OLYMPIC RECEIVABLES FINANCE CORP
8-K, 1997-08-08
ASSET-BACKED SECURITIES
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<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                         ----------------------------

                                   FORM 8-K

                                CURRENT REPORT
                    Pursuant to Section 13 or 15(d) of the
                            Securities Act of 1934



       Date of Report (Date of earliest event reported): March 5, 1997





                            OLYMPIC FINANCIAL LTD.
                         as Servicer with respect to
                 OLYMPIC AUTOMOBILE RECEIVABLES TRUST, 1996-D
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)


         Delaware                    333-14983                  41-1857055
- ------------------------------------------------------------------------------
(State or other jurisdiction        (Commission               (IRS employer
    of incorporation)               file number)            identification No.)


      7825 Washington Avenue South, Minneapolis, Minnesota 55439-2435
      ---------------------------------------------------------------
                 (Address of principal executive offices)


Registrant's telephone number, including area code:       (612) 942-9880
                                                    --------------------------


                               Not Applicable
- ------------------------------------------------------------------------------
         (Former name or former address, if changed since last report




<PAGE>

Item 1.   CHANGES IN CONTROL OF REGISTRANT.

          Not applicable.

Item 2.   ACQUISITION OR DISPOSITION OF ASSETS.

          Not applicable.

Item 3.   BANKRUPTCY OR RECEIVERSHIP.

          Not applicable.


Item 4.   CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS.

          Not applicable.

Item 5.   OTHER EVENTS.

          Pursuant to the Sale and Servicing Agreement, dated as of December 1,
          1996 (the "Agreement"), among Olympic Automobile Receivables 
          Trust, 1996-D (the "Trust"), as Issuer, Olympic Receivables 
          Finance Corp., as Seller, Olympic Financial Ltd., in its individual 
          capacity and as Servicer, and Norwest Bank Minnesota, National 
          Association, as Backup Servicer, Norwest Bank Minnesota, National 
          Association, as Indenture Trustee (the "Indenture Trustee"), made 
          distributions to the Note Distribution Account and to the 
          Certificate Distribution Account for distribution to the holders 
          of notes representing indebtedness of the Trust (the 
          "Noteholders") and to the holders of certificates representing 
          interests in the Trust (the "Certificateholders"), respectively, 
          and Mellon Bank, not in its individual capacity but as Owner 
          Trustee (the "Owner Trustee"), delivered to Certificateholders 
          and the Indenture Trustee delivered to Noteholders, respectively, 
          statements required by Section 4.9 of the Agreement, which 
          statements were prepared from information contained in the 
          Servicer's Certificate delivered to the Indenture Trustee and the 
          Owner Trustee pursuant to Section 3.9 of the Agreement and attached 
          hereto as Exhibit 99.1.

Item 6.   RESIGNATIONS OF REGISTRANT'S DIRECTORS.

          Not applicable.

<PAGE>

Item 7.   FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

          (a)   Financial statements of businesses acquired.

                Not applicable.

          (b)   Pro forma financial information.

                Not applicable.

          (c)   Exhibits.

                The following exhibit is filed herewith. The exhibit number 
                corresponds with Item 601(b) of Regulation S-K.

                Exhibit No.      Description
                -----------      -----------

                   99.1          Servicer's Certificate, dated 
                                 March 15, 1997, delivered to the Trustee


<PAGE>

     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.

March 15, 1997                         OLYMPIC AUTOMOBILE RECEIVABLES TRUST,
                                       1996-A

                                       By  OLYMPIC FINANCIAL LTD.,
                                           as Servicer with respect to Olympic
                                           Automobile Receivables Trust, 1996-D

                                       By: /s/ Brian S. Anderson
                                           ------------------------------------
                                           Brian S. Anderson
                                           Senior Vice President and Corporate
                                           Controller


<PAGE>

                                INDEX TO EXHIBITS



Exhibit Number                                                          Page
- --------------                                                          ----

     99.1          Servicer's Certificate, dated March 15, 1997,  
                   delivered to the Trustee

<PAGE>

               OLYMPIC  AUTOMOBILE  RECEIVABLES TRUST  1996 - D

                       MONTHLY  SERVICER'S  CERTIFICATE




     Accounting Date:                             February 28, 1997
                                                  -------------------
     Determination Date:                          March 5, 1997
                                                  -------------------
     Distribution Date:                           March 15, 1997
                                                  -------------------
     Monthly Period Ending:                       February 28, 1997
                                                  -------------------


     This Certificate is delivered pursuant to Section 3.9 of the Sale and 
     Servicing Agreement, dated as of December 1, 1996, among Olympic 
     Automobile Receivables Trust, 1996-D (the "Trust"), Olympic Receivables 
     Finance Corp., as Seller, Olympic Financial Ltd., in its individual 
     capacity and as Servicer, and Norwest Bank Minnesota, National 
     Association, as Backup Servicer (the "Sale and Servicing Agreement").
     Terms used and not otherwise defined herein have the meaning assigned 
     them in the Sale and Servicing Agreement.

     Olympic Financial Ltd., as Servicer under the Sale and Servicing 
     Agreement, hereby certifies that the following information is true and 
     correct for the Distribution Date and the Monthly Period set forth above.

<TABLE>
<S>                                                                                    <C>                <C>
I.   Collection  Account  Summary

     Available Funds:
          Payments Received                                                            $24,554,893.92
          Liquidation Proceeds (excluding Purchase Amounts)                                $91,227.26
          Current Monthly Advances                                                        $171,134.86
          Amount of withdrawal, if any, from the Reserve Account                                $0.00
          Monthly Advance Recoveries                                                      ($73,945.94)
          Purchase Amounts-Warranty and Administrative Receivables                        $328,781.54
          Purchase Amounts - Liquidated Receivables                                             $0.00
          Income from investment of funds in Trust Accounts                                $94,859.87
                                                                                       ---------------
     Total Available Funds                                                                                  $25,166,951.51
                                                                                                           ---------------
                                                                                                           ---------------

     Amounts Payable on Distribution Date:
          Reimbursement of Monthly Advances                                                     $0.00
          Backup Servicer Fee                                                                   $0.00
          Basic Servicing Fee                                                             $588,186.82
          Trustee and other fees                                                                $0.00
          Class A-1  Interest Distributable Amount                                        $225,205.95
          Class A-2  Interest Distributable Amount                                      $1,030,208.33
          Class A-3  Interest Distributable Amount                                        $619,791.67
          Class A-4  Interest Distributable Amount                                        $756,250.00
          Class A-5  Interest Distributable Amount                                        $466,145.83
          Noteholders' Principal Distributable Amount                                  $16,393,543.30
          Certificate  Interest Distributable Amount                                      $372,604.17
          Certificate  Principal Distributable Amount                                           $0.00
          Amounts owing and not paid to Security Insurer under
               Insurance Agreement                                                              $0.00
          Supplemental Servicing Fees (not otherwise paid to Servicer)                          $0.00
          Spread Account Deposit                                                        $4,715,015.44
                                                                                       ---------------
     Total Amounts Payable on Distribution Date                                                             $25,166,951.51
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>

                                     Page 1
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
II.  Available  Funds

     Collected Funds (see V)
               Payments Received                                                       $24,554,893.92
               Liquidation Proceeds (excluding Purchase Amounts)                           $91,227.26      $24,646,121.18
                                                                                       ---------------

     Purchase Amounts                                                                                         $328,781.54

     Monthly Advances
               Monthly Advances - current Monthly Period (net)                             $97,188.92
               Monthly Advances - Outstanding Monthly Advances
                  not otherwise reimbursed to the Servicer                                      $0.00          $97,188.92
                                                                                       ---------------

     Income from investment of funds in Trust Accounts                                                         $94,859.87
                                                                                                           ---------------

     Available Funds                                                                                        $25,166,951.51
                                                                                                           ---------------
                                                                                                           ---------------

III. Amounts  Payable  on  Distribution  Date

     (i)(a)    Taxes due and unpaid with respect to the Trust
               (not otherwise paid by OFL or the Servicer)                                                           $0.00

     (i)(b)    Outstanding Monthly Advances (not otherwise reimbursed
               to Servicer and to be reimbursed on the Distribution Date)                                            $0.00

     (i)(c)    Insurance Add-On Amounts (not otherwise reimbursed to Servicer)                                       $0.00

     (ii)      Accrued and unpaid fees (not otherwise paid by OFL or the Servicer):
                     Owner Trustee                                                              $0.00
                     Administrator                                                              $0.00
                     Indenture Trustee                                                          $0.00
                     Indenture Collateral Agent                                                 $0.00
                     Lockbox Bank                                                               $0.00
                     Custodian                                                                  $0.00
                     Backup Servicer                                                            $0.00
                     Collateral Agent                                                           $0.00               $0.00
                                                                                       ---------------

     (iii)(a)  Basic Servicing Fee (not otherwise paid to Servicer)                                           $588,186.82

     (iii)(b)  Supplemental Servicing Fees (not otherwise paid to Servicer)                                         $0.00

     (iii)(c)  Servicer reimbursements for mistaken deposits or postings 
               of checks returned for insufficient funds (not otherwise 
               reimbursed to Servicer)                                                                              $0.00

     (iv)      Class A-1  Interest Distributable Amount                                                       $225,205.95
               Class A-2  Interest Distributable Amount                                                     $1,030,208.33
               Class A-3  Interest Distributable Amount                                                       $619,791.67
               Class A-4  Interest Distributable Amount                                                       $756,250.00
               Class A-5  Interest Distributable Amount                                                       $466,145.83

     (v)       Noteholders' Principal Distributable Amount
                    Payable to Class A-1 Noteholders                                                       $16,393,543.30
                    Payable to Class A-2 Noteholders                                                                $0.00
                    Payable to Class A-3 Noteholders                                                                $0.00
                    Payable to Class A-4 Noteholders                                                                $0.00
                    Payable to Class A-5 Noteholders                                                                $0.00

     (vi)      Certificate Interest Distributable Amount                                                      $372,604.17

     (vii)     Unpaid principal balance of the Class A-1 Notes after deposit 
               to the Note Distribution Account of any funds in the Class A-1 
               Holdback Subaccount (applies only on the Class A-1 Final 
               Scheduled Distribution Date)                                                                         $0.00

     (viii)    Certificate Principal Distributable Amount                                                           $0.00

     (ix)      Amounts owing and not paid to Security Insurer under Insurance 
               Agreement                                                                                            $0.00
                                                                                                           ---------------
               Total amounts payable on Distribution Date                                                  $20,451,936.07
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>
                                     Page 2
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
IV.  Calculation  of  Credit  Enhancement  Fee ("Spread Account Deposit"); 
     withdrawal from Reserve Account; Deficiency Claim Amount; Pre-Funding 
     Account Shortfall and Class A-1 Maturity Shortfall

     Spread Account deposit:

          Amount of excess, if any, of Available Funds
             over total amounts payable (or amount of such
             excess up to the Spread Account Maximum Amount)                                                 $4,715,015.44

     Reserve Account Withdrawal on any Determination Date:

          Amount of excess, if any, of total amounts payable over Available Funds
             (excluding amounts payable under item (vii) of Section III)                                             $0.00

          Amount available for withdrawal from the Reserve Account (excluding the
             Class A-1 Holdback Subaccount), equal to the difference between the 
             amount on deposit in the Reserve Account and the Requisite Reserve 
             Amount (amount on deposit in the Reserve Account calculated taking 
             into account any withdrawals from or deposits to the Reserve Account 
             in respect of transfers of Subsequent Receivables)                                                       0.00

          (The amount of excess of the total amounts payable (excluding amounts
             payable under item (vii) of Section III) payable over Available 
             Funds shall be withdrawn by the Indenture Trustee from the Reserve 
             Account (excluding the Class A-1 Holdback Subaccount) to the extent 
             of the funds available for withdrawal from in the Reserve Account, 
             and deposited in the Collection Account.)

          Amount of withdrawal, if any, from the Reserve Account                                                     $0.00

     Reserve Account Withdrawal on Determination Date for Class A-1 Final 
       Scheduled Distribution Date:

             Amount by which (a) the remaining principal balance of the Class A-1 
             Notes exceeds (b) Available Funds after payment of amounts set forth 
             in item (v) of Section III                                                                              $0.00

             Amount available in the Class A-1 Holdback Subaccount                                                   $0.00

             (The amount by which the remaining principal balance of the Class A-1 
             Notes exceeds Available Funds (after payment of amount set forth in 
             item (v) of Section III) shall be withdrawn by the Indenture Trustee 
             from the Class A-1 Holdback Subaccount, to the extent of funds 
             available for withdrawal from the Class A-1 Holdback Subaccount, and 
             deposited in the Note Distribution Account for payment to the 
             Class A-1 Noteholders)

             Amount of withdrawal, if any, from the Class A-1 Holdback Subaccount                                    $0.00

     Deficiency Claim Amount:

          Amount of excess, if any, of total amounts payable over funds available 
          for withdrawal from Reserve Amount, the Class A-1 Holdback Subaccount 
          and Available Funds                                                                                        $0.00

          (on the Class A-1 Final Scheduled Distribution Date, total amounts 
          payable will not include the remaining principal balance of the 
          Class A-1 Notes after giving effect to payments made under items (v) 
          and (vii) of Section III and pursuant to a withdrawal from the 
          Class A-1 Holdback Subaccount)

     Pre-Funding Account Shortfall:

          Amount of excess, if any, on the Distribution Date on or immediately 
          following the end of the Funding Period, of (a) the sum of the Class A-1 
          Prepayment Amount, the Class A-2 Prepayment Amount, the Class A-3 
          Prepayment Amount, the Class A-4 Prepayment Amount and the Class A-5 
          Prepayment Amount over (b) the amount on deposit in the Pre-Funding 
          Account                                                                                                    $0.00

     Class A-1 Maturity Shortfall:

          Amount of excess, if any, on the Class A-1 Final Scheduled Distribution 
          Date, of (a) the unpaid principal balance of the Class A-1 Notes over 
          (b) the sum of the amounts deposited in the Note Distribution Account 
          under item (v) and (vii) of Section III or pursuant to a withdrawal 
          from the Class A-1 Holdback Subaccount.                                                                    $0.00

     (In the event a Deficiency Claim Amount, Pre-Funding Account Shortfall or 
     Class A-1 Maturity Shortfall exists, the Trustee shall deliver a Deficiency 
     Notice to the Collateral Agent, the Security Insurer, the Fiscal Agent, if 
     any, the Owner Trustee and the Servicer specifying the Deficiency Claim 
     Amount, the Pre-Funding Account Shortfall or the Class A-1 Maturity 
     Shortfall.)
</TABLE>

                                     Page 3
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
V.   Collected Funds

     Payments Received:
               Supplemental Servicing Fees                                                      $0.00
               Amount allocable to interest                                             $9,165,139.73
               Amounts allocable to principal                                          $15,389,754.19
               Amount allocable to Insurance Add-On Amounts                                     $0.00
               Amount allocable to Outstanding Monthly Advances (reimbursed to the
                  Servicer prior to deposit in the Collection Account)                          $0.00
                                                                                       ---------------
     Total Payments Received                                                                                $24,554,893.92

     Liquidation Proceeds:
               Gross amount realized with respect to Liquidated Receivables               $105,852.03

               Less: (i) reasonable expenses incurred by Servicer
                  in connection with the collection of such Liquidated
                  Receivables and the repossession and disposition
                  of the related Financed Vehicles and (ii) amounts
                  required to be refunded to Obligors on such Liquidated 
                  Receivables                                                             ($14,624.77)
                                                                                       ---------------
     Net Liquidation Proceeds                                                                                   $91,227.26

     Allocation of Liquidation Proceeds:
               Supplemental Servicing Fees                                                      $0.00
               Amount allocable to interest                                                     $0.00
               Amounts allocable to principal                                                   $0.00
               Amount allocable to Insurance Add-On Amounts                                     $0.00
               Amount allocable to Outstanding Monthly Advances (reimbursed to the
                  Servicer prior to deposit in the Collection Account)                          $0.00               $0.00
                                                                                       ---------------     ---------------
     Total Collected Funds                                                                                  $24,646,121.18
                                                                                                           ---------------
                                                                                                           ---------------

VI.  Purchase Amounts Deposited in Collection Account

     Purchase Amounts - Warranty Receivables                                                                         $0.00
               Amount allocable to interest                                                     $0.00
               Amounts allocable to principal                                                   $0.00
               Amount allocable to Outstanding Monthly Advances (reimbursed to the
                  Servicer prior to deposit in the Collection Account)                          $0.00

     Purchase Amounts - Administrative Receivables                                                             $328,781.54
               Amount allocable to interest                                                     $0.00
               Amounts allocable to principal                                             $328,781.54
               Amount allocable to Outstanding Monthly Advances (reimbursed to the
                  Servicer prior to deposit in the Collection Account)                          $0.00
                                                                                       ---------------
     Total Purchase Amounts                                                                                    $328,781.54
                                                                                                           ---------------
                                                                                                           ---------------

VII. Reimbursement of Outstanding Monthly Advances

     Outstanding Monthly Advances                                                                              $150,678.60

     Outstanding Monthly Advances reimbursed to the Servicer prior
        to deposit in the Collection Account from:
               Payments received from Obligors                                            ($73,945.94)
               Liquidation Proceeds                                                             $0.00
               Purchase Amounts - Warranty Receivables                                          $0.00
               Purchase Amounts - Administrative Receivables                                    $0.00
                                                                                       ---------------
     Outstanding Monthly Advances to be netted against Monthly
        Advances for the current Monthly Period                                                                ($73,945.94)

     Outstanding Monthly Advances to be reimbursed out of
        Available Funds on the Distribution Date                                                               ($73,945.94)

     Remaining Outstanding Monthly Advances                                                                     $76,732.66

     Monthly Advances - current Monthly Period                                                                 $171,134.86
                                                                                                           ---------------
     Outstanding Monthly Advances - immediately following the Distribution Date                                $247,867.52
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>

                                     Page 4
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
VIII.     Calculation of Interest and Principal Payments

A.  Calculation  of  Principal  Distribution  Amount

     Payments received allocable to principal                                                               $15,389,754.19
     Aggregate of Principal Balances as of the Accounting Date of all
        Receivables that became Liquidated Receivables
        during the Monthly Period                                                                              $675,007.57
     Purchase Amounts - Warranty Receivables allocable to principal                                                  $0.00
     Purchase Amounts - Administrative Receivables allocable to principal                                      $328,781.54
     Amounts withdrawn from the Pre-Funding Account                                                                  $0.00
     Cram Down Losses                                                                                                $0.00
                                                                                                           ---------------
     Principal Distribution Amount                                                                          $16,393,543.30
                                                                                                           ---------------
                                                                                                           ---------------

B.  Calculation of Class A-1 Interest Distributable Amount

     Class A-1 Monthly Interest Distributable Amount:

     Outstanding principal balance of the Class A-1 Notes (as of the
        immediately preceding Distribution Date after distributions
        of principal to Class A-1 Noteholders on such Distribution Date)               $53,324,218.07

     Multiplied by the Class A-1 Interest Rate                                                 5.430%

     Multiplied by actual days in the period, in case of the first Distribution 
        Date, by 33/360                                                                    0.07777778         $225,205.95
                                                                                       ---------------
     Plus any unpaid Class A-1 Interest Carryover Shortfall                                                         $0.00
                                                                                                           ---------------

     Class A-1 Interest Distributable Amount                                                                  $225,205.95
                                                                                                           ---------------
                                                                                                           ---------------
C.  Calculation of Class A-2 Interest Distributable Amount

     Class A-2 Monthly Interest Distributable Amount:

     Outstanding principal balance of the Class A-2 Notes (as of the
        immediately preceding Distribution Date after distributions
        of principal to Class A-2 Noteholders on such Distribution Date)              $215,000,000.00

     Multiplied by the Class A-2 Interest Rate                                                  5.75%

     Multiplied by 1/12 or, in case of the first Distribution Date, by 33/360              0.08333333        $1,030,208.33
                                                                                       ---------------
     Plus any unpaid Class A-2 Interest Carryover Shortfall                                                          $0.00
                                                                                                           ---------------
     Class A-2 Interest Distributable Amount                                                                 $1,030,208.33
                                                                                                           ---------------
                                                                                                           ---------------

D.  Calculation of Class A-3 Interest Distributable Amount

     Class A-3 Monthly Interest Distributable Amount:

     Outstanding principal balance of the Class A-3 Notes (as of the
        immediately preceding Distribution Date after distributions
        of principal to Class A-3 Noteholders on such Distribution Date)              $125,000,000.00

     Multiplied by the Class A-3 Interest Rate                                                 5.950%

     Multiplied by 1/12 or, in case of the first Distribution Date, by 33/360              0.08333333          $619,791.67
                                                                                       ---------------
     Plus any unpaid Class A-3 Interest Carryover Shortfall                                                          $0.00
                                                                                                           ---------------
     Class A-3 Interest Distributable Amount                                                                   $619,791.67
                                                                                                           ---------------
                                                                                                           ---------------

E.  Calculation of Class A-4 Interest Distributable Amount

     Class A-4 Monthly Interest Distributable Amount:

     Outstanding principal balance of the Class A-4 Notes (as of the
        immediately preceding Distribution Date after distributions
        of principal to Class A-4 Noteholders on such Distribution Date)              $150,000,000.00

     Multiplied by the Class A-4 Interest Rate                                                  6.05%

     Multiplied by 1/12 or, in case of the first Distribution Date, by 33/360              0.08333333          $756,250.00
                                                                                       ---------------
     Plus any unpaid Class A-4 Interest Carryover Shortfall                                                          $0.00
                                                                                                           ---------------
     Class A-4 Interest Distributable Amount                                                                   $756,250.00
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>

                                     Page 5
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
F.  Calculation of Class A-5 Interest Distributable Amount

     Class A-5 Monthly Interest Distributable Amount:

     Outstanding principal balance of the Class A-5 Notes (as of the
        immediately preceding Distribution Date after distributions
        of principal to Class A-5 Noteholders on such Distribution Date)               $89,500,000.00

     Multiplied by the Class A-5 Interest Rate                                                  6.25%

     Multiplied by 1/12 or, in case of the first Distribution Date, by 33/360              0.08333333          $466,145.83
                                                                                       ---------------
     Plus any unpaid Class A-5 Interest Carryover Shortfall                                                          $0.00
                                                                                                           ---------------
     Class A-5 Interest Distributable Amount                                                                   $466,145.83
                                                                                                           ---------------
                                                                                                           ---------------

H.  Calculation of Noteholders' Interest Distributable Amount

     Class A-1 Interest Distributable Amount                                              $225,205.95
     Class A-2 Interest Distributable Amount                                            $1,030,208.33
     Class A-3 Interest Distributable Amount                                              $619,791.67
     Class A-4 Interest Distributable Amount                                              $756,250.00
     Class A-5 Interest Distributable Amount                                              $466,145.83

     Noteholders' Interest Distributable Amount                                                              $3,097,601.78
                                                                                                           ---------------
                                                                                                           ---------------

I.  Calculation of Noteholders' Principal Distributable Amount:

     Noteholders' Monthly Principal Distributable Amount:

     Principal Distribution Amount                                                     $16,393,543.30

     Multiplied by Noteholders' Percentage ((i) for each Distribution Date before 
        the principal balance of the Class A-1 Notes is reduced to zero, 100%, 
        (ii) for the Distribution Date on which the principal balance of the 
        Class A-1 Notes is reduced to zero, 100% until the principal balance of 
        the Class A-1 Notes is reduced to zero and with respect to any remaining 
        portion of the Principal Distribution Amount, the initial principal 
        balance of the Class A-2 Notes over the Aggregate Principal Balance (plus 
        any funds remaining on deposit in the Pre-Funding Account) as of the 
        Accounting Date  for the preceding Distribution Date minus that portion 
        of the Principal Distribution Amount applied to retire the Class A-1 Notes 
        and (iii) for each Distribution Date thereafter, outstanding principal 
        balance of the Class A-2 Notes on the Determination Date over the 
        Aggregate Principal Balance (plus any funds remaining on deposit in the
        Pre-Funding Account) as of the Accounting Date for the preceding 
        Distribution Date)                                                                    100.00%       $16,393,543.30
                                                                                       ---------------

     Unpaid Noteholders' Principal Carryover Shortfall                                                               $0.00
                                                                                                           ---------------
     Noteholders' Principal Distributable Amount                                                            $16,393,543.30
                                                                                                           ---------------
                                                                                                           ---------------

J.  Application of Noteholders' Principal Distribution Amount:

     Amount of Noteholders' Principal Distributable Amount payable to Class A-1 
     Notes (equal to entire Noteholders' Principal Distributable Amount until 
     the principal balance of the Class A-1 Notes is reduced to zero)                                       $16,393,543.30
                                                                                                           ---------------
                                                                                                           ---------------

     Amount of Noteholders' Principal Distributable Amount payable to Class A-2 
     Notes (no portion of the Noteholders' Principal Distributable Amount is 
     payable to the Class A-2 Notes until the principal balance of the Class A-1 
     Notes has been reduced to zero; thereafter, equal to the entire 
     Noteholders' Principal Distributable Amount)                                                                    $0.00
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>
                                     Page 6
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
K.  Calculation of Certificate Interest Distributable Amount

     Certificate Monthly Interest Distributable Amount:

     Certificate Balance (as of the close of business
        on the preceding Distribution Date)                                            $73,000,000.00

     Multilpied by the Certificate Pass-Through Rate                                           6.125%

     Multiplied by 1/12 or, in case of the first Distribution Date, by 33/360              0.08333333          $372,604.17
                                                                                       ---------------
     Plus any unpaid Certificate Interest Carryover Shortfall                                                        $0.00
                                                                                                           ---------------

     Certificate Interest Distributable Amount                                                                 $372,604.17
                                                                                                           ---------------
                                                                                                           ---------------

L.  Calculation of Certificate Principal Distributable Amount:

     Certificate Monthly Principal Distributable Amount:

     Principal Distribution Amount                                                     $16,393,543.30

     Multiplied by Certificateholders' Percentage ((i) for each Distribution Date 
        before the principal balance of the Class A-1 Notes is reduced to zero, 
        0%, (ii) for the Distribution Date on which the principal balance of the 
        Class A-1 Notes is reduced to zero, 0% until the principal balance of the 
        Class A-1 Notes is reduced to zero and with respect to any remaining 
        portion of the Principal Distribution Amount, 100% minus the Noteholders' 
        Percentage (computed after giving effect to the retirement of the 
        Class A-1 Notes) and (iii) for each Distribution Date thereafter, 100% 
        minus Noteholders' Percentage)                                                          0.00%                $0.00
                                                                                       ---------------
     Unpaid Certificate Principal Carryover Shortfall                                                                $0.00
                                                                                                           ---------------

     Certificate Principal Distributable Amount                                                                      $0.00
                                                                                                           ---------------
                                                                                                           ---------------

IX.  Pre-Funding Account

     A.  Withdrawals from Pre-Funding Account:

     Amount on deposit in the  Pre-Funding Account as of the preceding
        Distribution Date or, in the case of the first Disrtibution Date,
        as of the Closing Date
          Pre-Funded Amount                                                                                         $28.40
                                                                                                           ---------------
                                                                                                                    $28.40
                                                                                                           ---------------
                                                                                                           ---------------

     Less:  withdrawals from the Pre-Funding Account in respect of transfers of
        Subsequent Receivables to the Trust occurring on a Subsequent Transfer 
        Date (an amount equal to (a) $0 (the aggregate Principal Balance of 
        Subsequent Receivables transferred to the Trust) plus (b) $0 (an amount 
        equal to $0 multiplied by (A) one less (B)((i) the Pre-Funded Amount 
        after giving effect to transfer of Subsequent Receivables over (ii) $0))                                     $0.00

     Less:  any amounts remaining on deposit in the Pre-Funding Account in the 
        case of the February 1997 Distribution Date or in the case the amount on 
        deposit in the Pre-Funding Account has been Pre-Funding Account has been 
        reduced to $100,000 or less as of the Distribution Date (see B below)                                        $0.00

     Amount remaining on deposit in the Pre-Funding Account after
        Distribution Date
          Pre-Funded Amount                                                                    $28.40
                                                                                       ---------------
                                                                                                                    $28.40
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>

                                     Page 7
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
IX.  Pre-Funding Account (cont.)

     B.  Distributions to Noteholders and Certificateholders from certain 
         withdrawals from the Pre-Funding Account:

     Amount withdrawn from the Pre-Funding Account as a result of the Pre-Funded 
        Amount not being reduced to zero on the Distribution Date on or 
        immediately preceding the end of the Funding Period (February 1997 
        Distribution Date) or the Pre-Funded Amount being reduced to $100,000 
        or less on any Distribution Date                                                                             $0.00

     Class A-1 Prepayment Amount (equal to the Class A-1 Noteholders' pro rata 
        share (based on the respective current outstanding principal balance of 
        each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     Class A-2 Prepayment Amount (equal to the Class A-2 Noteholders' pro rata 
        share (based on the respective current outstanding principal balance of 
        each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     Class A-3 Prepayment Amount (equal to the Class A-3 Noteholders' pro rata 
        share (based on the respective current outstanding principal balance of 
        each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     Class A-4 Prepayment Amount (equal to the Class A-4 Noteholders' pro rata 
        share (based on the respective current outstanding principal balance of 
        each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     Class A-5 Prepayment Amount (equal to the Class A-5 Noteholders' pro rata 
        share (based on the respective current outstanding principal balance of 
        each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     Certificate Prepayment Amount (equal to the Certificateholders' pro rata 
        share (based on the respective current outstanding principal balance 
        of each class of Notes and the current Certificate Balance) of the 
        Pre-Funded Amount as of the Distribution Date)                                                               $0.00

     C.  Prepayment Premiums:

     Class A-1 Prepayment Premium                                                                                    $0.00
     Class A-2 Prepayment Premium                                                                                    $0.00
     Class A-3 Prepayment Premium                                                                                    $0.00
     Class A-4 Prepayment Premium                                                                                    $0.00
     Class A-5 Prepayment Premium                                                                                    $0.00

     Certificate Prepayment Premium                                                                                  $0.00
</TABLE>

                                     Page 8
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
X.   Reserve Account

     Requisite Reserve Amount:

     Portion of Requisite Reserve Amount calculated with respect to Class A-1 
        Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class A-5 Notes,
        and Certificates:

          Product of (x)  6.08% (weighted average interest of Class A-1 Interest 
          Rate, Class A-2 Interest Rate, Class A-3 Interest Rate, Class A-4 
          Interest Rate, Class A-5 Interest Rate and Certificate Pass-Through Rate 
          (based on the outstanding Class A-1 principal balance, Class A-2 principal 
          balance, Class A-3 principal balance, Class A-4 principal balance, Class A-5
          principal balance, and Certificate Balance), divided by 360, (y) $0
          (the Pre-Funded Amount on such Distribution Date) and (z) 0 (the 
          number of days until the March 1997 Distribution Date))                                                    $0.00

          Less the product of (x) 2.5% divided by 360, (y) $0 (the 
          Pre-Funded Amount on such Distribution Date) and (z) 0 (the number of 
          days until the March 1997 Distribution Date)                                                               $0.00
                                                                                                           ---------------
     Requisite Reserve Amount                                                                                        $0.00
                                                                                                           ---------------
                                                                                                           ---------------

     Amount on deposit in the Reserve Account (other than the Class A-1 Holdback
        Subaccount) as of the preceding Distribution Date or, in the case of the 
        first Distribution Date, as of the Closing Date                                                              $0.00

     Plus the excess, if any, of the Requisite Reserve Amount over amount on 
        deposit in the Reserve Account (other than the Class A-1 Holdback 
        Subaccount) (which excess is to be deposited by the IndentureTrustee in 
        the Reserve Account from amounts withdrawn from the Pre-Funding Account 
        in respect of transfers of Subsequent Receivables)                                                           $0.00

     Less: the excess, if any, of the amount on deposit in the Reserve Account 
        (other than the Class A-1 Holdback Subaccount) over the Requisite 
        Reserve Amount (and amount withdrawn from the Reserve Account to cover 
        the excess, if any, of total amounts payable over Available Funds, which 
        excess is to be transferred by the Indenture Trustee to or upon the 
        order of the General Partners from amounts withdrawn from the 
        Pre-Funding Account in respect of transfers of Subsequent Receivables)                                       $0.00

     Less: withdrawals from the Reserve Account (other than the Class A-1 
        Holdback Subaccount) to cover the excess, if any, of total amount 
        payable over Available Funds (see IV above)                                                                  $0.00
                                                                                                           ---------------
     Amount remaining on deposit in the Reserve Account (other than the Class A-1 
        Holdback Subaccount) after the Distribution Date                                                             $0.00
                                                                                                           ---------------
                                                                                                           ---------------

XI.  Class A-1 Holdback Subaccount:

     Class A-1 Holdback Amount:

     Class A-1 Holdback Amount as of preceding Distribution Date or the Closing 
        Date, as applicable,                                                                                         $0.00

     Plus deposit to the Class A-1 Holdback Subaccount (equal to 2.5% of the 
        amount, if any, by which $0 (the Target Original Pool Balance set forth 
        in the Sale and Servicing Agreement) is greater than $0 (the Original 
        Pool Balance after giving effect to the transfer of Subsequent 
        Receivables on the Distribution Date or on a Subsequent Transfer Date
        preceding the Distribution Date))                                                                            $0.00

     Less withdrawal, if any, of amount from the Class A-1 Holdback Subaccount to 
        cover a Class A-1 Maturity Shortfall (see IV above)                                                          $0.00

     Less withdrawal, if any, of amount remaining in the Class A-1 Holdback 
        Subaccount on the Class A-1 Final Scheduled Maturity Date after giving 
        effect to any payment out of the Class A-1 Holdback Subaccount to cover 
        a Class A-1 Maturity Shortfall (amount of withdrawal to be released by 
        the Indenture Trustee to the General Partners)                                                               $0.00
                                                                                                           ---------------
     Class A-1 Holdback Subaccount immediately following the Distribution Date                                       $0.00
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>
                                     Page 9
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
XII. Calculation of Servicing Fees

     Aggregate Principal Balance as of the first day 
       of the Monthly Period                                   $705,824,189.67
     Multiplied by Basic Servicing Fee Rate                              1.00%
     Divided by Months per year                                      0.083333%
                                                               ---------------
     Basic Servicing Fee                                                                  $588,186.82

     Less: Backup Servicer Fees (annual rate of 1 bp)                                           $0.00

     Supplemental Servicing Fees                                                                $0.00
                                                                                       ---------------

     Total of Basic Servicing Fees and Supplemental Servicing Fees                                             $588,186.82
                                                                                                           ---------------
                                                                                                           ---------------

XIII.     Information for Preparation of Statements to Noteholders

     a.   Aggregate principal balance of the Notes as of first day of Monthly 
            Period
               Class A-1 Notes                                                                              $53,324,218.07
               Class A-2 Notes                                                                             $215,000,000.00
               Class A-3 Notes                                                                             $125,000,000.00
               Class A-4 Notes                                                                             $150,000,000.00
               Class A-5 Notes                                                                              $89,500,000.00

     b.   Amount distributed to Noteholders allocable to principal
               Class A-1 Notes                                                                              $16,393,543.30
               Class A-2 Notes                                                                                       $0.00
               Class A-3 Notes                                                                                       $0.00
               Class A-4 Notes                                                                                       $0.00
               Class A-5 Notes                                                                                       $0.00

     c.   Aggregate principal balance of the Notes (after giving effect to
             distributions on the Distribution Date)
               Class A-1 Notes                                                                              $36,930,674.77
               Class A-2 Notes                                                                             $215,000,000.00
               Class A-3 Notes                                                                             $125,000,000.00
               Class A-4 Notes                                                                             $150,000,000.00
               Class A-5 Notes                                                                              $89,500,000.00

     d.   Interest distributed to Noteholders
               Class A-1 Notes                                                                                 $225,205.95
               Class A-2 Notes                                                                               $1,030,208.33
               Class A-3 Notes                                                                                 $619,791.67
               Class A-4 Notes                                                                                 $756,250.00
               Class A-5 Notes                                                                                 $466,145.83

     e.   Remaining Certificate Balance                                                                     $73,000,000.00

     f.   1.  Class A-1 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          2.  Class A-2 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          3.  Class A-3 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          4.  Class A-4 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          5.  Class A-5 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          7.  Certificate Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          8.  Certificate Principal Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
</TABLE>

                                     Page 10
<PAGE>

<TABLE>
<S>                                                                                    <C>                <C>
XIV. Information for Preparation of Statements to Noteholders (continued)
     g.   Amount distributed payable out of amounts withdrawn from or pursuant to:
          1.  Reserve Account                                                                   $0.00
          2.  Spread Account Class A-1 Holdback Subaccount                                      $0.00
          3.  Claim on the Note Policy                                                          $0.00

     h.   Remaining Pre-Funded Amount                                                                               $28.40

     i.   Remaining Reserve Amount                                                                                   $0.00

     j.   Amount on deposit on Class A-1 Holdback Subaccount                                                         $0.00

     k.   Prepayment amounts
               Class A-1 Prepayment Amount                                                                           $0.00
               Class A-2 Prepayment Amount                                                                           $0.00
               Class A-3 Prepayment Amount                                                                           $0.00
               Class A-4 Prepayment Amount                                                                           $0.00
               Class A-5 Prepayment Amount                                                                           $0.00

     l.    Prepayment Premiums
               Class A-1 Prepayment Premium                                                                          $0.00
               Class A-2 Prepayment Premium                                                                          $0.00
               Class A-3 Prepayment Premium                                                                          $0.00
               Class A-4 Prepayment Premium                                                                          $0.00
               Class A-5 Prepayment Premium                                                                          $0.00

     m.   Total of Basic Servicing Fee, Supplemental Servicing Fees and other 
             fees, if any, paid by the Trustee on behalf of the Trust                                          $588,186.82

     n.   Note Pool Factors (after giving effect to distributions on the
             Distribution Date)
               Class A-1 Notes                                                                                  0.47652484
               Class A-2 Notes                                                                                  1.00000000
               Class A-3 Notes                                                                                  1.00000000
               Class A-4 Notes                                                                                  1.00000000
               Class A-5 Notes                                                                                  1.00000000

XV.  Information for Preparation of Statements to Certificateholders
     a.   Aggregate Certificate Balance as of first day of Monthly Period                                   $73,000,000.00

     b.   Amount distributed to Certificateholders allocable to principal                                            $0.00

     c.   Aggregate  Certificate Balance (after giving effect to
             distributions on the Distribution Date)                                                        $73,000,000.00

     d.   Interest distributed to  Certificateholders                                                          $372,604.17

     e.   Remaining  Certificate Balance                                                                    $73,000,000.00

     f.   Aggregate principal balance of the Notes (after giving effect to
             distributions on the Distribution Date)
               Class A-1 Notes                                                                              $36,930,674.77
               Class A-2 Notes                                                                             $215,000,000.00
               Class A-3 Notes                                                                             $125,000,000.00
               Class A-4 Notes                                                                             $150,000,000.00
               Class A-5 Notes                                                                              $89,500,000.00

     g.   1.  Class A-1 Interest Carryover Shortfall, if any (and change in 
                  amount from preceding statement)                                                                   $0.00
          2.  Class A-2 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          3.  Class A-3 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          4.  Class A-4 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          5.  Class A-5 Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          7.  Certificate Interest Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00
          8.  Certificate Principal Carryover Shortfall, if any (and change in 
                 amount from preceding statement)                                                                    $0.00

     h.   Amount distributed payable out of amounts withdrawn from or pursuant to:
          1.  Reserve Account                                                                   $0.00
          2.  Spread Account                                                                    $0.00
          3.  Claim on the Certificate Policy                                                   $0.00

     i.   Remaining Pre-Funded Amount                                                                               $28.40

     j.   Remaining Reserve Amount                                                                                   $0.00

     k.   Certificate Prepayment Amount                                                                              $0.00

     l.   Certificate Prepayment Premium                                                                             $0.00

     m.   Total of Basic Servicing Fee, Supplemental Servicing Fees and other 
             fees, if any, paid by the Trustee on behalf of the Trust                                          $588,186.82

     n.   Certificate Pool Factor (after giving effect to distributions on the 
             Distribution Date)                                                                                 1.00000000
</TABLE>

                                     Page 11
<PAGE>

<TABLE>
<S>                                                                                                       <C>
XVI. Pool Balance and Aggregate Principal Balance

          Original Pool Balance at beginning of Monthly Period                                             $729,999,971.60
          Subsequent Receivables                                                                                     $0.00
                                                                                                           ---------------
          Original Pool Balance at end of Monthly Period                                                   $729,999,971.60
                                                                                                           ---------------
                                                                                                           ---------------

          Aggregate Principal Balance as of preceding Accounting Date                                      $705,824,189.67
          Aggregate Principal Balance as of current Accounting Date                                        $689,430,646.37
</TABLE>

<TABLE>
<CAPTION>
     Monthly Period Liquidated Receivables                            Monthly Period Adminsitrative Receivables

               Loan #                            Amount                             Loan #                       Amount
               ------                            ------                             ------                       ------
<S>                                          <C>                              <C>                          <C>
         see attached listing                  $6,742.70                      see attached listing             $310,885.93
                                             $661,597.24                                                        $17,895.61
                                               $5,277.34                                                             $0.00
                                                                                                           ---------------
                                               $1,390.29                                                       $328,781.54
                                             -----------                                                   ---------------
                                             $675,007.57                                                   ---------------
                                             -----------
                                             -----------
</TABLE>

<TABLE>
<S>                                                                           <C>                          <C>
XVIII.    Delinquency Ratio

     Sum of Principal Balances (as of the Accounting Date)
        of all Receivables delinquent more than 30 days with
        respect to all or any portion of a Scheduled Payment
        as of the Accounting Date                                              $13,797,897.96

     Aggregate Principal Balance as of the Accounting Date                    $689,430,646.37
                                                                              ----------------
     Delinquency Ratio                                                                                         2.00134677%
                                                                                                           ---------------
                                                                                                           ---------------
</TABLE>



     IN WITNESS WHEREOF, I, Mike Sherman, a Responsible Officer of Olympic 
     Financial Ltd., have executed this Certificate as of the Determination 
     Date set forth above.

                                       OLYMPIC  FINANCIAL  LTD.


                                       By:     /s/ Michael J. Sherman
                                               --------------------------------
                                       Name:   Michael J. Sherman
                                               --------------------------------
                                       Title:  Vice President / Treasurer
                                               --------------------------------



                                     Page 12


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