FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
May 12, 2000
TOYOTA AUTO LEASE TRUST 1998-C
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(Exact name of registrant as specified in its charter)
CALIFORNIA 333-65067 33-0755530
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
c/o Toyota Motor Credit Corporation
19001 South Western Avenue
Torrance, California 90509
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(Address of principal executive offices)
(310) 787-1310
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
Toyota Leasing, Inc. ("TLI") and U.S. Bank National Association ("U.S.
Bank") have executed the Instrument of Amendment of the 1998-C Securitization
Trust Agreement, dated as of May 12, 2000 (the "Amendment"), in order to amend
the 1998-C Securitization Trust Agreement, dated as of December 1, 1998, between
TLI, as transferor, and U.S. Bank, as trustee. The Amendment provides for an
increase in the Specified Reserve Fund Balance from $41,249,380.29 to
$70,761,437.00 and allows TLI to make a capital contribution to the Reserve
Fund.
On May 25, 2000, TLI deposited $24,000,000 into the Reserve Fund of the
1998-C Securitization Trust to fund a portion of such increase. The remainder of
the increase will be funded from excess cash flows that TLI would have otherwise
received as holder of the transferor certificate.
The Amendment is attached hereto as exhibit 20.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
20 Instrument of Amendment to the 1998-C Securitization Trust Agreement.
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on behalf of the Registrant
by the undersigned thereunto duly authorized.
TOYOTA AUTO LEASE TRUST 1998-C
BY: TOYOTA MOTOR CREDIT CORPORATION, AS SERVICER
By: /S/ GEORGE E. BORST
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Name: George E. Borst
Title: Senior Vice President and General Manager
May 25, 2000
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION OF EXHIBIT
20 Instrument of Amendment to the 1998-C Securitization Trust Agreement.
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TOYOTA LEASING, INC.
AND
U.S. NATIONAL ASSOCIATION, AS 1998-C SECURITIZATION TRUSTEE
TOYOTA AUTO LEASE TRUST 1998-C
AUTO LEASE ASSET-BACKED CERTIFICATES
INSTRUMENT OF AMENDMENT OF
1998-C SECURITIZATION TRUST AGREEMENT
Dated as of May 12, 2000
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TOYOTA AUTO LEASE TRUST 1998-C
AUTO LEASE ASSET-BACKED CERTIFICATES
INSTRUMENT OF AMENDMENT OF
1998-C SECURITIZATION TRUST AGREEMENT
THIS INSTRUMENT OF AMENDMENT, dated as of May 12, 2000 (the "Amendment"),
between Toyota Leasing, Inc. ("TLI"), in its capacity as transferor (the
"Transferor"), and U.S. Bank National Association ("U.S. Bank"), in its capacity
as the trustee (the "1998-C Securitization Trustee"), is made with respect to
amending the 1998-C Securitization Trust Agreement, dated as of December 1, 1998
(the "1998-C Securitization Trust Agreement"), between TLI and U.S. Bank.
RECITALS
WHEREAS, the parties hereto wish to enter into this Amendment in order
to amend and supplement certain provisions of the 1998-C Securitization Trust
Agreement to increase the size of the reserve fund; and
WHEREAS, TLI desires to fund the increased reserve fund by making a
capital contribution.
NOW, THEREFORE, in consideration of the premises and the mutual
covenants herein contained, the parties hereto agree as follows:
SECTION 1. DEFINITIONS. For all purposes of this Amendment, unless
otherwise defined herein, all capitalized terms used herein shall have the
meanings attributed to them in the Annex of Definitions to the Titling Trust
Agreement, or the Annex of Supplemental Definitions to the 1998-B SUBI
Supplement.
SECTION 2. AMENDMENT TO SECTION 1.01. The following paragraph is added
following the first paragraph of Section 1.01:
Notwithstanding the foregoing paragraph, the term "Specified Reserve
Fund Balance," as used in this 1998-C Securitization Trust Agreement, shall have
the following definition:
"SPECIFIED RESERVE FUND BALANCE" means, with respect to any
Monthly Allocation Date, $70,761,437 (9.435% of the Aggregate Net
Investment Value as of the Cutoff Date); provided, however, that the
Specified Reserve Fund Balance shall in no event be more than the
lesser of (1) the Adjusted Investor Balance or (2) the greater of (A)
20% of the aggregate of the Residual Values of Contracts that are not
Matured Contracts as of the last day of the preceding Collection
Period or (B) $41,249,380.29 (or
1
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$48,749,267.61 if (i) the average of the Charge-off Rates for the
three preceding Collection Periods exceeds 1.25%, (ii) the average of
the Delinquency Percentages for the three preceding Collection Periods
exceeds 1.25%, or (iii) the Residual Value Test is not satisfied as of
the related Determination Date).
SECTION 3. AMENDMENT TO SECTION 3.02. The following sentence is added to
the end of the second sentence of paragraph (h) of Section 3.02:
Subsequent to the Closing Date, the Transferor may, at its
discretion, deposit cash or other property into the Reserve Fund on
any Business Day, provided that the Transferor receives prior written
consent from the 1998-C Securitization Trustee.
[Remainder of the page intentionally left blank.]
2
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be duly executed by their respective officers as of the date first written
above.
TOYOTA LEASING, INC.,
as Transferor
By: /s/ LLOYD MISTELE
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Name: Lloyd Mistele
Title: President
U.S. BANK NATIONAL ASSOCIATION,
as 1998-C Securitization Trustee and
as Securities Intermediary
By: /s/ MELISSA ROSAL
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Name: Melissa Rosal
Title: Vice President
S-1
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