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SECURITIES AND EXCHANGE COMMISSION
| [ X ] | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. | |
| For the fiscal year ended December 31, 2003 |
OR
[ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. | |
| For the transition period from_________to_________. |
Commission file number 333-73570-03
DAIMLERCHRYSLER MASTER OWNER TRUST
| State of Delaware | 26-6015118 | |
| (State or other jurisdiction of incorporation or organization) | (I. R. S. Employer Identification No.) |
| 500 Stanton Christiana Drive, Newark, Delaware | 19713 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (248) 427-2565
Securities registered pursuant to Section 12 (b) of the Act: None
Securities registered pursuant to Section 12 (g) of the Act: None
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 [ ]
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]
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).
Yes [ ] No [X]
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. None
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PART I.
ITEM 1. BUSINESS
DaimlerChrysler Master Owner Trust (the “Trust”) was formed as a Delaware statutory trust pursuant to a Trust Agreement dated as of June 1, 2002 between DaimlerChrysler Wholesale Receivables LLC (“DCWR”), as Beneficiary and as Transferor, and Chase Manhattan Bank USA, National Association, acting thereunder not in its individual capacity but solely as owner trustee of the Trust.
The assets of the Trust include a collateral certificate issued by CARCO Auto Loan Master Trust (“CARCO”), and transferred to the Trust by DCWR on June 11, 2002 (the “Collateral Certificate”) and rights to a proportionate share of allocable cash flows from the CARCO Certificate (“Excess Receivables Cash Flows”). CARCO owns receivables arising from a portfolio of automobile dealer revolving floorplan financing agreements (the “Receivables”) purchased from DCWR and issues investor certificates representing fractional undivided interests in its assets which includes the Receivables. The Collateral Certificate transferred to the Trust is an investor certificate issued by CARCO and represents an allocable interest in the pool of CARCO Receivables.
The Trust was formed to issue auto dealer asset backed notes (the “Notes”) secured by the Collateral Certificate and the allocable interest in the pool of CARCO Receivables the Collateral Certificate represents. The Trust does not have any officers, directors or employees. The Trust’s administrator is DaimlerChrysler Services North America LLC (“DCS”). The Notes are issued in series pursuant to an Indenture dated as of June 1, 2002 between the Trust and The Bank of New York, as Indenture Trustee, as supplemented by indentures for each series of notes issued by the Trust.
The Securities and Exchange Commission maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The address of the SEC Internet site is http://www.sec.gov.
The Internet address for obtaining free of charge the Trust’s annual report on Form 10-K and current reports on Form 8-K and amendments (if any) filed or furnished pursuant to Section 13 (a) or 15 (d) of the Exchange Act (as soon as reasonably practicable after such material is electronically filed with the SEC) is http://investor.chryslerfinancial.com.
ITEM 2. PROPERTIES
There is nothing to report with regard to this item.
ITEM 3.LEGAL PROCEEDINGS
There is nothing to report with regard to this item.
ITEM 4.SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
There is nothing to report with regard to this item.
PART II.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
There is nothing to report with regard to this item.
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ITEM 6. SELECTED FINANCIAL DATA
The selected financial data has been omitted since the required information is included in the financial statements or the notes thereto.
ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following Notes evidencing undivided interests in certain assets of the Trust have been issued by the Trust during the period from inception though December 31, 2003:
| Issue Date | Series Description | |
| Maturity Date | Principal Amount | |
| June 2002 | Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-A | |
| Outstanding | $2.0 billion | |
| November 2002 | Floating Rate Auto Loan Dealer Asset Backed Notes, Series 2002-B | |
| Outstanding | $1.0 billion | |
| March 2003 | Floating Rate Auto Loan Dealer Asset Backed Notes, Series 2003-A | |
| Outstanding | $1.5 billion |
DaimlerChrysler Master Owner Trust (the “Trust”) was formed as a Delaware statutory trust pursuant to a Trust Agreement dated as of June 1, 2002 between DaimlerChrysler Wholesale Receivables LLC (“DCWR”), as Beneficiary and as Transferor, and Chase Manhattan Bank USA, National Association, acting thereunder not in its individual capacity but solely as owner trustee of the Trust.
The assets of the Trust include a collateral certificate issued by CARCO Auto Loan Master Trust (“CARCO”), and transferred to the Trust by DCWR on June 11, 2002 (the “Collateral Certificate”) and rights to a proportionate share of allocable cash flows from the CARCO Certificate (“Excess Receivables Cash Flows”). CARCO owns receivables arising from a portfolio of automobile dealer revolving floorplan financing agreements (the “Receivables”) purchased from DCWR and issues investor certificates representing fractional undivided interests in its assets which includes the Receivables. The Collateral Certificate transferred to the Trust is an investor certificate issued by CARCO and represents an allocable interest in the pool of CARCO Receivables.
The Trust was formed to issue auto dealer asset backed notes (the “Notes”) secured by the Collateral Certificate and the allocable interest in the pool of CARCO Receivables the Collateral Certificate represents. The Trust does not have any officers, directors or employees. The Trust’s administrator is DaimlerChrysler Services North America LLC (“DCS”). The Notes are issued in series pursuant to an Indenture dated as of June 1, 2002 between the Trust and The Bank of New York, as Indenture Trustee, as supplemented by indentures for each series of notes issued by the Trust.
DCS services the Receivables included in the Trust for an annual fee of 1% of the outstanding required receivable balance which consists of the outstanding certificates plus the required overcollateralization.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There is nothing to report with regard to this item.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
DAIMLERCHRYSLER MASTER OWNER TRUST
STATEMENTS OF ASSETS, LIABILITIES AND EQUITY
ARISING FROM CASH TRANSACTIONS
(in millions of dollars)
| December 31, | ||||||||
| 2003 | 2002 | |||||||
| ASSETS | ||||||||
| Collateral Certificate (Note 2) | $ | 4,949.7 | $ | 3,296.7 | ||||
| Excess Receivables Cash Flows (Note 3) | 2,763.9 | 984.0 | ||||||
| TOTAL ASSETS | $ | 7,713.6 | $ | 4,280.7 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Asset Backed Notes (Notes 5 and 6) | $ | 4,500.0 | $ | 3,000.0 | ||||
| Sellers’ Subordinated Interest (Note 6) | 3,213.6 | 1,280.7 | ||||||
| TOTAL LIABILITIES AND EQUITY | $ | 7,713.6 | $ | 4,280.7 | ||||
See Notes to Financial Statements
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA(continued)
DAIMLERCHRYSLER MASTER OWNER TRUST
STATEMENTS OF CASH RECEIPTS AND DISBURSEMENTS
Year Ended December 31, 2003 and for the period June 1, 2002 (inception) through December 31, 2002
(in millions of dollars)
| 2003 | 2002 | |||||||
| CASH RECEIPTS | ||||||||
| Proceeds from Sales of Investor Notes | $ | 1,500.0 | $ | 3,000.0 | ||||
| Collections of Interest | 288.5 | 80.0 | ||||||
| TOTAL CASH RECEIPTS | 1,788.5 | 3,080.0 | ||||||
| CASH DISBURSEMENTS | ||||||||
| Purchases of Collateral Certificate held by DCWR | 1,500.0 | 3,000.0 | ||||||
| Distributions of Interest | 53.9 | 19.6 | ||||||
| Distributions of Residual Cash Flows to Servicer | 189.3 | 48.4 | ||||||
| Distribution of Servicer Fees | 45.3 | 12.0 | ||||||
| TOTAL CASH DISBURSEMENTS | 1,788.5 | 3,080.0 | ||||||
| CASH RECEIPTS IN EXCESS OF CASH DISBURSEMENTS | 0.0 | 0.0 | ||||||
| CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | 0.0 | 0.0 | ||||||
| CASH AND CASH EQUIVALENTS AT END OF YEAR | $ | 0.0 | $ | 0.0 | ||||
See Notes to Financial Statements
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA(continued)
DAIMLERCHRYSLER MASTER OWNER TRUST
NOTES TO FINANCIAL STATEMENTS
NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of DaimlerChrysler Master Owner Trust (“the Trust”) are prepared on the basis of cash receipts and disbursements, which is a comprehensive basis of accounting other than the accounting principles generally accepted in the United States of America. The primary differences from the accrual basis to the cash basis are that the financial statements do not record provisions for credit losses on receivables, accrued interest receivable on the Collateral Certificate, or accrued interest payable on the Notes from the most recent Distribution Date to the balance sheet date.
The financial information presented as of and for the period ended December 31, 2002 has been reclassified to conform to current period classifications, which reflect DCMOT’s rights to a proportionate share of allocable cash flows from the CARCO Certificate as a separate asset on the accompanying statements of assets, liabilities and equity.
Servicing
DaimlerChrysler Services North America LLC (“DCS”) services the receivables arising from a portfolio of automobile dealer revolving floorplan financing agreements (the “Receivables”) included in the Trust for an annual fee of 1% of the outstanding required receivable balance which consists of the outstanding certificates plus the required overcollateralization.
NOTE 2 – COLLATERAL CERTIFICATE
The assets of the Trust include a collateral certificate issued by CARCO Auto Loan Master Trust (“CARCO”) and transferred to the Trust by DaimlerChrysler Wholesale Receivables LLC (“DCWR”), as well as distributions on the Collateral Certificate. CARCO owns Receivables purchased from DCWR and issues investor certificates representing fractional undivided interests in its assets which includes the Receivables. The Collateral Certificate transferred to the Trust is an investor certificate issued by CARCO and represents an allocable interest in the pool of CARCO Receivables.
NOTE 3 – EXCESS RECEIVABLES CASH FLOWS
Excess Receivables Cash Flows represent DCMOT’s rights to a proportionate share of allocable cash flows from the CARCO Certificate. The CARCO Certificate represents DCWR’s interest in the CARCO Receivables.
NOTE 4 – RELATED PARTIES
DCWR is owned 1% by Chrysler Auto Receivables Company and 99% by Chrysler Financial Receivables Corporation (“CFRC”). Chrysler Auto Receivables Company and CFRC are wholly owned subsidiaries of DCS.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA(continued)
NOTE 5 – SALES OF NOTES
The following Notes evidencing undivided interests in certain assets of the Trust have been issued by the Trust during the period from inception through December 31, 2003:
| Issue | Principal Amount | |||||||
| Date | Series Description | (in millions ) | ||||||
| 6/02 | Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-A | $ | 2,000.0 | |||||
| 11/02 | Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-B | $ | 1,000.0 | |||||
| 3/03 | Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2003-A | $ | 1,500.0 | |||||
NOTE 6 – PRINCIPAL AND INTEREST PAYMENTS
| Series | Interest Rate | Interest Payments | Principal Payments | Maturity Date (1) | ||||
| 02-A | LIBOR + 0.06% | Monthly | 05/2007 | |||||
| 02-B | LIBOR + 0.035% | Monthly | 11/2007 | |||||
| 03-A | LIBOR + 0.05% | Monthly | 02/2008 |
| (1) | The date listed is the Distribution Date on which the principal of the Notes is expected to be paid, however, the principal of the Notes may be paid earlier under certain circumstances described in the prospectus. |
Certificates in excess of total investor’s notes outstanding at December 31, 2003 and 2002 are represented by the Seller’s Subordinated Interest which consists of required overcollateralization and Excess Receivables Cash Flows. These balances were $.4 billion, and $2.8 billion as of December 31, 2003 and $.3 billion, and $1.0 billion as of December 31, 2002, respectively.
NOTE 7 – FEDERAL INCOME TAXES
In the opinion of outside legal counsel, for federal income tax purposes, the Notes will be characterized as debt, and the Trust will not be characterized as an association (or a publicly traded partnership) taxable as a corporation. Therefore no provision for federal income tax has been recorded.
NOTE 8 – FAIR VALUE OF FINANCIAL INSTRUMENTS
Financial Instruments
The estimated fair values of financial instruments have been determined using available market information and valuation methodologies as described below. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions or valuation methodologies may have a material effect on the estimated fair value amounts.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA(continued)
NOTE 8 – FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)
The carrying amounts and estimated fair values of the Trust’s financial instruments were as follows (in millions of dollars):
| December 31, 2003 | December 31, 2002 | |||||||||||||||
| Carrying | Fair | Carrying | Fair | |||||||||||||
| Amounts | Value | Amounts | Value | |||||||||||||
| Collateral Certificate | $ | 4,949.7 | $ | 4,949.7 | $ | 3,296.7 | $ | 3,296.7 | ||||||||
| Excess Receivables Cash Flows | $ | 2,763.9 | $ | 2,763.9 | $ | 984.0 | $ | 984.0 | ||||||||
| Asset Backed Notes | $ | 4,500.0 | $ | 4,500.0 | $ | 3,000.0 | $ | 3,000.0 | ||||||||
| Seller’s Subordinated Interest | $ | 3,213.6 | $ | 3,237.9 | $ | 1,280.7 | $ | 1,294.1 | ||||||||
Assumptions and Methodologies
The carrying value of the Collateral Certificate and Excess Receivables Cash Flows was assumed to approximate fair value since the underlying variable rate receivables are priced at current market rates.
The fair value of Asset Backed Notes was estimated using carrying value given the variable rate nature of the Notes.
The fair value of Seller’s Subordinated Interest was estimated using discounted expected future cash flows.
NOTE 9 – SUBSEQUENT EVENT
On January 13, 2004, the Trust filed a final prospectus for the sale and issuance of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2004-A, in the aggregate amount of $1.0 billion. The transaction closed on January 16, 2004. The Trust utilized the proceeds to purchase additional investor certificates representing fractional undivided interests in the CARCO assets.
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Independent Auditors’ Report
The Manager and Member
DaimlerChrysler Services North America LLC:
We have audited the accompanying statements of assets, liabilities and equity arising from cash transactions of DaimlerChrysler Master Owner Trust (the “Trust”) as of December 31, 2003 and 2002, and the related statements of cash receipts and disbursements for the year ended December 31, 2003 and the period June 1, 2002 (inception) through December 31, 2002. These financial statements are the responsibility of the management of DaimlerChrysler Services North America LLC, servicer of the Trust. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
As described in Note 1, these financial statements were prepared on the basis of cash receipts and disbursements, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States of America.
In our opinion, the financial statements referred to above present fairly, in all material respects, the assets, liabilities and equity arising from cash transactions of DaimlerChrysler Master Owner Trust as of December 31, 2003 and 2002, and its cash receipts and disbursements for the year ended December 31, 2003 and the period June 1, 2002 (inception) through December 31, 2002 on the basis of accounting described in Note 1.
/s/ KPMG LLP
Detroit, Michigan
March 26, 2004
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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
There is nothing to report with regard to this item.
ITEM 9A. CONTROLS AND PROCEDURES
Registrant is an Asset Backed Issuer and is not required to disclose the information required by this item.
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
There is nothing to report with regard to this item.
ITEM 11. EXECUTIVE COMPENSATION
There is nothing to report with regard to this item.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
There is nothing to report with regard to this item.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
There is nothing to report with regard to this item.
PART IV.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Registrant is an Asset Backed Issuer and is not required to disclose the information required by this item.
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following documents are filed as a part of this report:
| 1. | Financial Statements | |||
| Financial statements for DaimlerChrysler Master Owner Trust as follows: | ||||
| Statements of Assets, Liabilities and Equity Arising from Cash Transactions – December 31, 2003 and 2002 (page 4 of this report) | ||||
| Statements of Cash Receipts and Disbursements for the year ended December 31, 2003 and for the period June 1, 2002 (inception) through December 31, 2002 (page 5 of this report) | ||||
| Notes to Financial Statements (pages 6 – 8 of this report) | ||||
| Independent Auditors’ Report (page 9 of this report) | ||||
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ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K(continued)
| 2. | Financial Statement Schedules | |||
| All financial statement schedules have been omitted because the information to be provided therein is included in the financial statements or the notes thereto. | ||||
| 3. | Exhibits | |||
(a) The following exhibits are filed as a part of this report:
| Exhibit | ||
| Number | Description of Exhibit | |
| 3 – A | Certificate of Trust of DaimlerChrysler Master Owner Trust dated June 6, 2002. Filed as Exhibit 3-A to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – A | Amended and Restated Pooling and Servicing Agreement, dated as of December 5, 2001, among DaimlerChysler Wholesale Receivables LLC, DaimlerChrysler Services North America LLC and The Bank of New York, as Trustee. Filed as Exhibit 4.1 to the Registration Statement on Form S-3, Registration Statement No. 333-73570 and incorporated herein by reference | |
| 4 – B | Series 2002-CC Supplement, dated as of June 1, 2002, to the Amended and Restated Pooling and Servicing Agreement (including form of collateral certificate) among DaimlerChrysler Wholesale Receivables LLC, DaimlerChrysler Services North America LLC and The Bank of New York, as Trustee. Filed as Exhibit 4-B to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – C | Trust Agreement, dated as of June 1, 2002, between DaimlerChrysler Wholesale Receivables LLC and Chase Manhattan Bank USA, National Association, as Owner Trustee. Filed as Exhibit 4-C to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – D | Indenture, dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee. Filed as Exhibit 4-D to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – E | Series 2002-A Indenture Supplement, dated as of June 1, 2002, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-A). Filed as Exhibit 4-E to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – F | Series 2002-B Indenture Supplement, dated as of November 1, 2002, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-B). Filed as Exhibit 4-F to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference |
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ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K(continued)
| Exhibit | ||
| Number | Description of Exhibit | |
| 4 – G | Series 2003-A Indenture Supplement, dated as of March 1, 2003, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2003-A). | |
| 23 | Consent of KPMG LLP. | |
| 31 | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code). | |
| 32 | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code). | |
| 99.1 | CARCO Annual Servicer’s Certificate and Independent Accountants’ Report. | |
| 99.2 | DaimlerChrysler Master Owner Trust Annual Issuer’s Certificate. |
(b) The registrant filed the following reports on Form 8-K during the year ended December 31, 2003:
| Date of Report | Date Filed | Item No. | Financial Statements | |||
| January 15, 2003 | January 23, 2003 | 5 and 7 | None | |||
| February 18, 2003 | February 20, 2003 | 5 and 7 | None | |||
| February 25, 2003 | February 25, 2003 | 5 and 7 | None | |||
| February 26, 2003 | February 26, 2003 | 5 and 7 | None | |||
| March 17, 2003 | March 20, 2003 | 5 and 7 | None | |||
| April 15, 2003 | April 17, 2003 | 5 and 7 | None | |||
| May 15, 2003 | May 20, 2003 | 5 and 7 | None | |||
| June 16, 2003 | June 18, 2003 | 5 and 7 | None | |||
| July 15, 2003 | July 16, 2003 | 5 and 7 | None | |||
| August 15, 2003 | August 18, 2003 | 5 and 7 | None | |||
| September 15, 2003 | September 25, 2003 | 5 and 7 | None | |||
| October 15, 2003 | October 16, 2003 | 5 and 7 | None | |||
| November 14, 2003 | November 26, 2003 | 5 and 7 | None | |||
| November 17, 2003 | November 21, 2003 | 5 and 7 | None | |||
| December 15, 2003 | December 16, 2003 | 5 and 7 | None |
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DAIMLERCHRYSLER MASTER OWNER TRUST
SIGNATURES
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, thereunto duly authorized.
| DaimlerChrysler Master Owner Trust (Registrant) | ||||
| By: | DaimlerChrysler Services North America LLC, as Servicer | |||
| Date: March 30, 2004 | By: | /s/ Paul E. Knauss | ||
| Paul E. Knauss, Vice President and Chief Financial Officer |
Supplemental Information to be furnished with reports filed pursuant to Section 15 (d) of the Act By Registrants which have not registered securities pursuant to Section 12 of the Act.
No annual report or proxy material has been sent to security holders.
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DAIMLERCHRYSLER MASTER OWNER TRUST
EXHIBIT INDEX
| Exhibit | ||
| Number | Description of Exhibit | |
| 3 – A | Certificate of Trust of DaimlerChrysler Master Owner Trust dated June 6, 2002. Filed as Exhibit 3-A to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – A | Amended and Restated Pooling and Servicing Agreement, dated as of December 5, 2001, among DaimlerChrysler Wholesale Receivables LLC, DaimlerChrysler Service North America LLC and The Bank of New York, as Trustee. Filed as Exhibit 4.1 to the Registration Statement on Form S-3, Registration Statement No. 333-73570 and incorporated herein by reference. | |
| 4 – B | Series 2002-CC Supplement, dated as of June 1, 2002, to the Amended and Restated Pooling and Servicing Agreement (including form of collateral certificate) among DaimlerChrysler Wholesale Receivables LLC, DaimlerChrysler Services North America LLC and The Bank of New York, as Trustee. Filed as Exhibit 4-B to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – C | Trust Agreement, dated as of June 1, 2002, between DaimlerChrysler Wholesale Receivables LLC and Chase Manhattan Bank USA, National Association, as Owner Trustee. Filed as Exhibit 4-C to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – D | Indenture, dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee. Filed as Exhibit 4-D to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4 – E | Series 2002-A Indenture Supplement, dated as of June 1, 2002, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust, and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-A). Filed as Exhibit 4-E to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4– F | Series 2002-B Indenture Supplement, dated as of November 1, 2002, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust, and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2002-B). Filed as Exhibit 4-F to the Trust’s Annual Report on Form 10-K for the year ended December 31, 2002, and incorporated herein by reference. | |
| 4– G | Series 2003-A Indenture Supplement, dated as of March 1, 2003, to the Indenture dated as of June 1, 2002, between DaimlerChrysler Master Owner Trust and The Bank of New York, as Indenture Trustee (including form of Floating Rate Auto Dealer Loan Asset Backed Notes, Series 2003-A). | |
| 23 | Consent of KPMG LLP. |
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EXHIBIT INDEX (continued)
| Exhibit | ||
| Number | Description of Exhibit | |
| 31 | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code). | |
| 32 | Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code). | |
| 99.1 | CARCO Annual Servicer’s Certificate and Independent Accountants’ Report. | |
| 99.2 | DaimlerChrysler Master Owner Trust Annual Issuer’s Certificate. |
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