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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to _______
Commission File No. 333-76439
HOUSEHOLD AUTOMOTIVE TRUST III, SERIES 1999-1
(Exact name of Registrant as specified in Department
of the Treasury, Internal Revenue Service Form SS-4)
HOUSEHOLD FINANCE CORPORATION
(Master Servicer of the Trust)
(Exact name as specified in Master Servicer's charter)
DELAWARE Not Applicable.
(State or other jurisdiction of (I.R.S. Employer
incorporation of Master Identification Number of
Servicer) Registrant)
2700 SANDERS ROAD, PROSPECT HEIGHTS, ILLINOIS 60070
(Address of principal executive offices of (Zip Code)
Master Servicer)
Master Servicer's telephone number, including area code:
(847)564-5000
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes X No
The aggregate principal amount of the Notes held by non-affiliates
of the Master Servicer as of December 31, 1999 was approximately
$515,280 Million.
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INTRODUCTORY NOTE
Household Auto Receivables Corporation (the "Seller") is the
seller under the amended and restated Master Sale and Servicing
Agreement (the "Agreement") dated as of June 1, 1999, by and among
Household Automotive Trust III, as Issuer, Household Auto
Receivables Corporation, as Seller, Household Finance Corporation,
as Master Servicer (the "Master Servicer") and The Chase Manhattan
Bank, as trustee (the "Trustee"), with respect to the Series 1999-1
Notes (the "Notes").
The Notes consist of four classes of notes. As of December
31, 1999, the outstanding principal balance of the Series 1999-1
Notes was approximately $542,805,679.95 and the receivables held by
the Issuer had an aggregate outstanding principal balance of
approximately $804,569,222.18. A reserve account held for the
benefit of the Noteholders had a balance of approximately
$24,861,328.85. On February 17, 2000, the Class A-1 Notes were
paid in full. The Master Servicer has prepared this Form 10-K on
behalf of the Registrant in reliance upon various no-action letters
issued by the Securities and Exchange Commission (the "Commission")
to other trusts which are substantially similar to the Trust.
Items designated herein as "Not Applicable" have been omitted as a
result of this reliance.
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PART I
Item 1. Business.
Not Applicable.
Item 2. Properties.
Not Applicable.
Item 3. Legal Proceedings.
The Master Servicer is not aware of any material pending
legal proceedings involving either the Registrant, the
Trustee, the Seller or the Master Servicer with respect
to the Notes or the Registrant's property.
Item 4. Submission of Matters to a Vote of Security Holders.
No vote or consent of the holders of the Noteholders (the
"Noteholders") was solicited for any purpose during the
year ended December 31, 1999.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters.
To the best knowledge of the Master Servicer, there is no
established public trading market for the Notes. As of
March 1, 1999, 17 Class A-2 Noteholders, 14 Class A-3
Noteholders, and 30 Class A-4 Noteholders, some of whom
may be holding Notes for the accounts of others. On
February 17, 2000, the Class A-1 Notes were paid in full.
6. Selected Financial Data.
Not Applicable.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Not Applicable.
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Item 8. Financial Statements and Supplementary Data.
Not Applicable.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
None.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not Applicable.
Item 11. Executive Compensation.
Not Applicable.
Item 12. Security Ownership of Certain Beneficial Owners and
Management.
The following table sets forth (i) the name and address
of each entity which holds of record more than 5% of the
outstanding principal amount of the Class A-2, Class A-3
and Class A-4 Notes, (ii) the principal amount of Notes
owned by each, and (iii) the percent that the principal
amount of Notes owned represents of the outstanding
principal amount. The information set forth in the table
is based upon information obtained by the Master Servicer
from the Trustee and from The Depository Trust Company as
of March 1, 2000. The Master Servicer is not aware of
any Schedules 13D or 13G filed with the Securities and
Exchange Commission in respect of the Notes.
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Amount Owned
All dollar amounts are
in thousands
Name and Address Principal Percent
Class A-2 Noteholders
The Bank of New York $ 30,950 17.17%
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust Company $ 9,480 5.26%
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
Boston Safe Deposit and $ 45,810 25.42%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $ 12,380 6.87%
4 New York Plaza - 13th Floor
New York, NY 10004
State Street Bank and $ 56,450 31.32%
Trust Company
1776 Heritage Drive
Global Corp. Action Unit JAB 5NW
No. Quincy, MA 02171
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Amount Owned
All dollar amounts are
in thousands
Name and Address Principal Percent
Class A-3 Noteholders
The Bank of New York $ 33,760 21.64%
925 Patterson Plank Road
Secaucus, NJ 07094
Boston Safe Deposit and $ 23,690 15.18%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $ 50,265 32.22%
4 New York Plaza
13th Floor
New York, NY 10004
Citibank, N.A. $ 19,064 12.22%
P. O. Box 30576
Tampa, FL 33630-3576
State Street Bank and $ 10,225 6.55%
Trust Company
1776 Heritage Drive
Global Corp. Action Unit JAB 5NW
No. Quincy, MA 02171
Class A-4 Noteholders
The Bank of New York $ 32,593 18.20%
925 Patterson Plank Road
Secaucus, NJ 07094
Bankers Trust Company $ 40,250 22.48%
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211
Boston Safe Deposit and $ 28,422 15.87%
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center
Pittsburgh, PA 15259
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Amount Owned
All dollar amounts are
in thousands
Name and Address Principal Percent
Class A-4 Noteholders Continued
Citibank, N.A. $ 25,225 14.09%
P.O. Box 30576
Tampa, FL 33630-3576
State Street Bank and $ 21,166 11.82%
Trust Company
1776 Heritage Drive
Global Corp. Action Unit JAB 5NW
No. Quincy, MA 02171
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Item 13. Certain Relationships and Related Transactions.
None or Not Applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on
Form 8-K.
(a) List the following documents filed as a part of the
report:
(1) Financial Statements
Not Applicable.
(2) Financial Statement Schedules
Not Applicable.
(3) The Master Servicer is obligated to prepare
an Annual Statement to Noteholders for the
year ended December 31, 1999, and Independent
Public Accountants are required to prepare an
Annual Servicing Report pertaining to the
compliance of the Master Servicer with its
servicing obligations pursuant to the
Agreement. Copies of said documents are or
will be filed as exhibits to this Form 10-k
when they are available.
(b) The Registrant filed the following current reports
on Form 8-K for the fourth quarter of 1999:
Date of Reports Items Covered
October 18, 1999 Item 7 -- Statement to
November 17, 1999 Noteholders with respect
December 17, 1999 to distribution made on
October 18, 1999, November 17,
1999 and December 17, 1999.
(c) (1) Exhibit 99. Copy of Annual Statement to
Noteholders for the year 1999.
(d) Not Applicable.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Master Servicer has duly
caused this report to be signed on behalf of the Household
Automotive Trust III, Series 1999-1 by the undersigned, thereunto
duly authorized.
HOUSEHOLD FINANCE CORPORATION,
as Master Servicer of and on behalf of the
HOUSEHOLD AUTOMOTIVE TRUST III,
SERIES 1999-1
(Registrant)
Date: March 27, 2000 By: /s/ P. D. Schwartz
P. D. Schwartz
Authorized Representative
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Exhibit Index
Exhibit No. Exhibit
99 Copy of Annual Statement to
Noteholders for the year
ended December 31, 1999.
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<CAPTION>
AGGREGATE PAYMENT SCHEDULE
Household Finance Corporation
Household Auto Receivables Corporation 1999-1
Household Automobile Revolving Trust I
<S> <C>
Original Principal Class A
Class A-1 147,000,000
Class A-2 180,220,000
Class A-3 156,010,000
Class A-4 179,050,000
Number of Class A Bonds (000's)
Class A-1 147,000
Class A-2 180,220
Class A-3 156,010
Class A-4 179,050
Distribution Date 1999
CLASS A
Class A-1 Principal Distribution 119,474,320.05
Class A-1 Interest Distribution 2,329,587.20
Class A-2 Principal Distribution 0.00
Class A-2 Interest Distribution 5,267,910.70
Class A-3 Principal Distribution 0.00
Class A-3 Interest Distribution 4,965,148.26
Class A-4 Principal Distribution 0.00
Class A-4 Interest Distribution 5,986,487.01
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