SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Commission File Number 033-70814-01
FORM 10-K
Mark One
[X] ANNUAL REPORT PURSUANT TO SECTION 13 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
DEUTSCHE FLOORPLAN RECEIVABLES MASTER TRUST
State of Organization - New York
I.R.S. Employer Identification Number - 13-7031011
Principal Executive Offices
c\o The Chase Manhattan Bank
450 W. 33rd Street
New York, NY 10001
Telephone Number: (212) 270-6000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by a 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
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes X No ___.
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X].
As of March 16, 1998 the Registrant was a Grantor Trust originated by
Deutsche Floorplan Receivables, L.P., which is controlled by Deutsche
Floorplan Receivables, Inc., a Nevada corporation.
TABLE OF CONTENTS
PART ITEM
I
1. Business
2. **
3. * Legal Proceedings
4. * Submission of Matters to a Vote of Security Holders
II
5. * Market for Registrant's Common Equity and Related
Stockholder Matters
6. **
7. **
8. **
9. **
III
10. **
11. **
12. **
13. **
IV
14. * Exhibits, Financial Statements, Schedules and Reports
on Form 8-K
Signatures
Exhibit Index
* Item prepared in compliance with Exemption Request Letters of
April 25, 1994 and June 30, 1994 as provided in the July 1, 1994 response
letter from the Office of Chief Counsel, Division of Corporate Finance,
United States Securities and Exchange Commission, addressed to Registrant as
ITT Floorplan Receivables, L.P., which name was changed to Deutsche Floorplan
Receivables, L.P.
** Omitted pursuant to Exemption Request Letters noted in previous [*]
footnotes.
PART I
Item 1.
Business.
The Registrant is a Grantor Trust created by Deutsche Floorplan Receivables,
L.P., a limited purpose partnership ("Partnership") formerly known as
ITT Floorplan Receivables, L.P.
Item 3.
Legal Proceedings.*
None
Item 4.
Submission of Matters to a Vote of Security Holders.*
None
PART II
Item 5.
Market for Registrant's Common Equity and Related Stockholder Matters.*
Registrant, on behalf of the Partnership reports that as of December 31, 1997
the Trust had $2,031,747,000.00 of such certificates outstanding bearing
identifications as follows:
Floating Rate Asset Backed Certificates, Series 1994-1 aggregating
$1,000,000,000.00
Floating Rate Asset Backed Certificates, Series 1996-1 Class A aggregating
$1,000,000,000.00
Floating Rate Asset Backed Certificates, Series 1996-1 Class B aggregating
$ 31,747,000.00
Total Outstanding
$2,031,747,000.00
Each series of Asset Backed Certificates is held by one (1) registered holder
and none of the outstanding series has a principal market.
PART IV
Item 14.
Exhibits, Financial Statement Schedules, and Reports on Form 8-K.*
(a) Financial Statements.
The Registrant includes as exhibits hereto the Annual Accountant's Statement
with respect to all series of Certificates issued and outstanding by Deutsche
Floorplan Receivables Master Trust.
(b) Reports on Form 8-K.
The Partnership has filed reports on Form 8-K for each month commencing
January 1997 and ending December 1997 reporting Item 5. Other Events and
including therewith as an exhibit, the Distribution Date Statement for the
prior month's Collection Period with respect to (i)the Series 1994-1
Certificates, (ii) the Series 1996-1, Class A Certificates, and (iii) the
Series 1996-1, Class B Certificates, all of which remain issued and
outstanding by Deutsche Floorplan Receivables Master Trust.
In addition, under Item 5. Other Events, the Partnership reported in Form 8-K,
certain specified distributions to Certificateholders made during such month.
Included with each Form 8-K, the Partnership filed as exhibits thereto copies
of the monthly Certificateholders' Statements required for such distributions.
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
DEUTSCHE FLOORPLAN RECEIVABLES MASTER TRUST
By: Deutsche Floorplan Receivables, L.P.
By: Deutsche Floorplan Receivables, Inc.
Its General Partner
By: /s/ Richard H. Schumacher
(Richard H. Schumacher)
President and Treasurer
March 25, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed by the following persons on behalf of the Registrant
and in the capacities and on the dates indicated.
Signature/Title Date
/s/ George J. Solovic March 25, 1998
(George J. Solovic)
Senior Vice President & Controller
Deutsche Floorplan Receivables, Inc.,
General Partner
/s/ Richard C. Goldman March 27, 1998
(Richard C. Goldman)
Director
Deutsche Floorplan Receivables, Inc.,
General Partner
/s/ C. Don Brown March 27, 1998
(C. Don Brown)
Director
Deutsche Floorplan Receivables, Inc.,
General Partner
/s/ Phil Stout March 27, 1998
(Phil Stout)
Director
Deutsche Floorplan Receivables, Inc.,
General Partner
EXHIBIT INDEX
Incorporated by reference to
Exhibit Exhibit in Registration Statement
Number Title Number 333-10943
2 Plan of acquisition, reorganization,
arrangement, liquidation or succession Not Applicable
3 Articles of Incorporation and By Laws Not Applicable
4 Instruments defining the rights of security
holders, including indentures Exhibits 4.1 & 4.2
9 Voting trust agreements Not Applicable
10 Material Contracts Exhibit 10.1
11 Statement re computation of
per share earnings Not Applicable
12 Statement re computation of ratios Not Applicable
13 Annual report of security holders,
Form 10-Q or quarterly reports
to security holders None
16 Letter re change in certifying accountant None
18 Letter re changes in accounting
principles None
21 Subsidiaries of Registrant Not Applicable
22 Published report regarding matters
submitted to vote of security holders None
23 Consents of experts and counsel Not Applicable
24 Power of attorney Not Applicable
27 Financial Data Schedule Not Applicable
99 Additional Exhibits
(i) Accountants' Annual Report Filed Herewith
Independent Accountants' Report - Attestation on Management's Assertion About
Compliance With the Servicing Requirements of the Deutsche Floorplan
Receivables Master Trust Pooling and Servicing Agreement and Series 1994-1
Supplement and Series 1996-1 Supplement
Deutsche Floorplan Receivables Master Trust
c/o The Chase Manhattan Bank, as Trustee:
Deutsche Financial Services Corporation, as Servicer:
We have examined the accompanying assertion made by management on Deutsche
Financial Services Corporation's (DFSC) compliance, as servicer, with the
servicing requirements in Article III, Sections 3.1, 3.2, 3.4, 3.5, 3.6 and
3.9, and Article IV of the Pooling and Servicing Agreement for the Deutsche
Floorplan Receivables Master Trust dated as of December 1, 1993, amended and
restated as of March 1, 1994, amended as of January 24, 1996, and amended and
restated as of October 1, 1996 (the Agreement), and the applicable provisions
of the Series 1994-1 Supplement dated as of March 1, 1994 and Series 1996-1
Supplement dated as of October 1, 1996 (the Supplements), among Deutsche
Floorplan Receivables, L.P. as seller; DFSC, as servicer; and the Chase
Manhattan Bank, as Trustee, for the year ended December 31, 1997.
Management is responsible for DFSC's compliance with the aforementioned
sections of the Agreement and the applicable provisions of the Supplements.
Our responsibility is to express an opinion on management's assertion about
DFSC's compliance based upon our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about DFSC's compliance with the
aforementioned sections of the Agreement and the applicable provisions of the
Supplements, and performing such other procedures as we considered necessary
in the circumstances. We believe our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on
DFSC's compliance with the specified sections of the Agreement and the
applicable provisions of the Supplements.
In our opinion, management's assertion that DFSC was in compliance with the
aforementioned sections of the Agreement and the applicable provisions of
the Supplements for the year ended December 31, 1997 is fairly stated, in all
material respects.
/s/ KPMG Peat Marwick LLP
St. Louis, Missouri
March 3, 1998
Management Report on Deutsche Financial Services Corporation Compliance,
as Servicer, with the Servicing Requirements of the Deutsche Floorplan
Receivables Master Trust Pooling and Servicing Agreement and
Series 1994-1 Supplement and Series 1996-1 Supplement
Management of Deutsche Financial Services Corporation (DFSC), as Servicer, is
responsible for compliance with the servicing requirements in Article III,
Sections 3.1, 3.2, 3.4, 3.5, 3.6 and 3.9, and Article IV of the Pooling and
Servicing Agreement for the Deutsche Floorplan Receivables Master Trust dated
as of December 1, 1993, amended and restated as of March 1, 1994, amended as
of January 24, 1996, and amended and restated as of October 1, 1996 (the
Agreement), and the applicable provisions of the 1994-1 Supplement, dated as of
March 1, 1994 and Series and Series 1996-1 Supplement dated as of October 1,
1996 (the Supplements), among Deutsche Floorplan Receivables, L.P., as Seller,
and DFSC, as servicer, and The Chase Manhattan Bank, as trustee.
Management has performed an evaluation of DFSC's compliance with the
aforementioned sections of the Agreement and the applicable provisions of the
Supplements for the year ended December 31, 1997. Based upon this evaluation,
management believes that, for the year ended December 31, 1997, DFSC, as
servicer, was materially in compliance with the aforementioned sections of
the Agreement and the applicable provisions of the Supplements.
/s/ Naran U. Burchinow
Naran U. Burchinow
Senior Vice President, General Counsel
March 3,1998
/s/ George J. Solovic
George J. Solovic
Senior Vice President, Controller
March 3, 1998
