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) September 29, 1998
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Franklin Auto Trust 1998-1
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(Exact Name of Registrant as Specified in Charter)
Delaware 333-5869 51-6510047
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(State of Incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
47 West 200 South, Suite 500
Salt Lake City, Utah 84101
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including area code (302) 636-3305
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(Former Name or Former Address, if Changed Since Last Report)
NYFS08...:\60\46360\0040\2296\FRM9278S.580
ITEM 5. Other Events
On September 29, 1998, Franklin Receivables LLC transferred
$131,394,000 of Prime, Non-Prime and Sub-Prime motor vehicle retail installment
sale contracts (the "Receivables"), to Franklin Auto Trust 1998-1 (the "Trust").
The Trust transferred the Receivables to The Chase Manhattan Bank, as indenture
trustee ("Indenture Trustee"), who in turn issued Class A-1 5.50% Asset Backed
Notes (the "Class A-1 Notes") in the aggregate original principal amount of
$109,000,000 due January 15, 2002 and Class A- 2 Asset Backed Notes (the "Class
A-2 Notes") in the aggregate original principal amount of $22,394,000 due
January 16, 2006.
ITEM 7. Financial Statements and Exhibits
(a) Financial Statements - Not Applicable
(b) Pro Forma Financial Information - Not Applicable
(c) Exhibits
Item 601(a)
of Regulation S-K
Exhibit No. Description
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4.1 Opinion of Weil, Gotshal & Manges LLP as to Legality
4.2 Opinion of Daniel Carr, in-house counsel to Franklin Capital
Corporation, the managing member of Franklin Receivables LLC
8.1 Opinion of Weil, Gotshal & Manges LLP as to certain tax matters
23.1 Consents of Experts and Counsel and Consent of
Pricewaterhousecoopers LLP as to the financial statements
23.2 (Consent of Weil, Gotshal & Manges LLP included in Exhibits 4.1
and 8.1)
2
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Trust has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FRANKLIN AUTO TRUST 1998-1, by
Franklin Capital Corporation as
the Servicer
/s/ Jennifer J. Bolt
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Name: Jennifer J. Bolt
Title: President
September 29, 1998
INDEX TO EXHIBITS
Exhibit No. Description
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4.1 Opinion of Weil, Gotshal & Manges LLP as to
Legality
4.2 Opinion of Daniel Carr in-house counsel to
Franklin Capital Corporation, the managing member
of Franklin Receivables LLC
5.1 Opinion of Weil, Gotshal & Manges LLP dated
September 29, 1998 as to certain tax matters
23.1 Consents of Experts of Counsel and Consent of
Pricewaterhousecoopers LLP as to the financial
statements
23.2 (consents of Weil, Gotshal & Manges LLP included
in Exhibits 4.1 and 8.1)