- --------------------------------------------------------------------------------
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):
February 28, 2001
AMERICAN HONDA RECEIVABLES CORP.
- --------------------------------------------------------------------------------
(Exact name of registrant specified in its charter)
CALIFORNIA 333-92827 33-0526079
- ---------------------------- ---------------- -------------------
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) (Number) Identification No.)
AMERICAN HONDA RECEIVABLES CORP.
700 VAN NESS AVENUE
TORRANCE, CALIFORNIA 90501
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (310) 781-4100
--------------
- --------------------------------------------------------------------------------
Item 2. Acquisition or Disposition of Assets
Description of the Securities and the Auto Loans
American Honda Receivables Corp. registered issuances of up to
$6,000,000,000 principal amount of Asset Backed Notes and Asset Backed
Certificates on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, as amended (the "Act"), by the Registration Statements
on Form S-3 (Registration File No. 333-92827) (the "Registration Statement").
Pursuant to the Registration Statement, Honda Auto Receivables 2001-1 Owner
Trust (the "Issuer") issued $1,507,849,000 Class A-1 5.270% Asset Backed Notes
(the "Class A-1 Notes"), Class A-2 5.150% Asset Backed Notes (the "Class A-2
Notes"), Class A-3 5.360% Asset Backed Notes (the "Class A-3 Notes") and Class
A-4 5.560% Asset Backed Notes (the "Class A-4 Notes") (collectively the
"Notes"), on February 28, 2001. This Current Report on Form 8-K is being filed
to satisfy an undertaking to file copies of certain agreements executed in
connection with the issuance of the Notes.
The Notes were issued pursuant to an Indenture (the
"Indenture") attached hereto as Exhibit 4.1, dated as of February 1, 2001,
between the Issuer and U.S. Bank National Association, as indenture trustee (the
"Indenture Trustee"). The Notes represent non-recourse obligations of the
Issuer, which obligations are secured by the pledge by the Issuer to the
Indenture Trustee of auto loans and certain related property.
The Notes evidence indebtedness of the Issuer, the assets of
which consist primarily of fixed rate motor vehicle retail installment sales
contracts secured by automobiles financed thereby.
As of February 21, 2001, the receivables possessed the
characteristics described in the Prospectus dated February 21, 2001 and the
Prospectus Supplement dated February 21, 2001 filed pursuant to Rule 424(b)(5)
of the Act on February 27, 2001.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibit 1.1. Underwriting Agreement, dated February 21, 2001,
among American Honda Receivables Corp. (the "Seller"), American
Honda Finance Corporation (the "Servicer") and Chase Securities
Inc.
Exhibit 4.1. Indenture, dated as of February 1, 2001, between
the Issuer and the Indenture Trustee.
Exhibit 4.2. Amended and Restated Trust Agreement, dated
February 28, 2001, between American Honda Receivables Corp.
(the "Depositor") and Chase Manhattan Bank USA, National
Association (the "Owner Trustee").
Exhibit 4.3 Sale and Servicing Agreement, dated February 1,
2001, among the Seller, the Servicer and the Issuer.
1
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.
American Honda Receivables Corp.
as Registrant
By: /s/ Y. KOHAMA
--------------------------------------
Name: Y. Kohama
Title: President
Dated: February 5, 2001
EXHIBIT INDEX
Exhibit No. Description
Exhibit 1.1. Underwriting Agreement, dated February 21, 2001,
among American Honda Receivables Corp. (the "Seller"),
American Honda Finance Corporation (the "Servicer")
and Chase Securities Inc.
Exhibit 4.1. Indenture, dated as of February 1, 2001, between the
Issuer and the Indenture Trustee.
Exhibit 4.2. Amended and Restated Trust Agreement, dated February
28, 2001, between American Honda Receivables Corp.
(the "Depositor") and Chase Manhattan Bank USA,
National Association (the "Owner Trustee").
Exhibit 4.3 Sale and Servicing Agreement, dated February 1, 2001,
among the Seller, the Servicer and the Issuer.