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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number: 333-38681
Banc One Auto Grantor Trust 1997-B
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(Issuer with respect to the Certificates)
Bank One, Texas. N.A.
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(Exact name of registrant as specified in its charter)
United States 75-2270994
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
c/o Bank One, Texas, N.A., as Servicer, 150 East Campus View,
Attn: John Jaeger, Columbus, OH 43235
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(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (614) 248-3718
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Securities Registered pursuant to Section 12(b) of the Act: None
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Securities Registered pursuant to Section 12(g) of the Act: None
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Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes /X/ No / /
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<PAGE>
The Issuer has no officer, director or beneficial owner of more than 10%
of equity securities to whom Section 16(a) of the Act applies and consequently
Item 405 of Regulation S-K does not apply.
The Issuer does not have any voting stock, has not been involved in
bankruptcy proceedings during the past five years and is not a corporate
registrant.
No documents are incorporated by reference into this Form 10-K.
Exhibit Index on Page 9
Page 2 of 10 Pages.
Page 2
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This Annual Report on Form 10-K is filed in accordance with a no-action letter
dated August 16, 1995 issued by the Office of Chief Counsel, Division of
Corporation Finance of the Securities and Exchange Commission, to Bank
One,Texas, N.A., as originator and servicer of Banc One Auto Trust 1995-A.
Consistent with such no-action letter, certain items have been omitted from or
modified in this Annual Report on Form 10-K.
PART I
Item 1. Business
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Omitted.
Item 2. Properties
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The property of Banc One Auto Grantor Trust 1997-B (the "Trust")
consists of certain motor vehicle retail installment sale
contracts secured by new or used automobiles, vans or light duty
trucks. The Trust was formed pursuant to a Pooling and Servicing
Agreement dated as of December 1, 1997 (the "Pooling Agreement")
between Bank One, Texas, N.A., as seller and servicer, and
Bankers Trust Company, as trustee.
Information regarding the property of the Trust and the
activities of Bank One, Texas, N.A., as Servicer (the
"Servicer"), during the period from December 1, 1997 to December
31, 1997 is contained in the Annual Statement prepared by the
Servicer and filed as Exhibit 99.1 hereto.
Item 3. Legal Proceedings
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Nothing to report.
Item 4. Submission of Matters to a Vote of Security Holders
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No matters were submitted to a vote of security holders during
1997.
Page 3
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PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder
Matters
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Investor Certificates are held and delivered in book-entry form
through the facilities of the Depository Trust Company ("DTC"), a
clearing agency registered pursuant to the provisions of Section
17A of the Securities Exchange Act of 1934, as amended. The
Certificates are held by Cede & Co, the nominee of DTC.
The records of DTC indicate that, at December 31, 1997, there
were: (i) forty-eight (48) DTC Participants holding a position in
the 6.29% Class A Asset Backed Certificates, Series 1997-B; and
(ii) four (4) DTC Participant holding a position in the 6.46%
Class B Asset Backed Certificates, Series 1997-B. There is no
established public market in which the Certificates are traded.
Item 6. Selected Financial Data.
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Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
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Omitted.
Item 8. Financial Statements and Supplementary Data
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Omitted.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
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None.
PART III
Item 10. Directors and Executive Officers of the Registrant
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Omitted.
Page 4
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Item 11. Executive Compensation
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Omitted.
Item 12. Security Ownership of Certain Beneficial Owners and Management
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At December 31, 1997, the Certificates were registered in the
name of Cede & Co., as nominee of DTC. The records of DTC
indicate that, at December 31, 1997, there were nine (9) DTC
Participants holding positions in excess of five (5) percent of
any class of outstanding Certificates. Such persons are described
in the table below:
Amount and
Nature of
Beneficial Percent
Title of Name and Address of Ownership of
Class Beneficial Owners $(000's) Class
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6.29% Class A Boston Safe Deposit $ 51,695 9.03%
Asset Backed and Trust Company
Certificates c/o Mellon Bank N.A.
Series 1997-B Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $158,550 27.69%
4 New York Plaza
Proxy Department, 13th Floor
New York, NY 10004
Northern Trust Company $ 90,640 15.83%
801 S. Canal C-IN
Chicago, IL 60607
EXHIBIT 99.1
Banc One Auto Grantor Trust 1997-B
Annual Statement for Form 10-K
December 31, 1997
<TABLE>
<CAPTION>
Dollars
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<S> <C>
I. Amount of 1997 distributions allocable to principal:
(i) Class A Certificateholders $18,331,629.75
(ii) Class B Certificateholders $1,170,131.21
II. Amount of 1997 distributions allocable to interest:
(i) Class A Certificateholders $3,401,342.31
(ii) Class B Certificateholders $222,979.89
III. Pool Balance as of the close of business on December 31, 1997, after
giving effect to payments allocated to principal reported under (I) above $589,608,662.63
IV. Aggregate outstanding principal balances and pool factors for each class
of securities, as of December 31, 1997, after giving effect to all
payments reported under clause (I) above on such date:
(a) Class A Certificateholders $554,231,370.25
(b) Class A Pool Factor 0.9679832
(c) Class B Certificateholders $35,377,292.38
(d) Class B Pool Factor 0.9679832
V. Amount of the Total Servicing Fee paid to the Servicer with respect to
the year ended December 31, 1997
(i) Total Servicing Fee $507,592.02
VI. Amount of the aggregate Realized Losses, if any, for the year ended December 31, 1997 $0.00
VII. (a) Aggregate amount withdrawn from the Reserve Account and deposited in
the Collection Account $0.00
(b) Specified Reserve Account balance as of December 31, 1997 $29,480,433.13
(c) Aggregate Reserve Account release to seller for the year ended December 31, 1997 $2,382,463.92
(d) Balance of the Reserve Account as of December 31, 1997 $29,480,433.13
(e) 1997 Average Charge-off Rates 0.00%
(f) 1997 Average of Delinquency Percentages 0.01%
VIII. (a) Certificateholder's Interest Carryover Shortfall $0.00
(b) Certificateholder's Principal Carryover Shortfall $0.00
IX. Aggregate Purchase Amounts paid by the Seller or the Servicer with
respect to the year ended December 31, 1997 $0.00
X. Delinquent Receivables as of December 31, 1997
<CAPTION>
Dollar Amount % # Units
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<S> <C> <C> <C>
(a) 30-59 Days Delinquent $2,994,095 0.51% 222
(b) 60-89 Days Delinquent $59,165 0.01% 4
(c) 90 Days or More Delinquent $0 0.00% 0
</TABLE>
