<PAGE> 1
- --------------------------------------------------------------------------------
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)
April 7, 1997
Toyota Motor Credit Receivables Corporation on behalf of the
Toyota Auto Receivables 1997-A Grantor Trust
------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
California 333-4336 33-056836
------------------------ ------------ -------------------
(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
19001 South Western Avenue 90509
Torrance, California ----------
-------------------------- (Zip Code)
(Address of Principal
Executive Offices)
Registrant's telephone number, including area code (310) 787-1310
No Change
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
- -------------------------------------------------------------------------------
<PAGE> 2
Item 5. Other Events.
Attached as Exhibit 99.1 are certain materials (the "Term Sheet")
furnished by the Registrant and Credit Suisse First Boston Corporation and
Lehman Brothers Inc. (collectively, the "Underwriters"), relating to the Toyota
Auto Receivables 1997-A Grantor Trust __% Asset Backed Certificates, Class A,
__% Asset Backed Certificates, Class B, and __% Asset Backed Certificates Class
C (the "Offered Certificates"). The Offered Certificates will be offered
pursuant to a Prospectus Supplement to a Prospectus, each 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 (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").
Any statements or information contained in the Term 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deemed to be modified or superseded for purposes of the Prospectus and the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 Term Sheet relating to the Toyota Auto
Receivables 1996-A Grantor Trust __%
Asset Backed Certificates,Class A __%
Asset Backed Certificates, Class B, and
__% Asset Backed Certificates Class C.
2
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Exhibit Index
<TABLE>
<CAPTION>
Exhibit Page
- ------- ----
<S> <C> <C>
99.1 Term Sheet relating to the Toyota Auto Receivables
1996-A Grantor Trust __% Asset Backed Certificates,
Class A __% Asset Backed Certificates, Class B, and
__% Asset Backed Certificates Class C . . . . . . . . . . . . . 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.
April 8, 1997 TOYOTA MOTORCREDIT RECEIVABLES
CORPORATION
By: /s/ Lloyd Mistele
---------------------------
Name: Lloyd Mistele
Title: President
4
<PAGE> 1
EXHIBIT 99.1
SUBJECT TO REVISION
TERM SHEET DATED APRIL 7, 1997
TOYOTA AUTO RECEIVABLES 1997-A GRANTOR TRUST
$722,871,000.00 o% ASSET BACKED CERTIFICATES, CLASS A
$20,761,000.00 o% ASSET BACKED CERTIFICATES, CLASS B
$11,325,553.40 o% ASSET BACKED CERTIFICATES, CLASS C
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 1997-A GRANTOR TRUST __% ASSET BACKED
CERTIFICATES, CLASS A, __% ASSET BACKED CERTIFICATES, CLASS B
AND __% ASSET BACKED CERTIFICATES, CLASS C (THE "CERTIFICATES");
HOWEVER, THIS TERM SHEET DOES NOT CONTAIN COMPLETE INFORMATION
WITH RESPECT TO THE OFFERING OF THE 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 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 CERTIFICATES MAY NOT BE CONSUMMATED UNLESS THE
PURCHASER HAS RECEIVED BOTH THE PROSPECTUS
SUPPLEMENT AND THE PROSPECTUS.
_________________________________
Joint Global Coordinators and Joint Bookrunners
CREDIT SUISSE FIRST BOSTON 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"), to be dated as of April 1, 1997, 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 1997-A Grantor Trust (the "Trust"),
the Receivables described herein (the "Receivables") or the Certificates.
The information contained herein addresses only certain limited aspects of the
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 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 Certificates to reflect changed circumstances.
Although the registration statement (including the Prospectus) relating to the
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 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.
<TABLE>
<S> <C>
THE CERTIFICATES . . . . . . . . . . . . $722,871,000.00 aggregate principal amount of __% Toyota Auto Receivables 1997-A
Grantor Trust Asset Backed Certificates, Class A (the "Class A Certificates"),
$20,761,000.00 aggregate principal amount of __% Toyota Auto Receivables 1997-A
Grantor Trust Asset Backed Certificates, Class B (the "Class B Certificates"), and
$11,325,553.40 aggregate principal amount of __% Toyota Auto Receivables 1997-A
Grantor Trust Asset Backed Certificates, Class C (the "Class C Certificates" and,
together with the Class A Certificates and Class B Certificates", the
"Certificates").
The "Class A Percentage" will be 95.75%, the "Class B Percentage" will be 2.75% and
the "Class C Percentage" will be 1.50%.
REGISTRATION OF THE
CERTIFICATES . . . . . . . . . . . . . . The 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.
THE RECEIVABLES . . . . . . . . . . . . As of April 1, 1997 (the "Cutoff Date"), the receivables comprising the
primary assets of the Trust (the "Receivables") will have an aggregate
</TABLE>
2
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<TABLE>
<S> <C>
principal balance of $754,957,553.40. Certain expected characteristics
of the Receivables are described below under "The Receivables Pool".
INTEREST ON THE
CERTIFICATES . . . . . . . . . . . . . Class A Certificates: __% per annum.
Class B Certificates: __% per annum.
Class C Certificates: __% per annum.
Interest on the Certificates will be calculated on the basis of a 360-day year
consisting of twelve 30-day months, payable on the fifteenth day of each month (or,
if any such day is not a Business Day, the next succeeding Business Day) beginning
May 15, 1997 (each, a "Distribution Date"). Interest on the Class A Certificate
Balance, Class B Certificate Balance and Class C Certificate Balance at the rates
specified above will be distributed to the Class A Certificateholders, Class B
Certificateholders and Class C 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 April 15, 2002.
PRINCIPAL ON THE
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, (ii) pro rata to the
Class B Certificateholders an amount equal to the Class B Percentage and (iii) pro
rata to the Class C Certificateholders an amount equal to the Class C 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;
(c) the principal balance of each Receivable repurchased by the Servicer or the
Seller under an obligation that arose during such Collection Period; and (d) the
principal balance of each Receivable 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.
</TABLE>
3
<PAGE> 4
<TABLE>
<S> <C>
OPTIONAL PURCHASE OF
THE 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 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 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 and the Class C
Certificateholders will not receive any distributions of interest on a Distribution
Date until the full amount of interest on the Class B 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 and 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 B 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, and distributions of interest on the Class
C Certificates will not be subordinated to the payment of principal on 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 $5,662,181.66. 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
</TABLE>
4
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<TABLE>
<S> <C>
to the extent of shortfalls in the amount available to make required 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., 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 and Class C
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, a division
of The McGraw-Hill Companies, Inc. ("S&P") and Moody's Investors Service ("Moody's"),
the Class B Certificates be rated at least "A" by S&P and at least "A2" by Moody's
and the Class C Certificates be rated at least "BBB" by S&P and at least "Baa3" by
Moody's.
</TABLE>
5
<PAGE> 6
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 March 1, 1997; (v) each
Receivable had an original number of scheduled payments of not less than 12 and
not more than 72 and, as of the 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 more than 6 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 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
56.91% and 43.09% 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
$10,646.85. 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
41.38% of the Receivables will constitute Precomputed Receivables and
approximately 58.62% 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 . . . . . . . . . . . . $754,957,553.40
Number of Receivables . . . . . . . . . . . . . . . . . . . . . 70,909
Average Cutoff Date Principal Balance . . . . . . . . . . . . . $10,646.85
Average Original Amount Financed . . . . . . . . . . . . . . . . $14,462.40
Range of Original Amount Financed . . . . . . . . . . . . . . $1,000.00 to $50,000.00
Weighted Average APR(1) . . . . . . . . . . . . . . . . . . . . 10.43%
Range of APRs . . . . . . . . . . . . . . . . . . . . . . . . 8.00% to 22.00%
Weighted Average Original Number of Scheduled Payments(1) . . . 56.92
Range of Original Number of Scheduled Payments . . . . . . . . 12 to 72
Weighted Average Remaining Number of Scheduled Payments(1) . . . 43.14
Range of Remaining Number of Scheduled Payments . . . . . . . 4 to 54
</TABLE>
__________
(1) Weighted by Principal Balance as of the Cutoff Date.
6
<PAGE> 7
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% . . . . . 19,391 27.35% $217,573,321.11 28.82%
9.00% to 9.99% . . . . . 17,814 25.12 197,451,818.91 26.15
10.00% to 10.99% . . . . . 11,574 16.32 124,553,064.38 16.50
11.00% to 11.99% . . . . . 7,451 10.51 78,459,146.09 10.39
12.00% to 12.99% . . . . . 6,321 8.91 63,304,040.15 8.39
13.00% to 13.99% . . . . . 2,744 3.87 24,589,881.11 3.26
14.00% to 14.99% . . . . . 1,784 2.52 15,987,489.81 2.12
15.00% to 15.99% . . . . . 1,133 1.60 9,983,266.86 1.32
16.00% to 16.99% . . . . . 697 0.98 6,035,778.80 0.80
17.00% to 17.99% . . . . . 534 0.75 4,681,751.57 0.62
18.00% to 18.99% . . . . . 404 0.57 3,515,217.69 0.47
19.00% to 19.99% . . . . . 561 0.79 5,020,913.24 0.67
20.00% to 20.99% . . . . . 408 0.58 3,234,087.49 0.43
21.00% to 21.99% . . . . . 87 0.12 502,842.25 0.07
22.00% . . . . . 6 0.01 64,933.93 0.01
Total(1) . . . . . 70,909 100.00% $754,957,553.40 100.00%
====== ======= =============== =======
</TABLE>
__________
(1) Dollar amounts and percentages may not add to the total or to 100.00%,
respectively, due to rounding.
7
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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 11 0.02% $ 235,185.14 0.03%
Alaska 54 0.08 571,008.82 0.08
Arizona 1,194 1.68 12,600,992.38 1.67
Arkansas 1,096 1.55 10,657,627.09 1.41
California 20,198 28.48 211,659,288.00 28.04
Colorado 709 1.00 6,927,154.24 0.92
Connecticut 1,900 2.68 20,110,707.93 2.66
Delaware 280 0.39 3,311,673.28 0.44
Florida 114 0.16 2,067,523.55 0.27
Georgia 59 0.08 1,268,878.33 0.17
Idaho 21 0.03 165,314.28 0.02
Illinois 4,877 6.88 56,423,593.50 7.47
Indiana 355 0.50 4,031,576.26 0.53
Iowa 220 0.31 2,306,615.57 0.31
Kansas 691 0.97 7,492,135.66 0.99
Kentucky 115 0.16 1,441,047.03 0.19
Louisiana 1,782 2.51 18,102,662.23 2.40
Maine 206 0.29 1,492,031.43 0.20
Maryland 6,385 9.00 70,496,897.91 9.34
Massachusetts 4,860 6.85 45,908,432.08 6.08
Michigan 818 1.15 9,086,303.62 1.20
Minnesota 104 0.15 1,310,987.86 0.17
Mississippi 428 0.60 4,581,453.64 0.61
Missouri 1,707 2.41 16,904,630.37 2.24
Montana 42 0.06 417,415.50 0.06
Nebraska 69 0.10 825,043.92 0.11
Nevada 691 0.97 7,962,766.94 1.05
New Hampshire 1,268 1.79 10,455,837.95 1.38
New Jersey 2,293 3.23 25,884,168.00 3.43
New Mexico 464 0.65 5,063,317.58 0.67
New York 3,065 4.32 34,743,004.18 4.60
North Carolina 178 0.25 3,306,399.06 0.44
North Dakota 10 0.01 86,867.30 0.01
Ohio 370 0.52 3,938,662.86 0.52
Oklahoma 279 0.39 3,221,735.80 0.43
Oregon 993 1.40 8,733,031.39 1.16
Pennsylvania 1,788 2.52 18,013,286.46 2.39
Rhode Island 728 1.03 6,760,183.33 0.90
South Carolina 70 0.10 1,319,853.04 0.17
South Dakota 12 0.02 133,587.81 0.02
Tennessee 1,823 2.57 20,303,306.38 2.69
Utah 104 0.15 1,298,088.50 0.17
Vermont 356 0.50 3,139,551.92 0.42
Virginia 6,059 8.54 68,898,861.47 9.13
Washington 1,594 2.25 16,327,881.53 2.16
West Virginia 48 0.07 571,147.40 0.08
Wisconsin 402 0.57 4,242,637.18 0.56
Wyoming 19 0.03 157,197.72 0.02
Total(2) 70,909 100.00% $754,957,553.40 100.00%
====== ======= =============== =======
</TABLE>
__________
(1) Based solely on the addresses of the originating Dealers.
(2) Dollar amounts and percentages may 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 was
servicing at the dates indicated.
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 December 31, ----------------------------------------------------------------------
1996(2)(3) 1996(1)(2)(3) 1995(1)(2) 1994(1) 1993(1) 1992
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Number of Contracts
Outstanding at
End of Period . . 585,903 574,439 517,325 514,120 485,540 466,008
Delinquencies
as a Percentage of
Contracts Outstanding(4)
31-60 Days . . . 1.70% 1.46% 1.25% 1.04% 1.04% 1.25%
61-90 Days . . . 0.17% 0.14% 0.11% 0.10% 0.10% 0.13%
Over 90 Days . . 0.09% 0.08% 0.06% 0.06% 0.07% 0.07%
</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
was servicing.
(2) Includes contracts sold by TMCC in September 1995 in connection with the
formation of the Toyota Auto Receivables 1995-A Grantor Trust, which TMCC
is servicing.
(3) Includes contracts sold by TMCC in July 1996 in connection with the
formation of the Toyota Auto Receivables 1996-A Grantor Trust, which TMCC
is servicing.
(4) 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 At or for the Fiscal Year Ended September 30,
Three Months Ended -------------------------------------------------------------------
December 31, 1996(2)(3) 1996(1)(2)(3) 1995(1)(2) 1994(1) 1993(1) 1992
---------------------------------------------------------------------------------------------
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
Net Receivables
Outstanding (4) ............ $6,051,119 $5,930,100 $4,930,711 $4,757,142 $4,198,373 $3,863,884
Average Net Receivables
Outstanding (5) ............ $5,990,610 $5,430,406 $4,843,927 $4,477,758 $4,031,129 $3,630,143
Number of Contracts
Outstanding ................ 585,903 574,439 517,325 514,120 485,540 466,008
Average Number of Contracts
Outstanding (5) ............ 580,171 545,882 515,723 499,830 475,774 443,887
Number of Repossessions ...... 2,637 8,981 8,438 8,386 8,925 9,183
Number of Repossessions as a
Percentage of the Contracts
Outstanding ................ 1.80%(8) 1.56% 1.63% 1.63% 1.84% 1.97%
Number of Repossessions as a
Percentage of the Average
Number of Contracts
Outstanding ................ 1.82%(8) 1.65% 1.64% 1.68% 1.88% 2.07%
Gross Charge-Offs (6) ........ $9,865 $33,017 $27,282 $22,748 $26,361 $31,594
Recoveries (7) .............. $1,560 $ 6,604 $5,957 $6,564 $6,587 $6,387
Net Losses .................. $8,305 $26,413 $21,325 $16,184 $19,774 $25,207
Net Losses as a Percentage
of Net Receivables
Outstanding ................ 0.55%(8) 0.45% 0.43% 0.34% 0.47% 0.65%
Net Losses as a Percentage
of Average Net
Receivables Outstanding .... 0.55%(8) 0.49% 0.44% 0.36% 0.49% 0.69%
</TABLE>
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(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
was servicing.
(2) Includes contracts sold by TMCC in September 1995 in connection with the
formation of the Toyota Auto Receivables 1995-A Grantor Trust, which TMCC is
servicing.
(3) Includes contracts sold by TMCC in July 1996 in connection with the
formation of the Toyota Auto Receivables 1996-A Grantor Trust, which TMCC is
servicing.
(4) Net Receivables Outstanding includes principal, accrued interest and
unamortized dealer reserve.
(5) Average of current period and beginning of period amount or number of
contracts outstanding.
(6) 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.
(7) Recoveries from post-disposition monies received on previously charged-off
contracts including proceeds of liquidation of the related vehicle after the
charge-off. Also includes recoveries for dealer reserve charge-offs and
dealer reserve chargebacks.
(8) Annualized.
10