UNITED STATES 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
Date of Report: February 23, 1999
CAPITAL AUTO RECEIVABLES, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 333-06039 38-3082892
- ------------------------------- ---------- -------------------
(State or other jurisdiction of Commission (I.R.S. Employer
incorporation or organization) File Number Identification No.)
Corporate Trust Center
1209 Orange Street, Wilmington, DE 19801
- --------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 302-658-7581
------------
Items 1-4. Not Applicable.
Item 5. Other Events
On February 23, 1999 the registrant made available to prospective
investors a series term sheet setting forth a description of the
collateral pool and the proposed structure. Capital Auto
Receivables, Inc will issue the following: Class A-1 ___% Asset
Backed Notes in the Aggregate Principal Amount of $1,352,200,000,
Class A-2 ___% Asset Backed Notes in the Aggregate Principal Amount
of $735,000,000, Class A-3 ___% Asset Backed Notes in the Aggregate
Principal Amount of $403,000,000, and ___% Asset Backed Certificates
with an aggregate initial Certificate Balance of $137,981,417.23.
Only the Class A-2 and Class A-3 Notes are being offered for sale.
The Certificates will initially be held by Capital Auto Receivables,
Inc. The series term sheet is attached hereto as Exhibit 99.
Item 6. Not applicable.
Item 7. Exhibits.
Exhibit 99. The following is filed as an Exhibit to this Report under
Exhibit 99.
Series Term Sheet dated February 23, 1999, with respect
to the proposed issuance of the Class A-1 Asset Backed
Notes, Class A-2 Asset Backed Notes, Class A-3 Asset
Backed Notes and the Asset Backed Certificates of
Capital Auto Receivables, Inc. 1999-1.
<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 thereunto duly authorized.
CAPITAL AUTO RECEIVABLES, INC.
-------------------------------------
(Registrant)
s/ Eric A. Feldstein
-------------------------------------
Dated: February 23, 1999 Eric A. Feldstein, Chairman of the Board
-----------------
s/ John D. Finnegan
-------------------------------------
Dated: February 23, 1999 John D. Finnegan, President and Director
-----------------
<PAGE>
EXHIBIT INDEX
Exhibit Description Page
- ------- ----------- ----
99 Series Term Sheet dated February 23, 1999
EXHIBIT 99
$1,138,000,000 ASSET BACKED NOTES
CAPITAL AUTO RECEIVABLES ASSET TRUST 1999-1
Issuer
CAPITAL AUTO RECEIVABLES, INC.
Seller
GENERAL MOTORS ACCEPTANCE CORPORATION
Servicer
Attached is a preliminary term sheet describing the structure, collateral pool
and certain aspects of Capital Auto Receivables Asset Trust 1999-1. The term
sheet has been prepared with the cooperation of General Motors Acceptance
Corporation ("GMAC"). The information and assumptions contained in the term
sheet are preliminary and will be superseded by a prospectus supplement and by
any other information subsequently filed by the Seller with the SEC or
incorporated by reference in the relevant registration statement. In addition,
the term sheet supersedes any prior or similar term sheet.
None of the underwriters, GMAC, the Issuer or any of their respective affiliates
makes any representation as to the accuracy or completeness of the information
set forth in the attached term sheet. The information contained in the term
sheet only addresses certain aspects of the applicable security's
characteristics and does not provide a complete assessment. As such, the
information may not reflect the impact of all structural characteristics of the
security. The assumptions underlying the information, including structure and
collateral, may be modified from time to time to reflect changed circumstances.
A REGISTRATION STATEMENT (INCLUDING A PROSPECTUS) RELATING TO THE TRUST HAS BEEN
FILED WITH THE SEC AND HAS BEEN DECLARED EFFECTIVE. IN CONNECTION WITH THIS
OFFERING, A NEW PROSPECTUS RELATING TO THIS AND SUBSEQUENT CAPITAL AUTO
RECEIVABLES TRUSTS, AND SUPERSEDING THE PROSPECTUS CURRENTLY ON FILE WITH THE
SEC, WILL BE FILED WITH THE SEC. IN ADDITION, A PROSPECTUS SUPPLEMENT RELATING
TO THE SECURITIES OFFERED BY THE TRUST WILL BE FILED AFTER THE SECURITIES HAVE
BEEN PRICED AND ALL OF THE TERMS AND INFORMATION ARE FINALIZED. THIS
COMMUNICATION IS NOT AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR
WILL THERE BE ANY SALE OF THE SECURITIES OF THE TRUST IN ANY STATE IN WHICH SUCH
OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL BEFORE THE REGISTRATION OR
QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE. SALES OF THE
SECURITIES OF THE TRUST MAY NOT BE CONSUMMATED UNLESS THE PURCHASER HAS RECEIVED
BOTH THE FINAL PROSPECTUS AND THE PROSPECTUS SUPPLEMENT. THE SECURITIES TO BE
OFFERED BY THE TRUST UNDER THE FINAL PROSPECTUS AND THE PROSPECTUS SUPPLEMENT
HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY STATE SECURITIES
COMMISSION. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. ANY
INVESTMENT DECISION SHOULD BE BASED ON THE INFORMATION IN THE FINAL PROSPECTUS
AND PROSPECTUS SUPPLEMENT, WHICH WILL BE CURRENT AS OF THEIR PUBLICATION DATES
AND AFTER PUBLICATION MAY NO LONGER BE COMPLETE OR CURRENT. A FINAL PROSPECTUS
AND PROSPECTUS SUPPLEMENT MAY BE OBTAINED BY CONTACTING CREDIT SUISSE FIRST
BOSTON AT (212) 325-3325 OR MERRILL LYNCH & CO. AT (212) 449-3659.
UNDERWRITERS OF THE NOTES
CREDIT SUISSE FIRST BOSTON MERRILL LYNCH & CO.
BEAR, STEARNS & CO. INC.
J. P. MORGAN & CO.
LEHMAN BROTHERS
MORGAN STANLEY DEAN WITTER
SALOMON SMITH BARNEY
<PAGE>
ASSET BACKED NOTES
CAPITAL AUTO RECEIVABLES ASSET TRUST 1999-1
SUBJECT TO REVISION
TERM SHEET
DATED FEBRUARY 23, 1999
Capitalized terms used below that are not defined, have the meanings specified
in the prospectus of Capital Auto Receivables, Inc., as filed in the
registration statement dated June 14, 1996, pertaining to Capital Auto
Receivables Asset Trusts. A copy of the prospectus is available from the SEC.
The prospectus will be superseded by a final prospectus and prospectus
supplement to be dated February __, 1999. Any investment decision should be
based solely on the information in the final prospectus and prospectus
supplement.
Issuer............................ Capital Auto Receivables Asset Trust 1999-1
(the "Trust" or the "Issuer"), a Delaware
business trust.
Seller............................ Capital Auto Receivables, Inc., a Delaware
corporation and a wholly-owned subsidiary
of GMAC.
Servicer.......................... GMAC.
Indenture Trustee................. The First National Bank of Chicago.
Owner Trustee..................... Bankers Trust (Delaware).
The Notes......................... The Trust will issue Asset Backed Notes
(the "Notes") as follows:
Class A-1 ____% Asset Backed Notes (the
"Class A-1 Notes") in the aggregate
principal amount of $1,352,200,000. The
Class A-1 Notes are not being offered
hereby.
Class A-2 ____% Asset Backed Notes (the
"Class A-2 Notes") in the aggregate
principal amount of $735,000,000.
Class A-3 __% Asset Backed Notes (the
"Class A-3 Notes") in the aggregate
principal amount of $403,000,000.
<PAGE>
The Class A-2 Notes and Class A-3 Notes
will be delivered in book-entry form
through the facilities of the Depositary
Trust Company, Cedelbank and the Euroclear
System against payment in immediately
available funds.
The Certificates.................. The Trust will issue ___% Asset Backed
Certificates (the "Certificates") with an
aggregate initial Certificate Balance of
$137,981,417.23. The Certificates will
initially be retained by the Seller and are
not being offered hereby. Payments on the
Certificates are subordinated to payments
on the Notes to the extent set forth under
"Priority of Distributions" below.
The Trust Property................ The Trust property will include a pool of
fixed rate retail instalment sales
contracts originated on or after January 1,
1997 for new automobiles and light trucks,
certain monies due or received thereunder
on and after February 1, 1999 (the "Cutoff
Date"), amounts held on deposit in accounts
maintained for the Trust, security
interests in the vehicles financed by the
Receivables, any recourse GMAC has against
dealers under the Receivables, any proceeds
from claims on insurance policies covering
the financed vehicles and specified rights
of the Seller under the Pooling and
Servicing Agreement. Substantially all of
the Receivables comprising the Trust
property were acquired by GMAC under
special incentive rate financing programs
designed to encourage purchases of new
General Motors vehicles. The Aggregate
Amount Financed with respect to the
Receivables is $2,809,779,024.75.
Terms of the Notes................ The principal terms of the Notes will be
described below:
A. Distribution Dates........... Payments of interest and principal on the
Notes will be made on the fifteenth day of
each month or, if any such day is not a
Business Day, on the next Business Day,
commencing April 15, 1999 (each, a
"Distribution Date"). Payments will be made
to Noteholders of record as of the day
preceding a Distribution Date.
B. Interest..................... Interest on the outstanding principal
amount of each class of Notes will accrue
from the Closing Date or from the most
recent Distribution Date on which interest
has been paid to but excluding the
following Distribution Date.
<PAGE>
The Interest Rate for each class of Notes
is as specified under "The Notes" above.
Interest on the Class A-2 Notes and Class
A-3 Notes will be calculated on the basis
of a 360-day year consisting of twelve
30-day months.
C. Principal.................... Principal of the Notes will be payable on
each Distribution Date in an amount equal
to the Aggregate Noteholders' Principal
Distributable Amount for such Distribution
Date, to the extent of funds available
therefor.
Except as provided below, principal will be
paid on the Notes in the following order:
(1) to the Class A-1 Notes, until the
Class A-1 Notes are paid in full;
(2) to the Class A-2 Notes, until the
Class A-2 Notes are paid in full; and
(3) to the Class A-3 Notes, until the
Class A-3 Notes are paid in full.
The Aggregate Noteholders' Principal
Distributable Amount for any Distribution
Date will be the sum of (1) the Principal
Distributable Amount for such Distribution
Date and (2) any principal carryover
shortfall for Noteholders from prior
Distribution Dates, and will be calculated
by the Servicer as will be described in the
prospectus supplement. The "Principal
Distributable Amount" for any Distribution
Date will be the difference between the
Aggregate Discounted Principal Balance for
all outstanding Receivables as of last day
of the second month preceding the current
Distribution Date over the Aggregate
Discounted Principal Balance as of the last
day of the month preceding the current
Distribution Date. The "Aggregate
Discounted Principal Balance" of the
Receivables is the present value of all
payments due on the Receivables that have
not been received on or prior to the last
day of the applicable month, discounted at
8%. The initial Aggregate Discounted
Principal Balance will be
$2,628,181,417.23.
<PAGE>
The Final Scheduled Distribution Date (the
date on which ultimate payment of principal
on a class of Notes is due) for each class
of Notes is set forth below:
----------------------------------------
Notes Final Scheduled
Distribution Date
----------------------------------------
Class A-1 Notes May 2001
----------------------------------------
Class A-2 Notes June 2002
----------------------------------------
Class A-3 Notes August 2004
----------------------------------------
Failure to pay a class of Notes in full on
its Final Scheduled Distribution Date will
constitute an Event of Default. After an
Event of Default and acceleration of the
Notes, principal payments will be made
ratably to all Noteholders on each
Distribution Date.
D. Redemption................... The Class A-3 Notes and the Certificates
will be redeemed in whole, but not in part,
on any Payment Date if the Servicer
exercises its option to purchase the
Receivables when the Aggregate Principal
Balance as of the last day of the preceding
calendar month declines to 10% or less of
the Aggregate Amount Financed, at a
redemption price equal to the unpaid
principal amount of the Class A-3 Notes and
the Certificates, as applicable, plus
accrued and unpaid interest thereon.
Priority of Distributions......... Funds available for payment to the
Noteholders and the Certificateholders will
generally be distributed in the following
order of priority:
(1) the Total Servicing Fee;
(2) interest on the Notes;
(3) interest on the Certificates;
(4) principal on the Notes;
<PAGE>
(5) principal payments in respect of
the Certificate Balance; and
(6) to the Reserve Account.
Upon the occurrence of an Event of Default
resulting from a payment default and the
acceleration of the Notes under the
Indenture, the Notes will be paid in full
prior to making any principal or interest
payments on the Certificates.
Reserve Account................... The Reserve Account will be created with a
deposit (the "Reserve Account Deposit") by
the Seller of cash or Eligible Investments
having a value of at least $19,711,360.63
(0.75% of the initial Aggregate Discounted
Principal Balance). The "Specified Reserve
Account Balance" will equal the lesser of
(i) 0.75% of the initial Aggregate
Discounted Principal Balance and (ii) the
then outstanding principal amount of the
Notes and the Certificates. If the Reserve
Account falls below the Specified Reserve
Account Balance, amounts remaining after
payment of the servicing fee to the
Servicer and of distributions to the
Noteholders and the Certificateholders will
be deposited into the Reserve Account until
the Reserve Account equals the Specified
Reserve Account Balance. Amounts in the
Reserve Account on any Distribution Date
(after giving effect to all distributions
to be made to the Servicer, the Noteholders
and the Certificateholders on such
Distribution Date) in excess of the
Specified Reserve Account Balance for such
Distribution Date will be paid to the
Seller.
Funds will be withdrawn from cash in the
Reserve Account on each Distribution Date
to pay the servicing fee and to make
required distributions on the Notes and the
Certificates to the extent funds are not
otherwise available.
Tax Status........................ For Federal income tax purposes, the Notes
will be characterized as indebtedness, and
the Trust will be characterized either as a
division of the Seller or as a partnership
that will not be characterized as an
association or a publicly traded
partnership taxable as a corporation.
<PAGE>
ERISA Considerations.............. Subject to certain considerations, it is
contemplated that the Class A-2 Notes and
the Class A-3 Notes will be eligible for
purchase by employee benefit plans.
Rating............................ It is a condition to the issuance of the
Class A-2 Notes and Class A-3 Notes that
such Notes be rated in the highest
long-term rating category, in each case by
at least one nationally recognized
statistical rating agency. There can be no
assurance that any such ratings will not be
lowered or withdrawn by a rating agency if
circumstances so warrant.
Risk Factors...................... Before making an investment decision,
prospective investors should consider the
factors that will be set forth under the
caption "Risk Factors" in the final
prospectus and the prospectus supplement.
THE RECEIVABLES POOL
The Receivables were acquired by GMAC in the ordinary course of business,
and were selected from GMAC's portfolio for inclusion in the Receivables Pool by
several criteria, including that each Receivable (i) has a first payment due
date on or after January 1, 1997, (ii) has an original term to maturity of 24 to
60 months, (iii) provides for finance charges at an APR between 0.01% and 6.90%
and (iv) as of the Cutoff Date, was not more than 29 days past due. All of the
Receivables are Simple Interest Receivables and were secured by new vehicles at
the time of origination.
<PAGE>
The composition and distribution by annual percentage rate of the
Receivables Pool are set forth in the following tables.
<TABLE>
<CAPTION>
Composition of the Receivables Pool
Weighted
Average Weighted
Annual Average Weighted
Percentage Original Average
Rate of Term Remaining
Receivables Aggregate Number of Average -- Term
---- Amount Contracts Amount to to Maturity
(RANGE)(1) FINANCED IN POOL FINANCED MATURITY (RANGE)
----------- --------- --------- -------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
4.25% $2,809.779,024.75 191,498 $14,672.63 53.94 44.07 months
(0.01% to months (24 to 60
6.90%) months)
- ---------------------
</TABLE>
(1) Based on weighting by current balance and remaining term of each
Receivable.
Distribution by Annual Percentage Rate of the Receivables Pool
Percentage
Annual of Aggregate
Percentage Number of Amount Amount
RATE RANGE CONTRACTS FINANCED FINANCED
---------- --------- ----------- ------------
0.01%-1.00%............... 10,944 $ 178,023,375 6.34
1.01%-2.00%............... 18,952 253,307,090 9.01
2.01%-3.00%............... 20,728 269,176,427 9.58
3.01%-4.00%............... 76,362 1,067,747,619 38.00
4.01%-5.00%............... 25,867 432,371,412 15.39
5.01%-6.00%............... 32,605 511,761,754 18.21
6.01%-6.90%............... 6,040 97,391,348 3.47
-------- -------------- ------------
Total 191,498 $2,809,779,025 100.00%
======= ============== ============
The Receivables Pool includes Receivables originated in 46 states and the
District of Columbia. The following table sets forth the percentage of the
Aggregate Amount Financed in the states with the largest concentration of
Receivables. No other state accounts for more than 5.0% of the Aggregate Amount
Financed.
Percentage of
Aggregate
Amount
STATE(1) FINANCED
--------- -------------
Texas 16.09%
Michigan 12.41%
Florida 7.68%
Missouri 5.72%
Indiana 5.34%
Wisconsin 5.32%
- ---------------------
(1) Based on billing address of the obligors on the Receivables.
<PAGE>
DELINQUENCIES, REPOSSESSIONS AND NET LOSSES
Set forth below is certain information concerning GMAC's experience in the
United States pertaining to delinquencies on new and used retail automobile and
light truck receivables and repossessions and net loss information relating to
its entire vehicle portfolio (including receivables previously sold that GMAC
continues to service). 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>
Nine Months Nine Months
Ended Ended Years Ended December 31
September 30, September 30 ---------------------------------
1998 1997 1997 1996 1995 1994
------------- ------------ ------ ----- ------ ------
NEW AND USED VEHICLE CONTRACTS
Total Retail Contracts Outstanding at End of the
<S> <C> <C> <C> <C> <C> <C>
Period (in thousands)............................. 3,018 2,890 2,861 3,005 3,518 3,892
Average Daily Delinquency
31-60 Days...................................... 2.66% 3.32% 3.24% 3.14% 2.75% 2.32%
61-90 Days...................................... 0.18 0.24 0.23 0.22 0.19 0.12
91 Days or More................................. 0.02 0.02 0.03 0.03 0.02 0.02
Percent of Portfolio with Recourse to Dealers
at End of the Period.............................. 0.3% 0.6% 0.5% 0.9% 1.4% 3.6%
Repossessions as a Percent of Average Number
of Contracts Outstanding.......................... 2.48(1) 3.27(1) 3.21 3.59 3.07 2.31
Net Losses as a Percent of Liquidations(2)......... 1.76 2.56 2.65 2.65 1.57 0.96
Net Losses as a Percent of Average Receivables(2).. 0.90(1) 1.44(1) 1.40 1.58 0.95 0.57
- ---------------------
</TABLE>
(1) Annualized rate.
(2) Percentages based on gross accounts receivable including unearned income.
<PAGE>
WEIGHTED AVERAGE LIFE OF THE NOTES
The following tables indicate the projected weighted average life of the
Class A-2 Notes and the Class A-3 Notes (assuming the Servicer does not exercise
its option to repurchase the Receivables as described under "Terms of the Notes-
- -Redemption" above). The tables set forth the percent of the initial principal
balance of the Class A-2 Notes and the Class A-3 Notes that is projected to be
outstanding after each of the Distribution Dates shown using the absolute
prepayment model, which represents an assumed rate of prepayment each month
relative to the original number of receivables in a pool of receivables. The
tables are subject to numerous assumptions that will be set forth in the
prospectus supplement.
<TABLE>
<CAPTION>
Class A-2 Notes Class A-3 Notes
---------------------------------------- ----------------------------------------
Distribution Date 0.00% 0.50% 0.75% 1.00% 1.25% 1.50% 0.00% 0.50% 0.75% 1.00% 1.25% 1.50%
- ------------------- ----- ----- ----- ----- ----- ----- ----- ----- ----- ----- ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Closing Date 100 100 100 100 100 100 100 100 100 100 100 100
April 15, 1999..... 100 100 100 100 100 100 100 100 100 100 100 100
May 15, 1999....... 100 100 100 100 100 100 100 100 100 100 100 100
June 15, 1999...... 100 100 100 100 100 100 100 100 100 100 100 100
July 15, 1999...... 100 100 100 100 100 100 100 100 100 100 100 100
August 15, 1999.... 100 100 100 100 100 100 100 100 100 100 100 100
September 15, 1999. 100 100 100 100 100 100 100 100 100 100 100 100
October 15, 1999... 100 100 100 100 100 100 100 100 100 100 100 100
November 15, 1999.. 100 100 100 100 100 100 100 100 100 100 100 100
December 15, 1999.. 100 100 100 100 100 100 100 100 100 100 100 100
January 15, 1999... 100 100 100 100 100 100 100 100 100 100 100 100
February 15, 2000.. 100 100 100 100 100 100 100 100 100 100 100 100
March 15, 2000..... 100 100 100 100 100 100 100 100 100 100 100 100
April 15, 2000..... 100 100 100 100 100 100 100 100 100 100 100 100
May 15, 2000....... 100 100 100 100 100 100 100 100 100 100 100 100
June 15, 2000...... 100 100 100 100 100 93 100 100 100 100 100 100
July 15, 2000...... 100 100 100 100 96 83 100 100 100 100 100 100
August 15, 2000.... 100 100 100 99 87 74 100 100 100 100 100 100
September 15, 2000. 100 100 100 90 78 64 100 100 100 100 100 100
October 15, 2000... 100 100 93 81 69 55 100 100 100 100 100 100
November 15, 2000.. 100 96 85 73 60 46 100 100 100 100 100 100
December 15, 2000.. 100 88 76 64 51 38 100 100 100 100 100 100
January 15, 2001... 100 79 68 56 43 30 100 100 100 100 100 100
February 15, 2001.. 91 71 59 48 35 22 100 100 100 100 100 100
March 15, 2001..... 83 62 51 39 27 14 100 100 100 100 100 100
April 15, 2001..... 74 54 43 32 19 7 100 100 100 100 100 100
May 15, 2001....... 65 45 35 24 12 0 100 100 100 100 100 99
June 15, 2001...... 56 37 27 16 5 0 100 100 100 100 100 86
July 15, 2001...... 47 29 19 9 0 0 100 100 100 100 96 74
August 15, 2001.... 40 22 13 3 0 0 100 100 100 100 85 65
September 15, 2001. 33 16 7 0 0 0 100 100 100 94 75 55
October 15, 2001... 27 10 1 0 0 0 100 100 100 84 66 47
November 15, 2001.. 20 4 0 0 0 0 100 100 91 75 57 39
December 15, 2001.. 13 0 0 0 0 0 100 96 81 65 48 31
January 15, 2002... 7 0 0 0 0 0 100 86 72 57 41 24
February 15, 2002.. 1 0 0 0 0 0 100 76 62 48 33 17
March 15, 2002..... 0 0 0 0 0 0 90 66 53 40 26 11
April 15, 2002..... 0 0 0 0 0 0 78 56 44 32 19 5
May 15, 2002....... 0 0 0 0 0 0 66 46 35 24 12 0
June 15, 2002...... 0 0 0 0 0 0 55 36 26 16 6 0
July 15, 2002...... 0 0 0 0 0 0 43 26 18 9 0 0
August 15, 2002.... 0 0 0 0 0 0 31 17 9 2 0 0
September 15, 2002. 0 0 0 0 0 0 24 11 5 0 0 0
October 15, 2002... 0 0 0 0 0 0 19 7 1 0 0 0
November 15, 2002.. 0 0 0 0 0 0 14 3 0 0 0 0
December 15, 2002.. 0 0 0 0 0 0 8 0 0 0 0 0
January 15, 2003... 0 0 0 0 0 0 3 0 0 0 0 0
February 15, 2003.. 0 0 0 0 0 0 0 0 0 0 0 0
March 15, 2003..... 0 0 0 0 0 0 0 0 0 0 0 0
April 15, 2003..... 0 0 0 0 0 0 0 0 0 0 0 0
May 15, 2003....... 0 0 0 0 0 0 0 0 0 0 0 0
June 15, 2003...... 0 0 0 0 0 0 0 0 0 0 0 0
July 15, 2003...... 0 0 0 0 0 0 0 0 0 0 0 0
August 15, 2003.... 0 0 0 0 0 0 0 0 0 0 0 0
September 15, 2003. 0 0 0 0 0 0 0 0 0 0 0 0
October 15, 2003... 0 0 0 0 0 0 0 0 0 0 0 0
November 15, 2003.. 0 0 0 0 0 0 0 0 0 0 0 0
December 15, 2003.. 0 0 0 0 0 0 0 0 0 0 0 0
Weighted Average Life
(years)(1)......... 2.39 2.19 2.07 1.96 1.83 1.70 3.37 3.20 3.09 2.97 2.81 2.64
</TABLE>
<PAGE>
(1) The weighted average life of a Note is determined by (i) multiplying the
amount of each principal payment on a Note by the number of years from the
date of the issuance of the Note to the related Distribution Date, (ii)
adding the results, and (iii) dividing the sum by the related initial
principal amount of the Note.