<PAGE> 1
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
July 8, 1996
Toyota Motor Credit Receivables Corporation on behalf of the
Toyota Auto Receivables 1996-A Grantor Trust
------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
<TABLE>
<S> <C> <C>
California 333-4336 33-056836
---------------------------- ------------ ------------------
(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
19001 South Western Avenue
Torrance, California 90509
---------------------------- -----------------
(Address of Principal (Zip Code)
Executive Offices)
</TABLE>
Registrant's telephone number, including area code (213) 351-6100
No Change
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
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<PAGE> 2
Item 5. Other Events.
Attached as Exhibit 99.1 are certain materials (the "Terms Sheet")
furnished to the Registrant by Goldman, Sachs & Co. and Lehman Brothers Inc.
(collectively, the "Underwriters"), relating to the Toyota Auto Receivables
1996-A Grantor Trust __% Asset Backed Certificates, Class A and __% Asset
Backed Certificates Class B (the "Offered Certificates"). The Offered
Certificates will be offered pursuant to a Prospectus Supplement to be filed
with the Commission pursuant to Rule 424(b)(2) under the Securities Act of
1933, as amended (the "Act") within 48 hours of the first use thereof, to a
Prospectus dated July 3, 1996 (the Prospectus Supplement and the Prospectus are
collectively referred to herein as the "Prospectus"). The Offered Certificates
have been registered pursuant to the Act under a Registration Statement on Form
S-3 (Commission File No. 333-4336) (the "Registration Statement").
The Terms Sheet was prepared solely by the Underwriters, and the Registrant
did not prepare or participate in the preparation thereof other than by
providing to the Underwriters the background information concerning the
underlying pool of assets which the Terms Sheet describes.
Any statements or information contained in the Terms Sheet shall be deemed
to be modified or superseded for purposes of the Prospectus and the Registration
Statement by statements or information contained in the Prospectus.
Item 7. Financial Statements; Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99.1 Terms Sheet relating to the Toyota Auto
Receivables 1996-A Grantor Trust __%
Asset Backed Certificates,Class A and __%
Asset Backed Certificates Class B.
2
<PAGE> 3
Exhibit Index
<TABLE>
<CAPTION>
Exhibit Page
- ------- ----
<S> <C> <C>
99.1 Terms Sheet relating to the Toyota Auto Receivables
1996-A Grantor Trust __% Asset Backed Certificates,
Class A and __% Asset Backed Certificates Class B. . . 5
</TABLE>
3
<PAGE> 4
Pursuant to the requirements of Section 12 of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
July 10, 1996 TOYOTA AUTO CREDIT
RECEIVABLES CORPORATION
By: /s/ PATRICK J. BREENE
------------------------------
Name: Patrick J. Breene
Title: Vice President-Finance
and Administration
4
<PAGE> 1
SUBJECT TO REVISION
TERM SHEET DATED JULY 8, 1996
TOYOTA AUTO RECEIVABLES 1996-A GRANTOR TRUST
$__________ ___% ASSET BACKED CERTIFICATES, CLASS A
$__________ ___% ASSET BACKED CERTIFICATES, CLASS B
TOYOTA MOTOR CREDIT RECEIVABLES CORPORATION,
SELLER
TOYOTA MOTOR CREDIT CORPORATION,
SERVICER
THE CERTIFICATES WILL REPRESENT BENEFICIAL OWNERSHIP INTERESTS IN THE TRUST
ONLY AND DO NOT REPRESENT OBLIGATIONS OF OR INTERESTS IN TOYOTA
MOTOR CREDIT RECEIVABLES CORPORATION, TOYOTA MOTOR CREDIT CORPORATION,
TOYOTA MOTOR SALES, U.S.A., INC. OR ANY OF THEIR RESPECTIVE AFFILIATES.
NEITHER THE CERTIFICATES NOR THE RECEIVABLES ARE INSURED OR GUARANTEED
BY ANY GOVERNMENTAL AGENCY.
THIS TERM SHEET CONTAINS STRUCTURAL AND COLLATERAL INFORMATION WITH RESPECT TO
THE TOYOTA AUTO RECEIVABLES 1996-A GRANTOR TRUST __% ASSET
BACKED CERTIFICATES, CLASS A AND THE __% ASSET BACKED CERTIFICATES, CLASS B
(THE "OFFERED CERTIFICATES"); HOWEVER, THIS TERM SHEET
DOES NOT CONTAIN COMPLETE INFORMATION WITH RESPECT TO
THE OFFERING OF THE OFFERED CERTIFICATES. THE INFORMATION HEREIN IS
PRELIMINARY AND WILL BE SUPERSEDED BY THE INFORMATION CONTAINED IN THE
PROSPECTUS SUPPLEMENT AND THE PROSPECTUS. ADDITIONAL INFORMATION
WILL BE CONTAINED IN THE PROSPECTUS SUPPLEMENT AND THE PROSPECTUS.
PURCHASERS ARE URGED TO READ BOTH THE PROSPECTUS SUPPLEMENT AND
THE PROSPECTUS.
THIS TERM SHEET SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN
OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE OFFERED
CERTIFICATES IN ANY STATE OR OTHER
JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR
TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES OR OTHER APPLICABLE
LAWS OF ANY SUCH STATE OR OTHER JURISDICTION. SALES OF THE OFFERED
CERTIFICATES MAY NOT BE CONSUMMATED UNLESS THE PURCHASER HAS
RECEIVED BOTH THE PROSPECTUS SUPPLEMENT AND THE PROSPECTUS.
_________________________________
Joint Global Coordinators and Joint Bookrunners
GOLDMAN, SACHS & CO. LEHMAN BROTHERS
_________________________________
<PAGE> 2
The information contained in this Term Sheet is preliminary and will be
superseded in its entirety by the information appearing in the Prospectus
Supplement, the Prospectus and the Pooling and Servicing Agreement (the
"Agreement"), dated as of July 1, 1996, among Toyota Motor Credit Receivables
Corporation, as seller (the "Seller"), Toyota Motor Credit Corporation
("TMCC"), as servicer (in such capacity, the "Servicer") and Bankers Trust
Company, as trustee (the "Trustee") and by any other information subsequently
filed with the United States Securities and Exchange Commission with respect to
the Toyota Auto Receivables 1996-A Grantor Trust (the "Trust"), the Receivables
described herein (the "Receivables") or the Offered Certificates.
The information contained herein addresses only certain limited aspects of the
Offered Certificates' characteristics, and does not purport to provide a
complete assessment thereof or of the risks associated with the purchase
thereof which are more fully described under "Risk Factors" in the Prospectus
and the Prospectus Supplement. The information contained herein therefore may
not reflect the impact of all structural characteristics of the security,
changes to the structure of the Offered Certificates or the characteristics of
the Receivables ultimately included in the Trust, any or all of which might
change prior to the issuance of the Offered Certificates to reflect changed
circumstances.
Although the registration statement (including the Prospectus) relating to the
Offered Certificates has been filed with the United States Securities and
Exchange Commission and is effective, the final Prospectus Supplement and
Prospectus relating to the securities discussed in this communication have not
been filed with the United States Securities and Exchange Commission. The
securities discussed in this communication have not been approved or
disapproved by the United States Securities and Exchange Commission or any
other state or other jurisdictional commission. Sales of the Offered
Certificates may not be consummated unless the purchaser has received both the
Prospectus Supplement and the Prospectus. This communication shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of the securities discussed in this communication in any
state or other jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities or other
applicable laws of any such state or other jurisdiction.
THE CERTIFICATES . . . . . . . . . . . . $_____________ aggregate
principal amount of ___% Toyota
Auto Receivables 1996-A Grantor
Trust Asset Backed Certificates,
Class A (the "Class A
Certificates") and
$_____________ aggregate
principal amount of ___% Toyota
Auto Receivables 1996-A Grantor
Trust Asset Backed Certificates,
Class B (the "Class B
Certificates" and, together with
the Class A Certificates, the
"Offered Certificates").
$__________ aggregate principal
amount of ___% Toyota Auto
Receivables 1996-A Grantor Trust
Certificates, Class C (the
"Class C Certificates" and,
together with the Offered
Certificates, the
"Certificates") will be offered
on a privately-placed basis.
The "Class A Percentage" will
be __%, the "Class B Percentage"
will be __% and the "Class C
Percentage" will be __%.
REGISTRATION OF THE
OFFERED CERTIFICATES . . . . . . . . . . The Offered Certificates will be
held through The Depository
Trust Company, in the United
States, or Cedel Bank, societe
anonyme, or the Euroclear System
in Europe or Asia.
2
<PAGE> 3
THE RECEIVABLES . . . . . . . . . . . . As of July 1, 1996 (the
"Cutoff Date"), the receivables
comprising the primary assets of
the Trust (the "Receivables")
will have an aggregate principal
balance of $754,397,267.42.
Certain expected characteristics
of the Receivables are described
below under "The Receivables
Pool".
INTEREST ON THE
OFFERED CERTIFICATES . . . . . . . . . Class A Certificates:
___% per annum.
Class B Certificates:
___% per annum.
Interest on the Offered
Certificates will be calculated
on the basis of a 360-day year
consisting of twelve 30-day
months, payable on the twentieth
day of each month (or, if any
such day is not a Business Day,
the next succeeding Business Day)
beginning August 20, 1996 (each,
a "Distribution Date").
Interest on the Class A
Certificate Balance at the rate
specified above and interest on
the Class B Certificate Balance
at the rate specified above will
be distributed to the Class A
Certificateholders and the
Class B Certificateholders,
respectively, on each
Distribution Date. Such
distribution will be subject to
(i) the availability of
collections allocable to
interest, (ii) the availability
of funds in the Reserve Fund and
(iii) the subordination features
described below under
"Subordination" and in the
Prospectus and the Prospectus
Supplement. The Final Scheduled
Distribution Date with respect
to each class of Certificates is
expected to be July 20, 2001.
PRINCIPAL ON THE
OFFERED CERTIFICATES . . . . . . . . . On each Distribution Date, the
Trustee will distribute (i) pro
rata to the Class A
Certificateholders an amount
equal to the Class A Percentage
and (ii) pro rata to the Class B
Certificateholders an amount
equal to the Class B Percentage
of: (a) the principal portion of
scheduled monthly payments on
the Receivables due (in the case
of Precomputed Receivables) or
received (in the case of Simple
Interest Receivables) during the
preceding calendar month (each,
a "Collection Period"); (b) the
principal portion of all
prepayments in full and of all
partial prepayments on Simple
Interest Receivables received by
the Servicer during such
Collection Period; and (c) the
principal balance of each
Receivable repurchased by the
Servicer or the Seller under an
obligation that arose during
such Collection Period or that
became a Defaulted Receivable
during such Collection Period.
Such distribution will be
subject to (i) the availability
of collections allocable to
principal, (ii) the availability
of funds in the Reserve Fund and
(iii) the subordination features
described below under
"Subordination" and in the
Prospectus and Prospectus
Supplement.
OPTIONAL PURCHASE OF
THE OFFERED CERTIFICATES . . . . . . . The Seller or the Servicer may
purchase the Receivables
remaining in the Trust after the
last day of any Collection
Period during which the
3
<PAGE> 4
aggregate principal balance
thereof is 10% or less of the
aggregate principal balance
thereof as of the Cutoff Date,
thereby effecting an early
retirement of the Offered
Certificates.
SUBORDINATION . . . . . . . . . . . . . . The Class B and Class C
Certificateholders will not
receive any distributions of
interest on a Distribution Date
until the full amount of
interest on the Class A
Certificates payable on such
Distribution Date has been
distributed. The Class B and
Class C Certificateholders will
not receive any distributions of
principal on such Distribution
Date until the full amount of
interest on and principal of the
Class A Certificates payable on
such Distribution Date has been
distributed. Distributions of
interest on the Class B
Certificates and the Class C
Certificates, will not be
subordinated to the payment of
principal on the Class A
Certificates.
The Class C Certificateholders
will not receive any
distributions of interest on a
Distribution Date until the full
amount of interest on the Class A
and Class B Certificates payable
on such Distribution Date has
been distributed. The Class C
Certificateholders will not
receive any distributions of
principal with respect to such
Distribution Date until the full
amount of interest on and
principal of the Class A and
Class B Certificates payable on
such Distribution Date has been
distributed. Distributions of
interest on the Class C
Certificates will not be
subordinated to the payment of
principal on the Class A
Certificates or the Class B
Certificates.
RESERVE FUND . . . . . . . . . . . . . . A Reserve Fund will be created
with an initial deposit by the
Seller on the Closing Date of an
amount expected to be at least
$________. The Reserve Fund
will be supplemented on each
Distribution Date by the deposit
therein of all Excess Amounts up
to the "Specified Reserve Fund
Balance" specified in the
Agreement. "Excess Amounts" in
respect of a Distribution Date
will be all remaining amounts on
deposit in the Collection
Account in respect of the
related Collection Period, after
the Servicer has been reimbursed
for any outstanding Advances and
has been paid the Servicing Fee
and after giving effect to all
distributions of interest and
principal required to be made to
the Certificateholders on such
Distribution Date.
On each Distribution Date, any
amounts in the Reserve Fund in
excess of the Specified Reserve
Fund Balance and not applied to
cover shortfalls in distributions
on the Certificates will be
distributed to the Seller.
To the extent available, funds
will be withdrawn from the
Reserve Fund for distribution,
to the extent of shortfalls in
the amount available to make
required distributions of
interest on the Class A
Certificates, the Class B
Certificates and the Class C
Certificates, in that order, and
then to the extent of shortfalls
in the amount available to make
required
4
<PAGE> 5
distributions of principal on
the Class A Certificates, the
Class B Certificates and the
Class C Certificates, in that
order.
ADVANCES . . . . . . . . . . . . . . . . With respect to each applicable
Collection Period, the Servicer
will make Advances of amounts
relating to: (i) for each
Precomputed Receivable, that
portion, if any, of the related
scheduled monthly payment that
was not timely made, (ii) for
each Simple Interest Receivable,
an amount equal to the product
of the Principal Balance of such
Receivable as of the first day
of the related Collection Period
and one-twelfth of its APR,
minus the amount of interest
actually received on such
Receivable during such
Collection Period (but in each
case only to the extent that it
determines such Advances will be
recoverable from future payments
and collections on or in respect
of such Receivable) and (iii)
for Receivables as to which it
makes certain modifications.
LISTING . . . . . . . . . . . . . . . . . Application has been made to
list the Class A Certificates on
the Luxembourg Stock Exchange
and The Stock Exchange of Hong
Kong Limited.
TAX STATUS . . . . . . . . . . . . . . . In the opinion of Andrews &
Kurth L.L.P. ("Tax Counsel"),
the Trust will be treated as a
grantor trust for federal income
tax purposes and will not be
subject to federal income tax.
ERISA CONSIDERATIONS . . . . . . . . . . Subject to the considerations
discussed under "ERISA
Considerations" in the
Prospectus and the Prospectus
Supplement, the Class A
Certificates will be eligible
for purchase by employee benefit
plans. The Class B Certificates
may not be acquired by any
employee benefit plan subject to
the Employee Retirement Income
Security Act of 1974, as amended
or by an individual retirement
account.
RATINGS OF THE CERTIFICATES . . . . . . . It is a condition to the
issuance of the Certificates
that the Class A Certificates be
rated in the highest investment
rating category by Standard and
Poor's Ratings Services, a
division of The McGraw-Hill
Companies, Inc. ("S&P") and
Moody's Investors Service
("Moodys"), and the Class B
Certificates are expected to be
rated at least "BBB" by S&P and
at least "Baa2" by Moodys.
THE RECEIVABLES POOL
The pool of Receivables (the "Receivables Pool") is expected to
include the Receivables purchased as of the Cutoff Date based on selection
criteria that include: (i) at the time of origination, each Receivable was
secured by a new or used automobile or light duty truck; (ii) each Receivable
was originated in the United States; (iii) each Receivable provides for level
monthly Scheduled Payments that fully amortize the amount financed by such
Receivable over its original term except that the payment in the first or last
month in the life of the Receivable may be minimally different from the level
payment; (iv) each Receivable was originated prior to May 31, 1996; (v) each
Receivable had an original number of scheduled payments of not less than 12 and
not more than 72 and, as of the
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<PAGE> 6
Cutoff Date, had a remaining number of scheduled payments of not less than 4
and not more than 54; (vi) each Receivable provides for the payment of a
finance charge at an APR ranging from 8.00% to 22.00%; (vii) each Receivable
does not have a payment that is more than 30 days past due as of the Cutoff
Date; (viii) no Receivable is a receivable as to which payments ahead of 6 or
more scheduled payments have been received from or on behalf of the related
Obligor; (ix) each Receivable is being serviced by TMCC; (x) to the best
knowledge of the Seller, no Receivable is due from any Obligor who is presently
the subject of a bankruptcy proceeding or is bankrupt or insolvent; (xi) no
Financed Vehicle has been repossessed without reinstatement as of the Cutoff
Date; and (xii) no Financed Vehicle was subject to force-placed insurance as of
the Cutoff Date. TMCC does not originate retail installment sales contracts in
Hawaii, and retail installment sales contracts originated in Texas or serviced
by an independent finance company conducting business in five southeastern
states of the United States (Alabama, Florida, Georgia, North Carolina and
South Carolina) on behalf of TMCC will not be included in the Trust. No
selection procedures believed by the Seller to be adverse to Certificateholders
will be used in selecting the Receivables.
The Receivables will represent financing of new and used automobiles
and/or light duty trucks. Based on the Cutoff Date Pool Balance, approximately
65.7% and 34.3% of the Receivables are expected to represent financing of new
vehicles and used vehicles, respectively. As of the Cutoff Date, the average
Principal Balance of the Receivables is expected to be approximately $8,984.
Based on the addresses of the originating Dealers, the Receivables are expected
to have been originated in 48 states. Except in the case of any breach of
representations and warranties by the related Dealer, the Receivables generally
are not expected to provide for recourse against the originating Dealer. By
aggregate Principal Balance, it is expected that approximately 50.1% of the
Receivables will constitute Precomputed Receivables and approximately 49.9% of
the Receivables will constitute Simple Interest Receivables.
The expected composition, distribution by APR and geographic
distribution of the Receivables as of the Cutoff Date are as set forth in the
following tables.
COMPOSITION OF THE RECEIVABLES
<TABLE>
<S> <C>
Aggregate Cutoff Date Principal Balance . . . . . . . . . . . . $754,397,267.42
Number of Receivables . . . . . . . . . . . . . . . . . . . . . 83,975
Average Cutoff Date Principal Balance . . . . . . . . . . . . . $8,983.59
Average Original Amount Financed . . . . . . . . . . . . . . . . $13,762.61
Range of Original Amount Financed . . . . . . . . . . . . . . $1,019.74 to $50,000.00
Weighted Average APR(1) . . . . . . . . . . . . . . . . . . . . 10.47%
Range of APRs . . . . . . . . . . . . . . . . . . . . . . . . 8.00% to 22.00%
Weighted Average Original Number of Scheduled Payments(1) . . . 57
Range of Original Number of Scheduled Payments . . . . . . . . 12 to 72
Weighted Average Remaining Number of Scheduled Payments(1) . . . 40
Range of Remaining Number of Scheduled Payments . . . . . . . 4 to 54
</TABLE>
----------
(1) Weighted by Principal Balance as of the Cutoff Date.
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DISTRIBUTION OF THE RECEIVABLES BY APR
<TABLE>
<CAPTION>
Percentage of
Aggregate Cutoff Date Percentage of
Number of Number of Principal Cutoff Date
Range of APRs Receivables Receivables Balance Pool Balance
------------- ----------- ----------- ---------------- --------------
<S> <C> <C> <C> <C>
8.00% to 8.99% . . . . . 23,165 27.59% $212,055,552.81 28.11%
9.00% to 9.99% . . . . . 20,175 24.03 192,243,449.01 25.48
10.00% to 10.99% . . . . . 14,020 16.70 128,199,460.69 16.99
11.00% to 11.99% . . . . . 9,119 10.86 80,726,976.92 10.70
12.00% to 12.99% . . . . . 7,275 8.66 63,490,206.71 8.42
13.00% to 13.99% . . . . . 3,404 4.05 26,691,196.15 3.54
14.00% to 14.99% . . . . . 2,123 2.53 16,339,673.48 2.17
15.00% to 15.99% . . . . . 1,370 1.63 10,599,452.51 1.41
16.00% to 16.99% . . . . . 880 1.05 6,550,340.00 0.87
17.00% to 17.99% . . . . . 628 0.75 4,559,971.00 0.60
18.00% to 18.99% . . . . . 522 0.62 3,930,118.39 0.52
19.00% to 19.99% . . . . . 602 0.72 4,546,088.31 0.60
20.00% to 20.99% . . . . . 585 0.70 3,990,419.83 0.53
21.00% to 21.99% . . . . . 98 0.12 432,159.10 0.06
22.00% . . . . . 9 0.01 42,202.50 0.01
Total(1) . . . 83,975 100.00% $754,397,267.42 100.00%
---------- ====== ======= =============== =======
</TABLE>
(1) Dollar amounts and percentages do not add to the total or to 100.00%,
respectively, due to rounding.
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DISTRIBUTION OF THE INITIAL RECEIVABLES BY STATE (1)
<TABLE>
<CAPTION>
Percentage of
Aggregate Number of Cutoff Date Percentage of
Number of Cutoff Date Principal Cutoff Date
State Receivables Receivables Balance Pool Balance
- ----- ----------- ----------- ----------- -------------
<S> <C> <C> <C> <C>
Alabama 14 0.02% $ 266,026.85 0.04%
Alaska 74 0.09 712,606.75 0.09
Arizona 1,628 1.94 14,856,290.00 1.97
Arkansas 1,648 1.96 13,669,694.07 1.81
California 26,324 31.35 228,893,726.20 30.34
Colorado 1,263 1.50 10,425,720.39 1.38
Connecticut 1,177 1.40 9,434,959.72 1.25
Delaware 298 0.35 3,345,192.21 0.44
Florida 91 0.11 1,139,697.50 0.15
Georgia 29 0.03 503,426.56 0.07
Idaho 53 0.06 394,058.64 0.05
Illinois 4,546 5.41 44,298,134.60 5.87
Indiana 281 0.33 2,774,145.63 0.37
Iowa 205 0.24 2,113,706.98 0.28
Kansas 707 0.84 6,285,572.52 0.83
Kentucky 126 0.15 984,805.05 0.13
Louisiana 2,466 2.94 21,432,337.80 2.84
Maine 394 0.47 3,014,117.84 0.40
Maryland 7,878 9.38 76,061,934.14 10.08
Massachusetts 5,685 6.77 46,864,442.71 6.21
Michigan 691 0.82 6,291,789.28 0.83
Minnesota 90 0.11 969,502.88 0.13
Mississippi 502 0.60 4,404,902.90 0.58
Missouri 2,074 2.47 17,702,396.26 2.35
Montana 68 0.08 597,319.47 0.08
Nebraska 51 0.06 518,804.72 0.07
Nevada 705 0.84 6,265,564.43 0.83
New Hampshire 1,505 1.79 10,869,911.30 1.44
New Jersey 2,396 2.85 21,862,275.58 2.90
New Mexico 474 0.56 4,206,618.70 0.56
New York 2,348 2.80 22,432,451.88 2.97
North Carolina 110 0.13 2,155,784.55 0.29
North Dakota 5 0.01 28,333.44 0.00
Ohio 331 0.39 2,722,079.45 0.36
Oklahoma 312 0.37 2,960,064.13 0.39
Oregon 1,513 1.80 10,851,824.10 1.44
Pennsylvania 2,496 2.97 20,418,714.86 2.71
Rhode Island 848 1.01 7,315,281.63 0.97
South Carolina 74 0.09 1,310,951.76 0.17
South Dakota 8 0.01 68,299.93 0.01
Tennessee 2,279 2.71 20,943,140.49 2.78
Utah 120 0.14 1,413,133.31 0.19
Vermont 317 0.38 2,462,142.22 0.33
Virginia 7,340 8.74 76,648,809.52 10.16
Washington 1,873 2.23 16,199,936.42 2.15
West Virginia 69 0.08 751,471.21 0.10
Wisconsin 483 0.58 4,495,749.89 0.60
Wyoming 6 0.01 59,416.92 0.01
Total(2) 83,975 100.00% $754,397,267.42 100.00%
- ---------- ====== ======= =============== =======
</TABLE>
(1) Based solely on the addresses of the originating Dealers.
(2) Dollar amounts and percentages do not add to the total or to 100.00%,
respectively, due to rounding.
8
<PAGE> 9
DELINQUENCIES, REPOSSESSIONS AND NET LOSSES
Set forth below is certain information concerning TMCC's experience
with respect to its portfolio of new and used automobile and/or light duty
truck retail installment sales contracts which it initially funded and is
servicing. Retail installment sales contracts serviced by an independent
finance company conducting business in five southeastern states of the United
States will not be included in the Trust, and accordingly are not included in
the information set forth below.
The data presented in the following tables are provided for
illustrative purposes only. There is no assurance that TMCC's delinquency,
credit loss and repossession experience with respect to automobile and/or light
duty truck retail installment sales contracts in the future, or the experience
of the Trust with respect to the Receivables, will be similar to that set forth
below.
HISTORICAL DELINQUENCY EXPERIENCE
<TABLE>
<CAPTION>
At September 30,
-----------------------------------------------------------------------
At May 31, 1996(2) 1995 (2) 1994(1) 1993(1) 1992 1991
-------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Number of Contracts
Outstanding at
End of Period . . 538,241 517,325 514,120 485,540 466,008 421,765
Delinquencies
as a Percentage of
Contracts Outstanding(3)
31-60 Days . . . 1.32% 1.25% 1.04% 1.04% 1.25% 1.39%
61-90 Days . . . 0.10% 0.11% 0.10% 0.10% 0.13% 0.16%
Over 90 Days . . 0.07% 0.06% 0.06% 0.07% 0.07% 0.09%
</TABLE>
____________________
(1) Includes contracts sold by TMCC in August 1993 in connection with the
formation of the Toyota Auto Receivables 1993-A Grantor Trust, which TMCC
is servicing.
(2) Includes contracts sold by TMCC in August 1993 and September 1995,
respectively, in connection with the formation of the Toyota Auto
Receivables 1993-A Grantor Trust and the formation of the Toyota Auto
Receivables 1995-A Grantor Trust, which TMCC is servicing.
(3) The period of delinquency is based on the number of days scheduled
payments are contractually past due.
9
<PAGE> 10
NET LOSS AND REPOSSESSION EXPERIENCE
<TABLE>
<CAPTION>
At or for the
Eight Months Ended At or for the Year Ended September 30,
------------------------------------------------------------------------
May 31, 1996(2) 1995(2) 1994(1) 1993(1) 1992 1991
------------------------------------------------------------------------------------------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
Net Receivables
Outstanding (1) . . . . . . . . $5,326,595 $4,930,711 $4,757,142 $4,198,373 $3,863,884 $3,396,401
Average Net Receivables
Outstanding (4) . 5,128,653 4,843,927 4,477,758 4,032,129 3,630,143 3,138,335
Number of Contracts
Outstanding . . . 538,241 517,325 514,120 485,540 466,008 421,765
Average Number of Contracts
Outstanding (4) . 527,783 515,723 499,830 475,774 443,887 386,396
Number of Repossessions 4,869 8,438 8,386 8,925 9,183 9,407
Number of Repossessions as a
Percentage of the Contracts
Outstanding . . . 1.64%(7) 1.63% 1.63% 1.84% 1.97% 2.23%
Number of Repossessions as a
Percentage of the Average
Number of Contracts
Outstanding . . . 1.67%(7) 1.64% 1.68% 1.88% 2.07% 2.43%
Gross Charge-Offs (5) $20,977 $27,282 $22,748 $26,361 $31,594 $32,935
Recoveries (6) . . $4,207 $5,957 $6,564 $6,587 $6,387 $6,378
Net Losses (6) . . $16,770 $21,325 $16,184 $19,774 $25,207 $26,557
Net Losses as a Percentage
of Net Receivables
Outstanding . . . 0.47%(7) 0.43% 0.34% 0.47% 0.65% 0.78%
Net Losses as a Percentage
of Average Net
Receivables Outstanding 0.49%(7) 0.44% 0.36% 0.49% 0.69% 0.85%
</TABLE>
____________________
(1) Includes contracts sold by TMCC in August 1993 in connection with the
formation of the Toyota Auto Receivables 1993-A Grantor Trust, which
TMCC is servicing.
(2) Includes contracts sold by TMCC in August 1993 and September 1995,
respectively, in connection with the formation of the Toyota Auto
Receivables 1993-A Grantor Trust and the formation of the Toyota Auto
Receivables 1995-A Grantor Trust, which TMCC is servicing.
(3) Net Receivables Outstanding includes principal, accrued interest and
unamortized dealer reserve.
(4) Average of current period and beginning of period amount or number of
contracts outstanding.
(5) Amount charged-off is the net remaining principal balance, including
earned but not yet received finance charges, repossession expenses and
unpaid extension fees less any proceeds from the liquidation of the
related vehicle. Also includes dealer reserve charge-offs.
(6) Recoveries from post-disposition monies received on previously
charged-off contracts including proceeds of liquidation of the related
vehicle after the related charge-off. Also includes recoveries for
dealer reserve charge-offs and dealer reserve chargebacks.
(7) Annualized.
10
