CHRYSLER FINANCIAL CORP
8-K, 1998-10-20
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



                               October 16, 1998
Date of Report ..............................................................
                      (Date of earliest event reported)

                        CHRYSLER FINANCIAL CORPORATION
 .............................................................................
            (Exact name of registrant as specified in its charter)


State of Michigan                   333-31093                      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. 333-31093.



<PAGE>


Item 5.  Other Events.
         -------------

         In connection with the proposed offering of Premier Auto Trust
1998-5, Asset Backed Notes, Class A-2, Class A-3, Class A-4 and Class B,
attached as Exhibit 99 are certain materials prepared by Chrysler Financial
Corporation 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 CORPORATION



Date: October 19, 1998                      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 Corporation in
                  connection with Premier Auto Trust 1998-5 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 1998-5 Structural and Collateral Materials

<PAGE>

                          Premier Auto Trust 1998-5
             Chrysler Financial Corporation, Seller and Servicer

                             Subject to Revision
                      Term Sheet dated October 16, 1998

Issuer .......................Premier Auto Trust 1998-5 (the "Trust" or the
                              "Issuer").

Seller .......................Chrysler Financial Corporation (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 $380,000,000.00. The Class
                              A-1 Notes are not being offered hereby;

                              (ii) Class A-2 ____% Asset Backed Notes (the
                              "Class A-2 Notes") in the aggregate initial
                              principal amount of $640,000,000.00;

                              (iii) Class A-3 _____% Asset Backed Notes (the
                              "Class A-3 Notes") in the aggregate initial
                              principal amount of $450,000,000.00; 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 $214,375,000.00.

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 are not being offered hereby.
                              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
                              approximately $1,802,523,447.71 (the "Initial
                              Pool Balance") as of October 14, 1998 (the
                              "Cutoff Date"). The "Pool Balance" will
                              represent the aggregate principal balance of
                              the Receivables at the end of a 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. Distribution Dates.......Payments of interest and principal on the Notes
                              will be made on the eighth day of each month
                              or, if any such day is not a Business Day, on
                              the next succeeding Business Day (each, a
                              "Distribution Date"), commencing November 9,
                              1998.

  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 Distribution Date) or from the eighth day
                              of the month preceding the month of a
                              Distribution Date to and including the seventh
                              day of the month of such Distribution 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 Distribution Date) or from
                              the most recent Distribution Date on which
                              interest has been paid to but excluding the
                              following Distribution 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................Except during the Release Period described
                              below under "Overcollateralization and Release
                              of Initial Over-collateralization Amount",
                              principal of the Notes will be payable on each
                              Distribution Date in an amount equal to the
                              Noteholders' Principal Distributable Amount for
                              the calendar month (the "Collection Period")
                              preceding such Distribution Date to the extent
                              of funds available for that purpose. The
                              "Noteholders' Principal Distributable Amount"
                              will equal (i) the Regular Principal
                              Distribution Amount plus (ii) the Accelerated
                              Principal Distribution Amount. The "Regular
                              Principal Distribution Amount" with respect to
                              any Distribution Date will generally equal the
                              amount of principal paid plus the unpaid
                              principal

                                      2


<PAGE>
                              balance of liquidated defaulted Receivables
                              (i.e., the reduction in the aggregate principal
                              balance of the Receivables during the
                              Collection Period). The "Accelerated Principal
                              Distribution Amount" with respect to a
                              Distribution Date will equal the portion, if
                              any, of the Total Distribution Amount for the
                              related Collection Period that remains after
                              payment of (a) the Servicing Fee (together with
                              any portion of the Servicing Fee that remains
                              unpaid from prior Distribution Dates), (b) the
                              interest due on the Notes, (c) the Regular
                              Principal Distribution Amount, and (d) the
                              amount, if any, required to be deposited in the
                              Reserve Account on such Distribution Date.

                              During the Release Period, the principal of the
                              Notes payable on each Distribution Date will
                              equal the Release Period Noteholders' Principal
                              Distributable Amount described below under
                              "Overcollateralization and Release of Initial
                              Overcollateralization Amount".

                              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 July 1999 Distribution
                              Date (the "Class A-1 Final Scheduled
                              Distribution Date"); the outstanding principal
                              amount of the Class A-2 Notes, to the extent
                              not previously paid, will be payable on the
                              April 2001 Distribution Date (the "Class A-2
                              Final Scheduled Distribution Date"); the
                              outstanding principal amount of the Class A-3
                              Notes, to the extent not previously paid, will
                              be payable on the July 2002 Distribution Date
                              (the "Class A-3 Final Scheduled Distribution
                              Date"); and the outstanding principal amount of
                              the Class A-4 Notes, to the extent not
                              previously paid, will be payable on the April
                              2003 Distribution Date (the "Class A-4 Final
                              Scheduled Distribution Date").

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

Overcollateralization 
  and Release of Initial 
  Overcollateralization 
  Amount......................The Initial Pool Balance, $1,802,523,447.71,
                              will exceed the $1,750,000,000.00 initial
                              aggregate principal amount of the Securities
                              (the "Initial Securities Principal Balance"),
                              by an amount equal to $52,523,447.71 (the
                              "Initial

                                      3

<PAGE>

                              Overcollateralization Amount"), which amount is
                              approximately 3.00% 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 Accelerated Principal
                              Distribution Amount, if any, on a Distribution
                              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 Distribution 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 Distribution Date (the
                              "Securities Amount").

                              Subject to the conditions set forth below, on
                              each Distribution Date during the Release
                              Period (as defined below), the amount of
                              principal distributable on the Notes will be
                              the Release Period Noteholders' Principal
                              Distributable Amount rather than the
                              Noteholders' Principal Distributable Amount.
                              The "Release Period Noteholders' Principal
                              Distributable Amount" shall equal, on any
                              Distribution Date during the Release Period,
                              the excess of (a) the Securities Amount on such
                              Distribution Date (prior to giving effect to
                              any distributions on such Distribution Date)
                              over (b) the product of (1) 95.00% and (2) the
                              Related Pool Balance. The effect of such
                              requirement is to maintain the
                              Overcollateralization Percentage at 5.00%
                              during the Release Period. On each Distribution
                              Date during the Release Period, any portion of
                              the Total Distribution Amount which remains
                              after payment of (a) the Servicing Fee, (b) the
                              Noteholders' Interest Distributable Amount, (c)
                              the Release Period Noteholders' Principal
                              Distributable Amount and (d) any amount
                              required to increase the amount in the Reserve
                              Account to the Specified Reserve Amount will be
                              released to Premier Receivables L.L.C. (the
                              "Company") (such released amount being the
                              "Cash Release Amount" or "Cash Release"). The
                              cumulative amount of all Cash Releases during
                              the Release Period shall not exceed the Initial
                              Overcollateralization Amount.

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

                              (1) no Cash Release will be permitted until the
                              date (the "First Release Distribution Date")
                              that is the later of:

                                 (i) the Distribution Date following the
                                 Distribution Date on which the
                                 Overcollateralization Amount is at least
                                 equal to the

                                      4

<PAGE>

                                 [Initial Overcollateralization Amount]
                                                  plus
                                      [2% x (Related Pool Balance 
                                  for such preceding Distribution Date 
                                   minus Initial Overcollateralization 
                                            Amount)]; and

                                 (ii) the Distribution Date following the
                                 Distribution Date on which the Class A-1
                                 Notes have been repaid in full;

                               (2) the amount in the Reserve Account shall be
                               equal to the Specified Reserve Amount; and

                               (3) the cumulative amount of the Cash Releases
                               will not exceed the Initial
                               Overcollateralization Amount.

                               On the Distribution Date (the "Last Release
                               Distribution Date") on which the cumulative
                               amount of the Cash Releases equals the Initial
                               Overcollateralization Amount, the amount of
                               principal distributable to the Noteholders
                               will be the Noteholders' Principal
                               Distributable Amount less the Cash Release
                               Amount released on such Distribution Date. On
                               each Distribution Date thereafter, the full
                               Noteholders' Monthly Principal Distributable
                               Amount will be distributable as principal to
                               the Noteholders. The "Release Period" is the
                               period from the First Release Distribution
                               Date to the Last Release Distribution Date.
                               Any Cash Release released to the Company will
                               not be available to make payments on the
                               Notes.

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 $4,375,000.00 (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 amounts due to
                               the Noteholders. On each Distribution Date,
                               the Reserve Account will be reinstated up to
                               the Specified Reserve Amount to the extent of
                               the portion, if any, of the Total Distribution
                               Amount remaining after payment of the
                               Servicing Fee and the amounts due to the
                               Noteholders.

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) the Regular
                               Principal Distribution Amount (or, during the
                               Release Period, the Release Period
                               Noteholders' Principal Distributable Amount),
                               in the priority set forth herein, to the
                               applicable Noteholders, (iv)

                                      5

<PAGE>

                               amounts, if any, to the Reserve Account until
                               it contains the Specified Reserve Amount, (v)
                               except during the Release Period, the
                               Accelerated Principal Distribution Amount, to
                               the applicable Noteholders, (vi) during the
                               Release Period, the Cash Release Amount, to
                               the Company, (vii) after the Notes have been
                               paid in full, to the Certificateholders until
                               the Certificate Balance has been reduced to
                               zero and (viii) 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.

                                      6

<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 1998-5
                     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>
    9.09%       $1,802,523,447.71     152,211   49.77 months  54.03 months   $11,842.27
</TABLE>

        Approximately 80.54% of the aggregate principal balance of the
Receivables, constituting 77.18% of the number of the Receivables, represent
new vehicles, and approximately 19.46% of the aggregate principal balance of
the Receivables, constituting 22.82% of the number of the Receivables,
represent used vehicles. Approximately 86.07% of the aggregate principal
balance of the Receivables represent vehicles manufactured or distributed by
Chrysler and approximately 13.93% of the Initial Pool Balance represents
financing of vehicles manufactured or distributed by vehicle manufacturers
other than Chrysler. All of the Receivables are Simple Interest Receivables.
Approximately 21.24% of the aggregate principal balance of the Receivables
are Fixed Value Receivables.

                                      7

<PAGE>
<TABLE>
<CAPTION>
                          Premier Auto Trust 1998-5
                 Distribution by APR of the Receivables Pool

                                                            Percent of 
                                                            Aggregate  
                       Number of      Aggregate Principal   Principal  
   APR Range          Receivables          Balance          Balance(1) 
   ---------          -----------     -------------------   ----------
<S>                      <C>          <C>                    <C>  
0.00% to 5.00% ....       15,048      $   210,882,511.84      11.7%
5.01% to 6.00% ....        9,081          144,648,601.98       8.0
6.01% to 7.00% ....        6,032           52,320,294.71       2.9
7.01% to 8.00% ....       16,429          207,213,981.65      11.5
8.01% to 9.00% ....       23,472          279,842,504.59      15.5
9.01% to 10.00% ...       28,532          304,375,421.01      16.9
10.01% to 11.00% ..       16,373          188,863,023.76      10.5
11.01% to 12.00% ..       11,582          133,974,521.40       7.4
12.01% to 13.00% ..        8,114           92,407,018.50       5.1
13.01% to 14.00% ..        5,561           62,550,145.03       3.5
14.01% to 15.00% ..        3,516           37,373,000.86       2.1
15.01% to 16.00% ..        2,164           23,180,101.52       1.3
16.01% to 17.00% ..        1,781           19,401,637.83       1.1
17.01% to 18.00% ..        2,363           26,069,123.43       1.4
18.01% to 19.00% ..          514            4,461,675.04       0.2
19.01% to 20.00% ..        1,581           14,302,648.86       0.8
Greater than 20.00%           68              657,235.70       0.0
                         -------      ------------------     ----- 
Totals ............      152,211      $ 1,802,523,447.71     100.0%
                         =======      ==================     ===== 
<FN>
- ---------------
(1) Percentages may not add to 100.0% because of rounding.
</TABLE>

                                      8

<PAGE>
<TABLE>
<CAPTION>
                          Premier Auto Trust 1998-5
            Geographic Distribution of the Receivables Pool(1)(2)

                       Percent of                        Percent of 
                       Aggregate                         Aggregate  
                       Principal                         Principal  
State                   Balance   State                   Balance   
- -----                  ---------  -----                  ----------
<S>                      <C>      <S>                     <C>
Alabama ............      0.9%    Montana ............      0.1%    
Alaska .............      0.3     Nebraska ...........      0.7     
Arizona ............      1.2     Nevada .............      0.5     
Arkansas ...........      2.7     New Hampshire ......      1.1     
California .........      4.8     New Jersey .........      5.2     
Colorado ...........      1.3     New Mexico .........      0.6     
Connecticut ........      1.2     New York ...........      7.5     
Delaware ...........      0.6     North Carolina .....      2.5     
District of Columbia      0.0     North Dakota .......      0.2     
Florida ............      5.8     Ohio ...............      1.3     
Georgia ............      2.0     Oklahoma ...........      1.4     
Hawaii .............      0.4     Oregon .............      1.0     
Idaho ..............      0.2     Pennsylvania .......      4.8     
Illinois ...........      4.9     Rhode Island .......      0.3     
Indiana ............      1.9     South Carolina .....      1.4     
Iowa ...............      1.3     South Dakota .......      0.3     
Kansas .............      1.3     Tennessee ..........      1.2     
Kentucky ...........      0.8     Texas ..............     11.6     
Louisiana ..........      1.3     Utah ...............      0.2     
Maine ..............      0.5     Vermont ............      0.3     
Maryland ...........      7.2     Virginia ...........      4.0     
Massachusetts ......      1.9     Washington .........      1.2     
Michigan ...........      3.0     West Virginia ......      0.6     
Minnesota ..........      1.9     Wisconsin ..........      1.5     
Mississippi ........      0.4     Wyoming ............      0.1     
Missouri ...........      2.7                             -----
                                  Total ..............    100.0%   
                                                          =====
<FN>
- -------------------------------
(1) Based on physical addresses of the dealers originating the receivables.
(2) Percentages may not add to 100.0% because of rounding.
</TABLE>

                                      9

<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 September 30,                               At December 31,
                         --------------------------------------------    ---------------------------------------------
                                  1998                    1997                    1997                    1996
                         --------------------    --------------------    --------------------    ---------------------
                         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 ............   1,786,809    $24,700    1,700,645    $21,749    1,697,755    $21,879    1,679,880    $21,197
Period of Delinquency
  31-60 Days .........      41,473    $   484       52,839    $   656       58,421    $   708       65,297    $   843
  61 Days or More ....       3,935         51        8,202        119        7,360        102        8,175        118
                         ---------    -------    ---------    -------    ---------    -------    ---------    -------
Total Delinquencies ..      45,408    $   535       61,041    $   775       65,781    $   810       73,472    $   961
                         =========    =======    =========    =======    =========    =======    =========    =======
Total Delinquencies as
  a Percent of the
  Portfolio ..........        2.54%      2.17%        3.59%      3.56%        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 gross amount scheduled to
      be paid on each contract, including estimated unearned finance and
      other charges. 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>

                                     10

<PAGE>
<TABLE>
<CAPTION>

                   Credit Loss/Repossession Experience(1)
                            (Dollars in Millions)

                                       Nine Months 
                                    Ended September 30                         Year Ended December 31
                                 -----------------------   --------------------------------------------------------------

                                     1998         1997         1997        1996         1995          1994        1993
                                     ----         ----         ----        ----         ----          ----        ----
<S>                              <C>          <C>          <C>          <C>          <C>          <C>          <C>       
Average Amount Outstanding
  During the Period ...........  $   23,214   $   21,394   $   21,485   $   21,062   $   19,486   $   15,517   $   12,882

Average Number of Contracts
  Outstanding During
  the Period ..................   1,736,375    1,686,274    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 ...............        8.98%       10.14%       10.91%        9.05%       14.80%       17.00%       16.20%

Repossessions as a Percent of
  Average Number of Contracts
  Outstanding(2) ..............        2.82%        3.32%        3.40%        3.82%        3.05%        2.36%        2.15%

Net Losses as a Percent of
  Liquidations(3)(4) ..........        2.80%        2.98%        3.36%        3.17%        2.25%        1.38%        1.34%

Net Losses as a Percent of
  Average Amount
  Outstanding(2)(3) ...........        1.41%        1.64%        1.80%        1.68%        1.16%        0.73%        0.75%
<FN>
- --------------------
(1)   Except as indicated, all amounts and percentages are based on the gross
      amount scheduled to be paid on each contract, including unearned
      finance and other charges. 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 nine months ended September
      30, 1998 and 1997 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 the nine months
ended September 30, 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 1.64% of the Receivables represent
contracts with recourse to Dealers.

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