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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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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): October 11, 2000
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TOYOTA MOTOR CREDIT RECEIVABLES CORPORATION ON BEHALF OF THE
TOYOTA AUTO RECEIVABLES 2000-B OWNER TRUST
(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)
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CALIFORNIA 333-76505 33-0593804
(STATE OR OTHER JURISDICTION 333-41568 (I.R.S. EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION) (COMMISSION FILE NUMBER)
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19300 GRAMERCY PLACE, NORTH BUILDING
TORRANCE, CALIFORNIA 90509
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (310) 468-7332
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ITEM 5. OTHER EVENTS
On October 11, 2000, Toyota Motor Credit Receivables Corporation
("TMCRC") and Toyota Motor Credit Corporation ("TMCC") entered into that certain
Receivables Purchase Agreement dated as of September 1, 2000 (the "Receivables
Purchase Agreement"), pursuant to which TMCC transferred to TMCRC certain retail
installment sales contracts relating to certain new and used automobiles and
light duty trucks (the "Receivables") and related property. On October 11, 2000,
the Toyota Auto Receivables 2000-B Owner Trust, a Delaware business trust
created pursuant to that certain Amended and Restated Trust Agreement dated as
of September 1, 2000 (the "Trust Agreement"), by and among TMCRC, as depositor,
U.S. Bank Trust National Association, as owner trustee, and U.S. Bank Trust
National Association, as Delaware co-trustee, (the "Trust"), TMCRC, as seller,
and TMCC, as servicer, entered into that certain Sale and Servicing Agreement
dated as of September 1, 2000 (the "Sale and Servicing Agreement"), pursuant to
which the Receivables and related property were transferred to the Trust. Also
on October 11, 2000, the Trust caused the issuance, pursuant to that certain
Indenture dated as of September 1, 2000 (the "Indenture"), by and between the
Trust, as issuer, and U.S. Bank National Association, as indenture trustee, and
pursuant to the Sale and Servicing Agreement, of the Notes, issued in the
following classes: Class A-1, Class A-2, Class A-3, Class A-4 (collectively, the
"Notes"). $359,000,000 of the Class A-2 Notes, $342,000,000 of the Class A-3
Notes and $209,038,000 of the Class A-4 Notes were sold to Deutsche Bank
Securities Inc., Morgan Stanley & Co. Incorporated, Chase Securities Inc.,
Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill") and Salomon Smith
Barney Inc., as underwriters (the "Underwriters"), pursuant to an Underwriting
Agreement dated as of September 26, 2000, by and among TMCRC, TMCC and the
Underwriters. TMCRC, TMCC and Merrill entered into a Placement Agency Agreement
dated as of September 26, 2000 (the "Placement Agency Agreement"), among
Merrill, TMCRC and TMCC, under which Merrill acted as agent for the sale by
TMCRC to an affiliate of Merrill of $70,000,000 of the Class A-2 Notes pursuant
to a Note Purchase Agreement dated as of September 26, 2000, among such
affiliate of Merrill, TMCRC and TMCC, and to another affiliate of Merrill of
$65,000,000 of the Class A-3 Notes pursuant to a Note Purchase Agreement dated
as of September 26, 2000, among that affiliate of Merrill, TMCRC and TMCC. The
Notes have been registered pursuant to the Securities Act of 1933, as amended,
under Registration Statement on Form S-3 (Commission File No. 333-76505) and
Registration Statement on Form S-3 (Commission File No. 333-41568).
Capitalized terms used herein and not defined herein have the meanings
ascribed thereto in the Sale and Servicing Agreement.
Attached as Exhibit 1.1 is the Underwriting Agreement, as Exhibit 1.2 is
the Placement Agency Agreement, as Exhibit 4.1 is the Sale and Servicing
Agreement, as Exhibit 4.2 is the Indenture, as Exhibit 4.3 is the Receivables
Purchase Agreement, as Exhibit 4.4 is the Trust Agreement and as Exhibit 4.5 is
the Administration Agreement.
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EXHIBIT INDEX
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
The exhibit number corresponds with Item 601(a) of Regulation S-K.
EXHIBIT
NUMBER DESCRIPTION
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1.1 Underwriting Agreement dated as of September 26, 2000, by
and among TMCRC, TMCC and the Underwriters.
1.2 Placement Agency Agreement dated as of September 26, 2000,
by and among Merrill, TMCRC and TMCC.
4.1 Sale and Servicing Agreement dated as of September 1, 2000,
by and among the Registrant, as issuer, TMCRC, as seller,
and TMCC, as servicer.
4.2 Indenture dated as of September 1, 2000, by and between the
Registrant, as issuer, and U.S. Bank National Association,
as indenture trustee.
4.3 Receivables Purchase Agreement dated as of September 1,
2000, by and between TMCRC, as purchaser, and TMCC, as
seller.
4.4 Trust Agreement dated as of September 1, 2000, by and among
TMCRC, as depositor, U.S. Bank Trust National Association,
as owner trustee, and U.S. Bank Trust National Association,
as Delaware co-trustee.
4.5 Administration Agreement dated as of September 1, 2000, by
and among the Registrant, as issuer, TMCC, as administrator,
U.S. Bank National Association, as indenture trustee, and
U.S. Bank Trust National Association, as owner trustee.
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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 MOTOR CREDIT RECEIVABLES
CORPORATION
October 26, 2000 By: /s/ LLOYD MISTELE
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Name: Lloyd Mistele
Title: President
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EXHIBIT INDEX
Item 601(a) of Regulation S-K
EXHIBIT
NUMBER DESCRIPTION
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1.1 Underwriting Agreement dated as of September 26, 2000, by and
among TMCRC, TMCC and the Underwriters.
1.2 Placement Agency Agreement dated as of September 26, 2000, by and
among Merrill, TMCRC and TMCC.
4.1 Sale and Servicing Agreement dated as of September 1, 2000, by
and among the Registrant, as issuer, TMCRC, as seller, and TMCC,
as servicer.
4.2 Indenture dated as of September 1, 2000, by and between the
Registrant, as issuer, and U.S. Bank National Association,
as indenture trustee.
4.3 Receivables Purchase Agreement dated as of September 1, 2000, by
and between TMCRC, as purchaser, and TMCC, as seller.
4.4 Trust Agreement dated as of September 1, 2000, by and among
TMCRC, as depositor, U.S. Bank Trust National Association,
as owner trustee, and U.S. Bank Trust National Association, as
Delaware co-trustee.
4.5 Administration Agreement dated as of September 1, 2000, by and
among the Registrant, as issuer, TMCC, as administrator,
U.S. Bank National Association, as indenture trustee, and U.S.
Bank Trust National Association, as owner trustee.
