UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 31, 2000
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WODFI LLC
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(Exact name of registrant as specified in its charter)
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United States of America 333-84579 65-0934017
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(State or other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. employer Identification No.)
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120 N.W. 12th Avenue
Deerfield Beach, Florida 33442
(Address of principal executive offices)
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Registrant's telephone number, including area code: 954-429-2200
Page 1 of 4
Exhibit Index appears on Page 4
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ITEM 5. OTHER EVENTS
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On March 9, 2000, the Securities and Exchange Commission
declared the Registration Statement (333-84579) on Form S-3, relating to the
issuance of Asset Backed Notes, effective. The T-1 Statement of Eligibility of
Harris Trust and Savings Bank is attached hereto as Exhibit 25.
EXHIBIT 25 The following is filed as an Exhibit to this Report under
Exhibit 25.
Form T-1 Statement of Eligibility under the Trust
Indenture Act of 1939 of a Corporation Designated to
Act as Trustee of Harris Trust and Savings Bank.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
WODFI LLC, as Originator of World Omni
Master Owner Trust
(Registrant)
Dated: March 31, 2000
By:/s/ Eric Gebhard
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Name: Eric Gebhard
Title: Assistant Secretary
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INDEX TO EXHIBITS
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Exhibit Number Exhibit
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25 Form T-1 Statement of Eligibility
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
Statement of Eligibility
Under the Trust Indenture Act of 1939
of a Corporation Designated to Act as Trustee
Check if an Application to Determine Eligibility
of a Trustee Pursuant to Section 305(b)(2) ______
HARRIS TRUST AND SAVINGS BANK
(Name of Trustee)
Illinois 36-1194448
(State of Incorporation) (I.R.S. Employer Identification No.)
111 West Monroe Street, Chicago, Illinois 60603
(Address of principal executive offices)
Megan Carmody, Harris Trust and Savings Bank,
311 West Monroe Street, Chicago, Illinois, 60606
312-461-6030 phone 312-461-3525 facsimile
(Name, address and telephone number for agent for service)
WODFI LLC
(Note Issuer)
Delaware 65-0934017
(State of Incorporation) (I.R.S. Employer Identification No.)
C/O The Bank of New York (Delaware)
White Clay Center
Newark, DE 19711
(Address of principal executive offices)
Asset Backed Notes
(Title of indenture securities)
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1. GENERAL INFORMATION. Furnish the following information as to the Trustee:
(a) Name and address of each examining or supervising authority to which
it is subject.
Commissioner of Banks and Trust Companies, State of Illinois,
Springfield, Illinois; Chicago Clearing House Association, 164
West Jackson Boulevard, Chicago, Illinois; Federal Deposit
Insurance Corporation, Washington, D.C.; The Board of Governors
of the Federal Reserve System,Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Harris Trust and Savings Bank is authorized to exercise corporate
trust powers.
2. AFFILIATIONS WITH OBLIGOR. If the Obligor is an affiliate of the Trustee,
describe each such affiliation.
The Obligor is not an affiliate of the Trustee.
3. through 15.
NO RESPONSE NECESSARY
16. LIST OF EXHIBITS.
1. A copy of the articles of association of the Trustee as now in effect
which includes the authority of the trustee to commence business and
to exercise corporate trust powers.
A copy of the Certificate of Merger dated April 1, 1972 between Harris
Trust and Savings Bank, HTS Bank and Harris Bankcorp, Inc. which
constitutes the articles of association of the Trustee as now in
effect and includes the authority of the Trustee to commence business
and to exercise corporate trust powers was filed in connection with
the Registration Statement of Louisville Gas and Electric Company,
File No. 2-44295, and is incorporated herein by reference.
2. A copy of the existing by-laws of the Trustee.
A copy of the existing by-laws of the Trustee was filed in connection
with the Registration Statement of Commercial Federal Corporation,
File No. 333-20711, and is incorporated herein by reference.
3. The consents of the Trustee required by Section 321(b) of the Act.
(included as Exhibit A on page 2 of this statement)
4. A copy of the latest report of condition of the Trustee published
pursuant to law or the requirements of its supervising or examining
authority.
(included as Exhibit B on page 3 of this statement)
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
HARRIS TRUST AND SAVINGS BANK, a corporation organized and existing under the
laws of the State of Illinois, has duly caused this statement of eligibility to
be signed on its behalf by the undersigned, thereunto duly authorized, all in
the City of Chicago, and State of Illinois, on the 7th day of March, 2000.
HARRIS TRUST AND SAVINGS BANK
By: /s/ Megan Carmody
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Megan Carmody
Assistant Vice President
EXHIBIT A
The consents of the trustee required by Section 321(b) of the Act.
Harris Trust and Savings Bank, as the Trustee herein named, hereby consents that
reports of examinations of said trustee by Federal and State authorities may be
furnished by such authorities to the Securities and Exchange Commission upon
request therefor.
HARRIS TRUST AND SAVINGS BANK
By: /s/ Megan Carmody
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Megan Carmody
Assistant Vice President
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EXHIBIT B Attached is a true and correct copy of the statement of condition of
Harris Trust and Savings Bank as of September 30, 1999, as published in
accordance with a call made by the State Banking Authority and by the Federal
Reserve Bank of the Seventh Reserve District.
HARRIS BANK [logo]
Harris Trust and Savings Bank
111 West Monroe Street
Chicago, Illinois 60603
of Chicago, Illinois, And Foreign and Domestic Subsidiaries, at the close of
business on September 30, 1999, a state banking institution organized and
operating under the banking laws of this State and a member of the Federal
Reserve System. Published in accordance with a call made by the Commissioner of
Banks and Trust Companies of the State of Illinois and by the Federal Reserve
Bank of this District.
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Bank's Transit Number 71000288
ASSETS THOUSANDS
OF
DOLLARS
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Cash and balances due from depository institutions:
Non-interest bearing balances and currency and coin $ 1,139,804
Interest bearing balances $ 223,943
Securities:
a. Held-to-maturity securities $ 0
b. Available-for-sale securities $ 5,773,313
Federal funds sold and securities purchased under agreements to resell $ 148,650
Loans and lease financing receivables:
Loans and leases, net of unearned income $ 9,752,500
LESS: Allowance for loan and lease losses $ 111,660
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Loans and leases, net of unearned income, allowance, and reserve
(item 4.a minus 4.b) $ 9,640,840
Assets held in trading accounts $ 193,520
Premises and fixed assets (including capitalized leases) $ 271,847
Other real estate owned $ 339
Investments in unconsolidated subsidiaries and associated companies $ 0
Customer's liability to this bank on acceptances outstanding $ 44,067
Intangible assets $ 245,968
Other assets $ 1,328,114
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TOTAL ASSETS $19,010,405
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LIABILITIES
Deposits:
In domestic offices ................................................................. $ 9,579,731
Non-interest bearing ........................................................... $ 2,953,755
Interest bearing ............................................................... $ 6,625,976
In foreign offices, Edge and Agreement subsidiaries, and IBF's ...................... $ 1,396,781
Non-interest bearing ........................................................... $ 21,682
Interest bearing ............................................................... $ 1,375,099
Federal funds purchased and securities sold under agreements to repurchase in
domestic offices of the bank and of its Edge and Agreement subsidiaries, and in IBF's:
Federal funds purchased & securities sold under agreements to repurchase ............. $ 3,951,113
Trading Liabilities .................................................................. 91,252
Other borrowed money:
a. With remaining maturity of one year or less ....................................... $ 1,978,203
b. With remaining maturity of more than one year ..................................... $ 0
Bank's liability on acceptances executed and outstanding ............................. $ 44,067
Subordinated notes and debentures .................................................... $ 225,000
Other liabilities .................................................................... $ 481,642
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TOTAL LIABILITIES .................................................................... $ 17,747,789
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EQUITY CAPITAL
Common stock ......................................................................... $ 100,000
Surplus .............................................................................. $ 609,913
a. Undivided profits and capital reserves ........................................... $ 657,705
b. Net unrealized holding gains (losses) on available-for-sale securities ........... ($ 105,002)
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TOTAL EQUITY CAPITAL ................................................................. $ 1,262,616
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Total liabilities, limited-life preferred stock, and equity capital .................. $ 19,010,405
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I, Christy Wipper, Vice President of the above-named bank, do hereby
declare that this Report of Condition has been prepared in conformance with the
instructions issued by the Board of Governors of the Federal Reserve System and
is true to the best of my knowledge and belief.
CHRISTY WIPPER
10/26/99
We, the undersigned directors, attest to the correctness of this Report
of Condition and declare that it has been examined by us and, to the best of our
knowledge and belief, has been prepared in conformance with the instructions
issued by the Board of Governors of the Federal Reserve System and the
Commissioner of Banks and Trust Companies of the State of Illinois and is true
and correct.
ALAN G. McNALLY,
EDWARD W. LYMAN,
LEO M. HENIKOFF
Directors.
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