overcollateralization 
  Amount .................  The Trust will distribute principal and Excess
                            Interest Collections as principal on the Notes
                            until the Class A-1 Notes are paid in full.
                            Thereafter, the Trust may pay reduced principal
                            distributions on the outstanding Classes of Notes
                            each month and release any remaining principal
                            and Excess Interest Collections to Premier
                            Receivables Company L.L.C. (the "Company") to
                            repay the Initial Overcollateralization Amount.

                            The amount of principal to be distributed in such
                            months will be the excess of the outstanding
                            amount of the Securities as of the prior Payment
                            Date over 95.5% of the Related Pool Balance,
                            i.e., the amount required to maintain the
                            Overcollateralization Amount at 4.5% of the
                            Related Pool Balance. Any remaining collections
                            will be released to the Company as a "Cash
                            Release Amount" until the Initial
                            Overcollateralization Amount has been released.
                            Thereafter, the Trust will discontinue releasing
                            cash to the Co mpany and resume paying the full
                            amount of principal and Excess Interest
                            Collections as principal on the Notes.

                                      3


<PAGE>
                            The Cash Release Amount shall be the greater of:

                            (i) D - [S - (P x 95.5%)]

                                        or

                            (ii) $0.00

                            where

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

                            S = the aggregate outstanding amount of the
                                Securities as of the prior Payment Date

                            P = the Related Pool Balance

                            The Cash Release Amount is further subject to and
                            limited by the following:

                              (i) the cumulative amount to be released over 
                                  the life of the transaction is the Initial
                                  Overcollateralization Amount;

                             (ii) no amount may be released until the Class
                                  A-1 Notes are paid in full; and

                            (iii) no amount may be released unless the
                                  Reserve Account is fully funded.

                            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 $4,374,985.00 (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 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 Reserv e Amount as set forth in
                            "Priority of Payments" below.

                                      4


<PAGE>
Priority of Payments....... The following diagram illustrates the priority of
                            payments of Receivable Collections for each
                            Collection Period.

                       Receivable Collections for each
                              Collection Period

                 Servicing Fee and any unpaid Servicing Fees

                  accrued and unpaid interest on the Notes

                      required Reserve Account deposit,
                                if necessary

              distribute up to the outstanding principal amount
                           of the Class A-1 Notes

                    Cash Release Amount to Company up to
                     Initial Overcollaterization Amount
                                (cumulative)

              distribute up to the outstanding principal amount
                           of the Class A-2 Notes

                 distribute up to the outstanding principal
                        amount of the Class A-3 Notes

                 distribute up to the outstanding principal
                        amount of the Class A-4 Notes

              distribute up to the outstanding principal amount
                             of the Certificates

                      distribute 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.

                          Premier Auto Trust 1999-2
                     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
- -------------- -----------------  -----------  ---------  --------  ---------

    9.07%     $1,819,994,145.79     110,719      56.95     58.42   $16,437.96
                                                 months    months

         Approximately 79.04% of the aggregate principal balance of the
Receivables, constituting 73.37% of the number of the Receivables, represent
new vehicles, and approximately 20.96% of the aggregate principal balance of
the Receivables, constituting 26.63% of the number of the Receivables,
represent used vehicles. Approximately 86% of the aggregate principal balance
of the Receivables represent vehicles manufactured by Chrysler Corporation,
now known as DaimlerChrysler Corporation, and approximately 14% of the
Initial Pool Balance represents financing of vehicles manufactured by vehicle
manufactu rers other than DaimlerChrysler. All of the Receivables are Simple
Interest Receivables. Approximately 3.38% of the aggregate principal balance
of the Receivables are Fixed Value Receivables.

                                      6


<PAGE>
                          Premier Auto Trust 1999-2
                 Distribution by APR of the Receivables Pool

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

0.00% to 5.00%....... 5,901      $   92,181,014.64          5.1% 
5.01% to 6.00%....... 6,666         123,346,617.20          6.8 
6.01% to 7.00%...... 13,026         221,219,708.38         12.2 
7.01% to 8.00%...... 21,262         376,414,009.14         20.7 
8.01% to 9.00%...... 15,078         268,127,491.73         14.7 
9.01% to 10.00%..... 14,434         238,365,697.21         13.1 
10.01% to 11.00%..... 8,980         145,372,891.41          8.0 
11.01% to 12.00%..... 6,785         103,626,199.81          5.7 
12.01% to 13.00%..... 5,284          76,773,199.61          4.2 
13.01% to 14.00%..... 3,343          44,703,101.35          2.5 
14.01% to 15.00%..... 2,811          36,767,231.92          2.0 
15.01% to 16.00%..... 1,628          21,977,544.66          1.2 
16.01% to 17.00%..... 1,499          20,278,821.10          1.1 
17.01% to 18.00%..... 2,301          31,509,209.84          1.7 
18.01% to 19.00%.....   355           4,200,143.36          0.2 
19.01% to 20.00%..... 1,276          14,194,600.32          0.8 
Greater than 20.00%..    90             936,664.11          0.1 
                    -------      -----------------        -----
Totals ............ 110,719      $1,819,994,145.79        100.0% 
                    =======      =================        =====
- --------------- 
(1) Percentages may not add to 100.0% because of rounding. 

                                      7


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

 

                        Percent of                           Percent of 
                        Aggregate                            Aggregate  
                        Principal                            Principal  
State                    Balance        State                 Balance    
- -----                   ----------      -----                ----------
Alabama .................. 1.1%         Montana................ 0.2% 
Alaska.................... 0.2          Nebraska............... 0.7 
Arizona................... 1.5          Nevada................. 0.5 
Arkansas.................. 1.7          New Hampshire ......... 1.1 
California................ 7.7          New Jersey............. 3.3 
Colorado.................. 0.9          New Mexico............. 0.6 
Connecticut............... 1.2          New York .............. 4.5 
Delaware.................. 0.4          North Carolina ........ 2.9 
District of Columbia.....  0.0          North Dakota .......... 0.3 
Florida .................. 6.8          Ohio................... 1.4 
Georgia................... 3.1          Oklahoma .............. 1.2 
Hawaii ................... 0.1          Oregon................. 1.2 
Idaho..................... 0.1          Pennsylvania........... 5.7 
Illinois ................. 5.8          Rhode Island........... 0.3 
Indiana................... 3.3          South Carolina ........ 1.4 
Iowa...................... 1.1          South Dakota .......... 0.3 
Kansas ................... 1.7          Tennessee ............. 2.2 
Kentucky.................. 1.0          Texas.................. 8.7 
Louisiana ................ 1.1          Utah................... 0.1 
Maine .................... 0.5          Vermont................ 0.3 
Maryland ................. 3.7          Virginia .............. 2.2 
Massachusetts ............ 2.2          Washington............. 0.9 
Michigan.................. 5.5          West Virginia.......... 0.4 
Minnesota ................ 2.7          Wisconsin ............. 1.7 
Mississippi............... 0.6          Wyoming................ 0.1 
Missouri.................. 3.9          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. 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 March 31,                           At December 31, 
                    ---------------------------------------  ---------------------------------------
                           1999                  1998               1998                 1997 
                    ------------------   ------------------  -------------------  ------------------
                    Number of            Number of           Number of            Number of         
                    Contracts   Amount   Contracts   Amount  Contracts    Amount  Contracts   Amount
                    ---------   ------   ---------   ------  ---------    ------  ---------   ------

<S>                 <C>         <C>      <C>        <C>      <C>         <C>      <C>        <C>
Portfolio.......... 1,805,152   $25,427  1,708,879  $22,404  1,788,062   $24,854  1,697,755  $21,879

Period of 
 Delinquency 

  31-60 Days.......    32,171   $   361     40,777  $   485     48,916   $   565     58,421  $   708

  61 Days or More..     2,716        33      4,158       58      3,751        48      7,360      102 
                    ---------   -------  ---------  -------  ---------   -------  ---------  -------
Total 
 Delinquencies ....    34,887   $   394     44,935  $   543     52,667   $   613     65,781  $   810 
                    =========   =======  =========  =======  =========   =======  =========  =======
Total 
 Delinquencies as 
 a Percent of the 
 Portfolio ........      1.93%     1.55%      2.63%    2.42%      2.95%     2.47%     3.87%    3.70% 

<CAPTION>
                                           At December 31, 
                    ------------------------------------------------------------
                           1996                  1995               1994         
                    ------------------   ------------------  ------------------- 
                    Number of            Number of           Number of           
                    Contracts   Amount   Contracts   Amount  Contracts    Amount 
                    ---------   ------   ---------   ------  ---------    ------ 
<S>                 <C>        <C>       <C>        <C>      <C>         <C>
Portfolio.........  1,679,880  $21,197   1,653,533  $20,913  1,444,736   $16,977 

Period of 
 Delinquency 

  31-60 Days......     65,297  $   843      55,507  $   720     25,888   $   293 

  61 Days or 
   More...........      8,175      118       6,792      100      2,085        27 
                    ---------  -------   ---------  -------  ---------   ------- 
Total 
 Delinquencies ...     73,472  $   961      62,299  $   820     27,973   $   320 
                    =========  =======   =========  =======  =========   ======= 
Total 
 Delinquencies as 
 a Percent of the 
 Portfolio .......       4.37%    4.53%       3.77%    3.92%      1.94%     1.88% 
<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)

                                          Three-Months 
                                         Ended March 31,                        Year Ended December 31, 
                                    -----------------------   --------------------------------------------------------------
                                       1999         1998         1998         1997         1996         1995         1994 
                                       ----         ----         ----         ----         ----         ----         ---- 
<S>                                 <C>          <C>          <C>          <C>          <C>          <C>          <C>       
Average Amount Outstanding
  During the Period .............   $   25,083   $   22,119   $   23,581   $   21,485   $   21,062   $   19,486   $   15,517

Average Number of Contracts
  Outstanding During the Period .    1,795,422    1,702,837    1,747,846    1,688,525    1,671,405    1,572,963    1,396,497

Percent of Contracts Acquired
  During the Period with Recourse
  to the Dealer .................         8.05%        7.76%        8.83%       10.91%        9.05%       14.80%       17.00%

Repossessions as a Percent of
  Average Number of Contracts
  Outstanding(2) ................         2.36%        3.14%        2.77%        3.40%        3.82%        3.05%        2.36%

Net Losses as a Percent of
  Liquidations(3)(4) ............         2.16%        3.45%        2.77%        3.36%        3.17%        2.25%        1.38%

Net Losses as a Percent of
  Average Amount
  Outstanding(2)(3) .............         1.08%        1.72%        1.39%        1.80%        1.68%        1.16%        0.73%
<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) Percentages have been annualized for the three months ended March 31,
    1999 and 1998 and are not necessarily indicative of the experience for
    the year.

(3) 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.

(4) 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 and 1999,
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 retail sellers of new
and used automobiles and light duty trucks (the "Dealers") on a portion of
its retail installment sale contracts. By aggregate principal balance,
approximately 1.50% of the Receivables represent contracts with recourse to
Dealers.

                                     10



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