UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) November 22, 2005
M&I Dealer Auto Securitization, LLC
M&I Auto Loan Trust 2005-1
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-107220 333-107220-02 | 39-2042850 20-3690897 | |
| (Commission File Numbers) | (Registrants’ I.R.S. Employer Identification Nos.) |
770 N. Water Street Milwaukee, Wisconsin | 53202 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(414) 765-7801
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
The Registrant and Co-Registrant are filing the exhibits listed in Item 9.01(d) below in connection with the issuance of the of Class A-1 4.40578% Auto Loan Asset Backed Notes, Class A-2 4.75% Auto Loan Asset Backed Notes, Class A-3 4.83% Auto Loan Asset Backed Notes, Class A-4 4.86% Auto Loan Asset Backed Notes and Class B 5.02% Auto Loan Asset Backed Notes (the “Notes”) by M&I Auto Loan Trust 2005-1 described in the Final Prospectus Supplement dated November 16, 2005.
Item 9.01. Financial Statements and Exhibits.
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
| Exhibit No. | Document Description | |
| 1.1 | Underwriting Agreement, dated as of November 16, 2005, among M&I Dealer Auto Securitization, LLC (“MIDAS”), M&I Marshall & Ilsley Bank (“M&I”) and J.P. Morgan Securities Inc., as Representative of the Several Underwriters. | |
| 4.1 | Amended and Restated Trust Agreement, dated November 22, 2005, between MIDAS, M&I, as administrator, Deutsche Bank Trust Company Americas as certificate registrar and certificate paying agent and Deutsche Bank Trust Company Delaware, not in its individual capacity but solely as owner trustee (the “Owner Trustee”) for the Issuer. | |
| 4.2 | Indenture dated, November 22, 2005, between M&I Auto Loan Trust 2005-1 (the “Issuer”), JPMorgan Chase Bank, N.A., as indenture trustee (the “Indenture Trustee”) and M&I, as the servicer. | |
| 10.1 | Purchase Agreement, dated as of November 22, 2005, among M&I Northwoods III LLC, JPMorgan Chase Bank, N.A. (as agent on behalf of Preferred Receivables Funding Corporation and Falcon Asset Securitization Corporation) and MIDAS. | |
| 10.2 | Sale and Servicing Agreement, dated as of November 22, 2005, among the Issuer, MIDAS, M&I and the Indenture Trustee. | |
| 10.3 | Administration Agreement, dated as of November 22, 2005, among the Issuer, M&I, as administrator, and the Indenture Trustee. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant, M&I Dealer Auto Securitization, LLC and the Co-Registrant, M&I Auto Loan Trust 2005-1 by its Administrator, M&I Marshall & Ilsley Bank, have each duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| November 22, 2005 | M&I DEALER AUTO SECURITIZATION, LLC | |||
| By: | /s/ Donald H. Wilson | |||
| Name: | Donald H. Wilson | |||
| Title: | President | |||
| M&I AUTO LOAN TRUST 2005-1 | ||||
| By: M&I Dealer Auto Securitization, LLC, as | ||||
| Depositor of M&I Auto Loan Trust 2005-1 | ||||
| By: | /s/ Donald H. Wilson | |||
| Name: | Donald H. Wilson | |||
| Title: | President | |||
