FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934. For the fiscal year ended December 31, 1996
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 1-5966
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Chrysler Financial Corporation
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(Exact name of registrant as specified in its charter)
State of Michigan 38-0961430
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
27777 Franklin Road, Southfield, Michigan 48034-8286
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (810) 948-3058
---------------------------
Securities registered pursuant to Section 12(b) of the Act: (See next page)
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]
All of the shares of the outstanding stock of the registrant are owned by
Chrysler Corporation.
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes ________ No ________
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
As of December 31, 1996, there were 250,000 shares of the registrant's common
stock outstanding.
The registrant meets the conditions set forth in General Instructions J(1)(a)
and (b) of Form 10-K and is therefore filing this Form with the reduced
disclosure format.
Documents incorporated by reference are none.
THIS PAGE INTENTIONALLY LEFT BLANK
2
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
------------------- ---------------------
13 1/4% Notes due October 15, 1999 New York Stock Exchange
12 3/4% Notes due November 1, 1999 New York Stock Exchange
9 1/2% Notes due 1999 New York Stock Exchange
8 1/2% Putable-Extendible Notes due February 1, 2018 New York Stock Exchange
6 1/2% Notes due 1998 New York Stock Exchange
6 5/8% Notes due 2000 New York Stock Exchange
3
PART I
ITEM 1. BUSINESS
Chrysler Financial Corporation, the registrant, and its consolidated
subsidiaries (the "Company"), is a financial services organization that
principally provides consumer and dealer automotive financing. The Company
provides retail and lease financing for vehicles, dealer inventory and other
financing needs, dealer property and casualty insurance, and dealership
facility development and management, primarily for Chrysler dealers and their
customers. The Company is a wholly owned subsidiary of Chrysler Corporation (a
Delaware corporation together with its subsidiaries, "Chrysler"). The
registrant, a Michigan corporation, is the continuing corporation resulting
from a merger on June 1, 1967 of a financial services subsidiary of Chrysler
into a newly acquired, previously unaffiliated finance company incorporated
in 1926. At December 31, 1996, the Company had nearly 3,000 employees.
The Company's portfolio of finance receivables managed includes receivables
owned and receivables serviced for others. Receivables serviced for others
includes securitized automotive receivables and retail leases. At December 31,
1996, receivables serviced for others accounted for 71% of the Company's
portfolio of receivables managed. Total finance receivables managed at the end
of each of the five most recent years were as follows:
1996 1995 1994 1993 1992
------- ------- ------- ------- ------
(in millions of dollars)
Automotive $36,858 $35,696 $29,962 $25,011 $22,481
Nonautomotive 2,204 2,391 2,775 3,251 7,657
------- ------- ------- ------- -------
Total financing $39,062 $38,087 $32,737 $28,262 $30,138
======= ======= ======= ======= =======
Due to the significant and increasing portion of the Company's business
that relates to Chrysler, lower levels of production and sales of Chrysler
automotive products would likely result in a reduction in the level of
finance operations of the Company.
Automotive Financing. The Company conducts its automotive finance business
through Chrysler Financial Corporation in the United States and Chrysler
Credit Canada Ltd. in Canada (together "Chrysler Financial"). Chrysler
Financial is the major source of car and truck wholesale financing and retail
financing for Chrysler vehicles throughout North America. Chrysler Financial
also offers dealers working capital loans, real estate and equipment financing
and financing plans for fleet buyers, including daily rental car companies
independent of, and affiliated with, Chrysler. The automotive financing
operations of Chrysler Financial are conducted through 29 zone offices in the
United States and Canada. During 1996, Chrysler Financial expanded into
international markets by opening offices in Belgium, France, Italy and Japan.
During 1996, the Company financed or leased approximately 790,000 vehicles at
retail in the United States, including approximately 485,000 new Chrysler cars
and trucks, representing 20 percent of Chrysler's U.S. retail and fleet
deliveries. During 1996, the Company financed or leased approximately 83,000
vehicles at retail in Canada, including approximately 77,000 new Chrysler cars
and trucks, representing 32 percent of Chrysler's Canadian retail and fleet
deliveries. In 1996, the average monthly payment for new vehicle retail
installment sale contracts acquired in the United States was $370. The average
new contract balance was $19,954 and the average original term was 54 months.
During 1996, the Company financed approximately 2,693,000 vehicles at
wholesale in the United States, including approximately 1,771,000 new Chrysler
cars and trucks representing 72 percent of Chrysler's vehicle shipments.
During 1996, the Company financed approximately 177,000 vehicles at wholesale
in Canada, including approximately 157,000 new Chrysler cars and trucks
representing 67 percent of Chrysler's vehicle shipments.
4
ITEM 1. BUSINESS - continued
Automotive Insurance. Chrysler Insurance Company and its subsidiaries
("Chrysler Insurance"), a wholly owned subsidiary, provides specialized
insurance coverages for automotive dealers and their customers in the United
States and Canada. Chrysler Insurance's property and casualty business
includes physical damage, garage liability, workers' compensation and property
and contents coverage provided directly to automotive dealers. Chrysler
Insurance also provides vehicle collateral protection and single interest
insurance to retail customers and their financing sources.
Automotive Dealership Management. Chrysler Realty Corporation ("Chrysler
Realty"), a wholly owned subsidiary, which is engaged in the ownership,
development and management of Chrysler automotive dealership properties in the
United States, typically purchases, leases or options dealership facilities
and then leases or subleases these facilities to Chrysler dealers. At December
31, 1996, Chrysler Realty controlled 824 sites (of which 259 were owned by
Chrysler Realty).
Nonautomotive Financing. The Company conducts its nonautomotive finance
business through its subsidiary, Chrysler Capital Corporation. At December 31,
1996, the nonautomotive receivables managed throughout the United States
consisted of $0.2 billion of commercial loans and leases and $2.0 billion of
leveraged leases.
Funding. Receivable sales are a significant source of funding. Net proceeds
from the sales of automotive retail receivables were $8.1 billion during 1996
compared to $6.5 billion in 1995. Securitization of revolving wholesale
account balances provided funding which aggregated $6.8 billion and $6.7
billion at December 31, 1996 and 1995, respectively. During 1996, the Company
issued $1.2 billion of term debt (primarily medium term notes) and repaid term
debt of $2.0 billion.
The revolving credit facilities, which total $8.0 billion, consist of a
$2.0 billion facility expiring in April, 1997 and a $6.0 billion facility
expiring in April 2001. These facilities include $0.8 billion allocated to
Chrysler Credit Canada, Ltd. As of December 31, 1996, no amounts were
outstanding under these facilities.
The Company's primary market risks include fluctuations in interest rates,
variability in spread relationships (Prime to LIBOR spreads), mismatches of
repricing intervals between finance receivables and related funding
obligations, and exchange variability in foreign debt issuances. Sensitivity
of earnings to changing interest rates, variability in spread relationships
and mismatches of repricing intervals has been managed by entering into
securitization transactions and the issuance of debt obligations with
appropriate price and term characteristics. Derivative financial instruments,
which consist primarily of interest rate swaps, are utilized to reduce the
exposure to market risks and manage funding costs. Exposure to variability in
foreign exchange rates is mitigated through the use of currency exchange
agreements on foreign debt. The Company does not use derivative financial
instruments for trading purposes.
5
ITEM 1. BUSINESS - continued
The Company's outstanding debt at the end of each of the five most recent
years was as follows:
1996 1995 1994 1993 1992
------- ------- ------- ------- -------
(in millions of dollars)
Short-term notes
(primarily commercial paper) $ 2,616 $ 2,435 $ 4,315 $ 2,772 $ 352
Bank borrowings under
revolving credit facilities -- -- -- -- 5,924
Bank borrowings - International 90 -- -- -- --
Senior term debt 8,435 9,234 6,069 5,139 4,436
Subordinated term debt -- -- 27 77 585
Other borrowings 104 100 260 447 455
------- ------- ------- ------- -------
Total $11,245 $11,769 $10,671 $ 8,435 $11,752
======= ======= ======= ======= =======
ITEM 2. PROPERTIES
At December 31, 1996, the following facilities were used by the registrant and
its subsidiaries in conducting their businesses:
(a) executive offices of the registrant, Chrysler Insurance and certain
other domestic subsidiaries in Southfield, Michigan;
(b) a total of 25 zone offices, 2 satellite offices and 3 customer
service centers of Chrysler Financial located throughout the United
States;
(c) headquarters of Chrysler Capital in Stamford, Connecticut;
(d) headquarters of Chrysler Realty in Auburn Hills, Michigan;
(e) a total of 4 offices used as headquarters and zone offices in
Canada; and
(f) a total of 4 offices used for international operations, located in
Belgium, France, Italy and Japan.
All of the facilities described above were leased by the registrant.
At December 31, 1996, a total of 259 automobile dealership properties,
generally consisting of land and improvements, were owned by Chrysler Realty
and leased primarily to dealers franchised by Chrysler.
ITEM 3. LEGAL PROCEEDINGS
In the ordinary course of business, the registrant and its subsidiaries are
parties, either as plaintiff or defendant, in various legal proceedings which
are incidental to the business of such companies. The pending proceedings are
not other than ordinary routine litigation and are not deemed by the
registrant to be material with respect to the business of the registrant and
its subsidiaries taken as a whole.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
(Omitted in accordance with General Instruction J.)
6
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER
MATTERS
All of the outstanding common stock of the registrant, consisting of one class
of common stock, is owned by Chrysler.
ITEM 6. SELECTED FINANCIAL DATA
1996 1995 1994 1993 1992
------- ------- ------- ------- -------
(in millions of dollars)
Finance revenue
and other revenues $ 2,481 $ 2,439 $ 1,995 $ 2,039 $ 2,575
Earnings before cumulative
effect of changes in
accounting principles $ 376 $ 339 $ 195 $ 159 $ 180
Cumulative effect of changes
in accounting principles $ -- $ -- $ -- $ (30) $ 51
Net earnings $ 376 $ 339 $ 195 $ 129 $ 231
Total assets $ 17,533 $ 17,835 $ 16,648 $ 14,251 $ 17,585
Total debt $ 11,245 $ 11,769 $ 10,671 $ 8,435 $ 11,752
Cash dividends:
Preferred stock $ -- $ -- $ -- $ -- $ 1
Common stock $ 382 $ 335 $ 40 $ -- $ --
7
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Financial Review
Chrysler Financial Corporation and its consolidated subsidiaries (the
"Company") achieved record net earnings of $376 million in 1996
compared to $339 million and $195 million in 1995 and 1994,
respectively. The increase in net earnings for 1996 compared to 1995
primarily reflects net margin improvements partially offset by an
increase in the provision for credit losses. The increase in net
earnings for 1995 compared to 1994 primarily reflects higher levels of
automotive financing, lower operating expenses and lower costs of bank
facilities.
Automotive volume totaled $77.2 billion in 1996, compared with $81.9 billion
and $70.4 billion in 1995 and 1994, respectively. The decrease in automotive
volume from 1996 to 1995 is primarily due to increased competition and actions
taken by the Company to improve retail credit mix. The increase in automotive
volume in 1995 compared to 1994 reflects higher retail lease penetration and
higher levels of dealer financing.
Financing support provided in the United States for new Chrysler vehicle
retail deliveries (including fleet), and wholesale vehicle sales to dealers
and the number of vehicles financed over the last three years were as follows:
Year Ended December 31,
---------------------------------
1996 1995 1994
---- ---- ----
United States Penetration:
Retail 20% 27% 24%
Wholesale 72% 74% 73%
Number of New Chrysler Vehicles
Financed in the United States
(in thousands):
Retail 485 594 525
Wholesale 1,771 1,632 1,647
Net margin totaled $783 million in 1996 compared to $675 million in 1995 and
$603 million in 1994. Automotive financing revenue totaled $1,540 million in
1996, compared with $1,475 million in 1995 and $1,089 million in 1994. The
increase in net margin in 1996 primarily reflects lower average effective cost
of borrowings. The increase in net margin from 1994 to 1995 reflects higher
average automotive finance receivables outstanding and vehicles leased, and
lower average effective cost of borrowings.
A comparison of the borrowing costs is shown in the following table:
Year Ended December 31,
----------------------------------
1996 1995 1994
---- ---- ----
(dollars in millions)
Interest expense $ 797 $ 910 $ 754
Average borrowings $11,590 $11,463 $ 9,407
Average effective cost of
borrowings:
Consolidated 6.9% 7.9% 8.0%
U.S. and Canada 6.9% 7.4% 7.4%
8
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS - CONTINUED
Financial Review (continued)
The decline in the average effective borrowing costs for the year ended
December 31, 1996, primarily reflects lower market interest rates in the
United States and Canada.
Service fee income was $299 million for the year ended December 31, 1996,
compared to $271 million and $247 million for the years ended December 31,
1995 and 1994, respectively. The increase in service fee income over the last
two years is due to higher levels of sold receivables which the Company
continues to service.
Investment and other income decreased to $382 million in 1996, compared to
$397 million and $243 million in 1995 and 1994, respectively. Investment and
other income reflects a $9 million loss from the sale of certain nonautomotive
assets during 1996 and a gain of $12 million on the sale of certain
nonautomotive assets during 1995. The increase in receivable sale gains for
1996 compared to 1995 was offset by a decrease in interest income earned on
cash equivalents and marketable securities. The increase in investment and
other income for 1995 compared to 1994 was primarily due to an increase in
gains on sales of receivables and higher average outstandings of cash
equivalents and marketable securities.
Operating and other expenses totaled $523 million in 1996, compared to $508
million and $603 million in 1995 and 1994, respectively. The decline in
operating and other expenses in 1995 compared to 1994 reflects the downsizing
and sale of nonautomotive operations.
Provision for credit losses for 1996 totaled $387 million compared to $342
million and $203 million for 1995 and 1994, respectively. The increase in
provision for credit losses in 1996 compared to 1995 reflects higher loss
experience from retail automotive receivables. The increase in the provision
for credit losses for 1995 compared to 1994 reflects an increase in automotive
volume.
Total assets at December 31, 1996 were $17.5 billion, compared to $17.8
billion and $16.6 billion at December 31, 1995 and 1994, respectively. Total
debt outstanding at December 31, 1996 was $11.2 billion, compared to $11.8
billion at December 31, 1995 and $10.7 billion at December 31, 1994. The
Company's debt-to-equity ratio was 3.4 to 1 at December 31, 1996, compared to
3.6 to 1 at December 31, 1995, and 3.3 to 1 at December 31, 1994.
The Company's portfolio of finance receivables managed, which includes
receivables owned and receivables serviced for others, totaled $39.1 billion
at December 31, 1996, compared to $38.1 billion at December 31, 1995, and
$32.7 billion at December 31, 1994. The increase in finance receivables
managed over the last two years reflects higher automotive volume. Receivables
serviced for others totaled $27.8 billion at December 31, 1996, compared to
$25.2 billion at December 31, 1995, and $20.1 billion at December 31, 1994.
9
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS - CONTINUED
Financial Review (continued)
Net credit loss experience, including net losses on receivables sold subject
to limited recourse provisions, for the years ended December 31, 1996, 1995
and 1994 was as follows:
Year Ended December 31,
------------------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Net Credit Losses:
Automotive financing $ 358 $ 229 $ 117
Nonautomotive financing 35 23 41
------ ------ ------
Total $ 393 $ 252 $ 158
====== ====== ======
Year Ended December 31,
-------------------------------------
1996 1995 1994
---- ---- ----
Net Credit Losses to
Average Receivables Outstanding
Automotive financing 1.06% 0.70% 0.42%
Nonautomotive financing 1.06% 0.69% 1.05%
Total 1.06% 0.70% 0.50%
During the fourth quarter of 1995 and throughout 1996, the Company experienced
higher credit losses on automotive retail receivables. Company management
attributes the increased losses to the combined effect of a deterioration in
consumer credit markets, an increase in the frequency of repossessions, and
organizational realignments within the Company that affected retail
collections. Recent credit loss experience may continue while continued
actions are taken to improve the credit mix and servicing of the Company's
automotive retail receivables. However, no assurance can be given as to future
results.
The Company's allowance for credit losses totaled $526 million, $578 million,
and $512 million at December 31, 1996, 1995, and 1994, respectively. The
allowance for credit losses as a percentage of related finance receivables
outstanding was 1.52 percent at December 31, 1996, 1.69 percent at December
31, 1995, and 1.66 percent at December 31, 1994. The decline in the allowance
for credit losses as a percentage of related finance receivables outstanding
from December 31, 1995 is primarily attributable to the Company's sale of
nonautomotive assets and higher loss experience on the Company's retail
automotive receivables.
Liquidity and Capital Resources
Term debt, commercial paper, and receivable sales represent the Company's
primary funding sources. During 1996, the Company issued $1.2 billion of term
debt (primarily medium term notes), repaid term debt of $2.0 billion and
increased its commercial paper by $0.2 billion.
10
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS - CONTINUED
Liquidity and Capital Resources (Continued)
Receivable sales continued to be a significant source of funding during 1996
as the Company realized $8.1 billion of net proceeds from the sale of
automotive retail receivables, compared to $6.5 billion of net proceeds in
1995. Securitization of revolving wholesale account balances provided funding
which aggregated $6.8 billion and $6.7 billion at December 31, 1996 and 1995,
respectively.
At December 31, 1996, the Company had contractual debt maturities of $5.7
billion in 1997 (including $2.6 billion of short-term notes with an average
remaining term of 37 days), $2.6 billion in 1998, $1.6 billion in 1999, $0.8
billion in 2000, $0.4 billion in 2001, and $0.1 billion in years thereafter.
The revolving credit facilities which total $8.0 billion consist of a $2.0
billion facility expiring in April, 1997 and a $6.0 billion facility expiring
in April, 2001. These facilities include $0.8 billion allocated to Chrysler
Credit Canada Ltd. As of December 31, 1996, no amounts were outstanding under
these facilities.
The Company paid dividends to Chrysler Corporation totaling $382 million, $335
million and $40 million for the years ended December 31, 1996, 1995, and 1994,
respectively.
The Company believes that cash provided by operations, receivable sales,
securitizations, and issuance of term debt and commercial paper will provide
sufficient liquidity to meet its funding requirements.
New Accounting Standard
In June 1996, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities." SFAS No.
125 requires securitization transactions to be accounted for as sales when
legal and effective control over transferred receivables is surrendered. In
addition, servicing assets or liabilities are to be recognized when servicing
rights are retained by the seller. Current accounting standards do not permit
recognition of servicing assets arising from securitization transactions. SFAS
No. 125 is effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after December 31, 1996 and is to be
applied prospectively.
The Company will adopt SFAS No. 125 on January 1, 1997, as required. SFAS No.
125 is not expected to have a material effect on results of operations or
financial position when adopted. Securitization transactions entered into
after December 31, 1996 are expected to be structured in a manner that
qualifies for sale accounting under SFAS No. 125. Gains or losses from
securitization transactions occurring after December 31, 1996 may vary from
historical results due to, among other things, adoption of SFAS No. 125, the
level of securitization activity and interest rates.
11
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Chrysler Financial Corporation and Subsidiaries
Consolidated Statement of Net Earnings
Year Ended December 31,
-----------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Finance Revenue (Notes 1 and 11):
Automotive:
Retail $ 710 $ 718 $ 545
Wholesale and other 588 653 523
Vehicles leased - rents and fees (Notes 5 and 9) 242 104 21
Nonautomotive 132 156 279
------ ------ ------
Total finance revenue 1,672 1,631 1,368
Interest expense (Note 6) 797 910 754
Depreciation on vehicles leased (Note 1) 92 46 11
------ ------ ------
Net margin 783 675 603
Other Revenues:
Servicing fee income (Note 1) 299 271 247
Insurance premiums earned (Note 7) 128 140 137
Investment and other income (Note 3) 382 397 243
------ ------ ------
Net margin and other revenues 1,592 1,483 1,230
------ ------ ------
Costs and Expenses:
Operating and other expenses 523 508 603
Provision for credit losses (Notes 1 and 2) 387 342 203
Insurance losses and loss adjustment expenses
(Notes 1 and 7) 96 111 109
------ ------ ------
Total costs and expenses 1,006 961 915
------ ------ ------
Earnings before income taxes 586 522 315
Provision for income taxes (Note 8) 210 183 120
------ ------ ------
Net Earnings $ 376 $ 339 $ 195
====== ====== ======
<FN>
See Notes to Consolidated Financial Statements.
12
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Consolidated Balance Sheet
December 31,
---------------
1996 1995
---- ----
(in millions of dollars)
Assets (Note 1):
Finance receivables - net (Note 2) $11,158 $12,644
Retained interests in sold receivables - net (Notes 2 and 3) 3,153 2,733
------- -------
Total finance receivables and retained interests - net 14,311 15,377
Cash and cash equivalents (Note 4) 230 476
Marketable securities (Note 4) 472 674
Vehicles leased - net (Note 5) 614 397
Dealership properties leased - net (Note 5) 319 363
Repossessed collateral 146 194
Loans and other amounts due from affiliated companies (Note 11) 859 --
Other assets 582 354
------- -------
Total Assets $17,533 $17,835
======= =======
Liabilities (Note 1):
Debt (Note 6) $11,245 $11,769
Accounts payable, accrued expenses and other (Note 7) 1,372 1,236
Amounts due to affiliated companies (Note 11) -- 29
Deferred income taxes (Note 8) 1,628 1,499
------- -------
Total Liabilities 14,245 14,533
------- -------
Commitments and contingent liabilities (Notes 3, 7 and 9)
Shareholder's Investment (Note 10):
Common stock - par value $100 per share:
Authorized, issued and outstanding 250,000 shares 25 25
Additional paid-in capital 1,168 1,168
Retained earnings 2,095 2,109
------- -------
Total Shareholder's Investment 3,288 3,302
------- -------
Total Liabilities and Shareholder's Investment $17,533 $17,835
======= =======
<FN>
See Notes to Consolidated Financial Statements.
13
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Consolidated Statement of Cash Flows
Year Ended December 31,
----------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Cash Flows From Operating Activities:
Net earnings $ 376 $ 339 $ 195
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Net gains from receivable sales (169) (122) (59)
Net loss (gain) from sales of nonautomotive assets 9 (12) --
Provision for credit losses 387 342 203
Depreciation and amortization 118 88 83
Change in deferred income taxes and income taxes payable 136 (62) 42
Change in amounts due to/from affiliated companies 104 136 (82)
Change in accounts payable, accrued expenses
and other assets (58) 59 160
-------- -------- --------
Net cash provided by operating activities 903 768 542
-------- -------- --------
Cash Flows From Investing Activities:
Acquisitions of finance receivables (72,339) (74,770) (66,334)
Collections of finance receivables 21,646 27,164 28,251
Sales of finance receivables 50,126 46,262 35,543
Purchases of marketable securities (Note 4) (1,910) (2,189) (2,013)
Sales and maturities of marketable securities 3,096 2,386 2,056
Change in loans to affiliated companies (Note 11) (825) -- --
Purchases of vehicles leased (366) (321) (143)
Sales of vehicles leased 59 16 --
Sales of nonautomotive assets 225 94 --
Other 11 129 (181)
-------- -------- --------
Net cash used in investing activities (277) (1,229) (2,821)
-------- -------- --------
Cash Flows From Financing Activities:
Change in short-term notes and affiliated borrowings 181 (1,880) 1,535
Issuance of term debt 1,163 4,281 1,762
Repayment of term debt (1,962) (1,143) (882)
Change in bank borrowings - International 90 -- --
Payment of dividends (382) (335) (40)
Other 38 (160) (187)
-------- -------- --------
Net cash (used in) provided by financing activities (872) 763 2,188
-------- -------- --------
Change in cash and cash equivalents (246) 302 (91)
Cash and cash equivalents at beginning of year 476 174 265
-------- -------- --------
Cash and Cash Equivalents at End of Year $ 230 $ 476 $ 174
======== ======== ========
<FN>
See Notes to Consolidated Financial Statements.
14
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 - Summary of Significant Accounting Policies
Principles of Consolidation
The consolidated financial statements include the accounts of Chrysler
Financial Corporation and its consolidated subsidiaries (the "Company").
Intercompany accounts and transactions have been eliminated. Chrysler
Financial Corporation's common shares are owned by Chrysler Corporation
(together with its subsidiaries, "Chrysler"). Amounts for prior years have
been reclassified to conform with the current year's classifications.
Nature of Operations
The Company is a financial services organization that principally provides
consumer and dealer automotive financing. The Company provides retail and
lease financing for vehicles, dealer inventory and other financing needs,
dealer property and casualty insurance, and dealership facility development
and management primarily for Chrysler dealers and their customers. The
principal markets for the Company's automotive financial products and services
are the United States and Canada. During 1996, the Company expanded into
international markets by opening offices in Belgium, France, Italy and Japan.
The Company's nonautomotive operations consist of leveraged lease investments
and other commercial loans.
Use of Estimates
The preparation of the Company's financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from these estimates.
Receivable Sales
The Company sells significant amounts of automotive retail and wholesale
receivables in transactions subject to limited recourse provisions. The
Company generally sells its receivables to a trust and remains as servicer for
which it is paid a servicing fee. Normal servicing fees are earned on a level
yield basis over the remaining terms of the related sold receivables. In a
subordinated capacity, the Company retains residual cash flows, a limited
interest in the principal balances of the sold receivables and certain cash
deposits provided as credit enhancements for investors.
Gains or losses from the sales of retail receivables are recognized in the
period in which such sales occur. In determining the gain or loss for each
qualifying sale of retail receivables, the investment in the sold receivable
pool is allocated between the portion sold and the portion retained, based on
their relative fair values. Since the allowance for credit losses is provided
prior to receivable sales, gains from receivable sales are not reduced for
expected credit losses. Gains or losses are reflected under the caption,
"Investment and other income." Gains on sales of wholesale receivables are not
material.
In June 1996, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards ("SFAS") No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities." SFAS No.
125 requires securitization transactions to be accounted for as sales when
legal and effective control over transferred receivables is surrendered. In
addition, servicing assets or liabilities are to be recognized when servicing
rights are retained by the seller. Current accounting standards do not permit
recognition of servicing assets arising from securitization transactions. SFAS
No. 125 is effective for transfers and servicing of financial assets and
extinguishments of liabilities occurring after December 31, 1996 and is to be
applied prospectively.
15
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 - Summary of Significant Accounting Policies (continued)
The Company will adopt SFAS No. 125 on January 1, 1997, as required. SFAS No.
125 is not expected to have a material effect on results of operations or
financial position when adopted. Securitization transactions entered into
after December 31, 1996 are expected to be structured in a manner that
qualifies for sale accounting under SFAS No. 125. Gains or losses from
securitization transactions occurring after December 31, 1996 may vary from
historical results due to, among other things, adoption of SFAS No. 125, the
level of securitization activity and interest rates.
Revenue Recognition
Finance revenue from finance receivables is recognized using the interest
method. Certain loan and lease origination costs are deferred and amortized to
finance revenue over the contractual terms.
Recognition of finance revenue is generally suspended when a loan or lease
becomes contractually delinquent for periods ranging from 60 to 90 days.
Finance revenue recognition is resumed when the loan or lease becomes
contractually current, at which time all past due finance revenue is
recognized.
Property and casualty premiums are earned on a straight-line basis over the
term of their respective policies.
Lease Transactions
Leasing operations consist of operating leases of vehicles and leveraged
leases of major equipment and real estate, all of which are accounted for in
accordance with the classification of the leases. The related revenue is
recorded as finance revenue. Depreciation is provided for on a straight-line
basis over the term of the lease.
The Company has significant investments in the residual values of its leasing
portfolios. These residual values represent estimates of the value of the
leased assets at the end of the contract terms and are initially recorded
based upon appraisals and estimates. Residual values are continually reviewed
to determine that recorded amounts are appropriate.
Allowance for Credit Losses
An allowance for credit losses is generally established during the period in
which receivables or vehicles leased are acquired. The allowance for credit
losses is maintained at a level deemed appropriate, based primarily on loss
experience. Other factors affecting collectibility are also evaluated, and
appropriate adjustments are recorded. Retail automotive receivables and
vehicles leased not supported by a dealer guaranty are charged to the
allowance for credit losses net of the estimated value of repossessed
collateral at the time of repossession. Nonautomotive finance receivables are
reduced to the estimated fair value of the collateral when loans are deemed to
be impaired.
Reserve for Insurance Losses and Loss Adjustment Expenses
The reserve for insurance losses and loss adjustment expenses, included in
"Accounts payable, accrued expenses and other", represents the estimated net
liability for incurred losses based upon prior years' experience adjusted for
current trends. The methods for making such estimates and for establishing the
resulting liability are continually reviewed, and adjustments are recorded, if
necessary.
16
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 1 - Summary of Significant Accounting Policies (continued)
Cash Equivalents
Temporary investments of excess borrowed funds with a maturity of less than
three months when purchased are considered to be cash equivalents.
Marketable Securities
The Company's debt and equity securities are classified as available-for-sale
and are reported at fair value. Changes in the fair value of
available-for-sale securities are recorded as adjustments to retained
earnings, net of applicable deferred taxes. The Company determines gains and
losses on securities using the specific identification method.
Repossessed Collateral
Repossessed collateral and real estate owned are carried at the lower of fair
value less estimated selling expenses or cost. Repossessed collateral carrying
costs and gains or losses from disposition of such assets are recognized in
the period incurred. Fair value for real estate owned is determined by
appraisal. Other factors affecting collectibility are also evaluated and
adjustments are recorded, if necessary.
Derivative Financial Instruments
The Company uses derivative financial instruments to manage funding costs and
exposures arising from changes in interest rates and currency exchange rates.
These derivative financial instruments include interest rate swaps and
currency exchange agreements. The Company does not use derivative financial
instruments for trading purposes.
Interest differentials resulting from interest rate swap agreements used to
change the interest rate characteristics of the Company's debt are recorded on
an accrual basis as an adjustment to interest expense. Interest rate swaps
related to term debt are matched with specific obligations. Interest rate
swaps are matched with groups of commercial paper obligations on a layered
basis.
Gains or losses on early terminations of derivative financial instruments that
modify the interest rate characteristics of debt are deferred and amortized as
adjustments to interest expense over the remaining term of the related
borrowing.
The Company hedges against borrowings denominated in currencies other than the
borrowers' local currency. Such borrowings are translated in the financial
statements at the rates of exchange established under the related currency
exchange agreements.
Income Taxes
Chrysler Financial Corporation and its U.S. subsidiaries are included in
Chrysler's consolidated U.S. income tax return. The Company's provision for
income taxes is determined on a separate return basis. Under the Tax Sharing
Agreement between the Company and Chrysler, U.S. income taxes have been
settled substantially without regard to alternative minimum tax or limitations
on utilization of net operating losses and foreign tax credits.
Deferred tax liabilities reflect the impact of temporary differences between
the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes.
17
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Finance Receivables and Retained Interests - Net
Outstanding balances of "Finance receivables - net" were as follows:
December 31,
----------------
1996 1995
---- ----
(in millions of dollars)
Automotive:
Retail (Note 11) $ 4,710 $ 6,528
Wholesale and other (Note 11) 3,755 3,059
Retained senior interests in sold
wholesale receivables (1) 677 935
-------- --------
Total automotive 9,142 10,522
Nonautomotive:
Leveraged leases 1,952 1,679
Commercial 252 712
-------- --------
Total nonautomotive 2,204 2,391
-------- --------
Total finance receivables 11,346 12,913
Allowance for credit losses (2) (188) (269)
-------- --------
Total finance receivables - net $ 11,158 $ 12,644
======== ========
<FN>
(1) Represents receivables held in trust eligible to be securitized or
returned to the Company.
(2) During 1996, the allowance for credit losses was reduced $40 million as a
result of the sale of nonautomotive assets.
The Company's retained interests in sold receivables are generally restricted
and subject to limited recourse provisions. The following is a summary of
amounts included in "Retained interests in sold receivables - net":
December 31,
----------------
1996 1995
---- ----
(in millions of dollars)
Cash and investments $ 460 $ 424
Subordinated interests in receivables 2,589 2,206
Residual cash flows 202 166
Other 237 243
Allowance for credit losses (335) (306)
------- -------
Total retained interests in sold receivables - net $ 3,153 $ 2,733
======= =======
Changes in the allowance for credit losses, including receivables sold subject
to limited recourse provisions and vehicles leased, were as follows:
Year Ended December 31,
------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Balance at beginning of year $ 578 $ 512 $ 494
Provision for credit losses 387 342 203
Net credit losses (393) (252) (158)
Reduction due to sale of nonautomotive assets (40) -- --
Other adjustments (6) (24) (27)
----- ----- -----
Balance at end of year $ 526 $ 578 $ 512
===== ===== =====
18
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 2 - Finance Receivables and Retained Interests - Net (continued)
Nonearning finance receivables and nonearning receivables sold subject to
limited recourse provisions totaled $263 million and $333 million, at December
31, 1996 and 1995, respectively, which represented 0.8 percent and 1.0 percent
of such receivables outstanding, respectively.
Maturities of finance receivables at December 31, 1996, are as follows: 1997 -
$5,979 million; 1998 - $1,391 million; 1999 - $1,102 million; 2000 - $646
million; 2001 - $538 million; and thereafter - $1,690 million. Actual cash
flow experience will vary from contractual maturities due to future receivable
sales, prepayments and charge-offs.
The Company's investment in leveraged leases included in "Finance receivables
- - net" and related deferred income taxes, were as follows:
December 31,
----------------
1996 1995
---- ----
(in millions of dollars)
Rentals receivable (net of principal and
interest on non-recourse debt) $ 2,015 $ 1,608
Residual values 923 850
Unearned income (903) (688)
Deferred investment tax credits (83) (91)
------- -------
Net receivables 1,952 1,679
Deferred income taxes (1,554) (1,468)
------- -------
Net investment in leveraged leases $ 398 $ 211
======= =======
Note 3 - Sales of Receivables
The Company sells receivables subject to limited recourse provisions.
Outstanding balances of sold finance receivables, excluding retained senior
interests in sold wholesale receivables, were as follows:
December 31,
--------------
1996 1995
---- ----
(in millions of dollars)
Retail $15,048 $13,043
Wholesale 8,014 8,010
------- -------
Total $23,062 $21,053
======= =======
Included in "Investment and other income" are net gains before expected credit
losses totaling $169 million, $122 million and $59 million for the years ended
December 31, 1996, 1995 and 1994, respectively. The provision for credit
losses related to such sales amounted to $244 million, $180 million and $130
million for the years ended December 31, 1996, 1995 and 1994, respectively.
The Company is committed to sell all wholesale receivables related to certain
dealer accounts.
19
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Securities
Contractual maturities of marketable debt securities at December 31, 1996,
were as follows:
Available-for-sale
Securities
------------------
Fair
Cost Value
---- -----
(in millions of dollars)
Within one year $117 $117
After one year through five years 111 114
After five years through ten years 59 60
After ten years 139 140
---- ----
Total $426 $431
==== ====
The proceeds from sales of available-for-sale securities were $138 million,
$129 million and $63 million for the years ended December 31, 1996, 1995 and
1994, respectively. The related realized gains and losses were immaterial.
Information with respect to the Company's portfolio of securities, which
includes investments classified as marketable securities and cash equivalents
was as follows:
December 31, 1996
------------------------------------
Fair Gross Unrealized
Cost Value Gains Losses
---- ----- ----- ------
(in millions of dollars)
Available-for-sale securities:
Bonds - Corporate/Public Utility $111 $114 $ 5 $ 2
State/Municipal 50 51 1 --
Government securities - United States
and Canada 156 157 3 2
Short-term notes 37 37 -- --
Asset-backed securities* 72 72 -- --
---- ---- ---- ----
Total debt securities 426 431 9 4
Common stocks 13 13 -- --
Preferred stocks 27 28 1 --
---- ---- ---- ----
Total available-for-sale securities 466 472 $ 10 $ 4
==== ====
Cash equivalents 38 38
---- ----
Total securities $504 $510
==== ====
December 31, 1996
------------------------------------
Fair Gross Unrealized
Cost Value Gains Losses
---- ----- ----- -------
(in millions of dollars)
Available-for-sale securities:
Bonds - Corporate/Public Utility $112 $120 $ 9 $ 1
State/Municipal 48 48 -- --
Government securities - United States
and Canada 186 188 4 2
Short-term notes 21 21 -- --
Asset-backed securities* 270 278 8 --
---- ---- ---- ----
Total debt securities 637 655 21 3
Preferred stocks 18 19 1 --
---- ---- ---- ----
Total available-for-sale securities 655 674 $ 22 $ 3
==== ====
Cash equivalents 270 270
---- ----
Total securities $925 $944
==== ====
<FN>
* Money market notes purchased from trusts established in connection with the
Company's securitization of retail receivables.
20
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 4 - Securities (continued)
The Company had $400 million and $394 million of marketable securities limited
for use in its insurance operations in accordance with various statutory
requirements at December 31, 1996 and 1995, respectively.
The Company acquired $1 billion and $250 million of asset-backed securities in
non-cash transactions relating to the securitization of retail receivables
during 1996 and 1995, respectively.
Note 5 - Vehicles Leased and Dealership Properties Leased
"Vehicles leased - net" was as follows:
December 31,
----------------
1996 1995
---- ----
(in millions of dollars)
Vehicles at cost $ 743 $ 454
Accumulated depreciation (126) (54)
Allowance for credit losses (3) (3)
----- -----
Vehicles leased - net $ 614 $ 397
===== =====
Future minimum rentals on vehicles leased at December 31, 1996 are as follows:
1997 - $147 million; 1998 - $79 million; 1999 - $9 million; and 2000 - $1
million.
"Dealership properties leased - net" was as follows:
December 31,
----------------
1996 1995
---- ----
(in millions of dollars)
Dealership properties at cost $ 441 $ 490
Accumulated depreciation (122) (127)
----- -----
Dealership properties leased - net $ 319 $ 363
===== =====
Future minimum rentals on dealership properties leased at December 31, 1996
are as follows: 1997 - $76 million; 1998 - $62 million; 1999 - $49 million;
2000 - $33 million; 2001 - $20 million; and thereafter - $29 million.
Note 6 - Debt
Average effective cost of borrowing was as follows:
Year Ended December 31,
----------------------------------------------------
1996 1995
-------------------- ----------------------
Short- Short-
Term Term Total Term Term Total
Notes Debt Debt Notes Debt Debt
------ ---- ----- ------- ---- -----
United States operations 6.1% 6.9% 6.9% 6.8% 7.4% 7.3%
Consolidated operations 5.6% 7.0% 6.9% 6.9% 8.2% 7.9%
21
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 6 - Debt (continued)
Debt outstanding at December 31, 1996 and 1995 was as follows:
Weighted Average December 31,
Interest Rates* at -------------------
Maturity December 31, 1996 1996 1995
- -------- ------------------ ---- ----
(in millions of dollars)
Short-term notes placed primarily in the open market:
United States $ 2,008 $ 2,194
Canada 608 241
------------ ------------
Total short-term notes (primarily
commercial paper) 5.0% 2,616 2,435
------------ ------------
Bank borrowings - International 4.0% 90 --
------------ ------------
Senior term debt:
United States, due
1996 -- 1,600
1997 6.5% 2,877 2,877
1998 6.4% 2,309 1,885
1999 8.1% 1,531 1,394
2000 6.4% 788 770
2001 5.5% 376 --
Thereafter 6.2% 49 391
------------ ------------
Total United States 7,930 8,917
Canada, due 1996-1999 7.5% 505 317
------------ ------------
Total senior term debt 8,435 9,234
Other borrowings 8.6% 104 100
------------ ------------
Total debt $ 11,245 $ 11,769
============ ============
<FN>
* The weighted average interest rates, including the effects of interest rate
exchange agreements, have been calculated on the basis of rates in effect at
December 31, 1996, including $2,425 million of variable rate senior term
debt.
Interest paid by the Company for the years ended December 31, 1996, 1995 and
1994 amounted to $788 million, $847 million and $733 million, respectively.
The Company has contractual debt maturities at December 31, 1996, as follows:
1997 - $5.7 billion (including $2.6 billion of short-term notes with an
average remaining term of 37 days); 1998 - $2.6 billion; 1999 - $1.6 billion;
2000 - $0.8 billion; 2001 - $0.4 billion; and thereafter - $0.1 billion.
The Company manages its exposure arising from changes in interest rates and
currency exchange rates by utilizing derivative financial instruments (see
Note 13 - Financial Instruments).
Credit Facilities
The revolving credit facilities, which total $8.0 billion, consist of a $2.0
billion facility expiring in April, 1997 and a $6.0 billion facility expiring
in April, 2001. These facilities include $0.8 billion allocated to Chrysler
Credit Canada Ltd. As of December 31, 1996, no amounts were outstanding under
these facilities.
22
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 7 - Reinsurance Arrangements and Property and Casualty Insurance Reserves
The Company enters into various reinsurance contracts with other insurance
enterprises and reinsurers to reduce the losses that may arise from
catastrophes or other events. Reinsurance contracts do not relieve the Company
from its obligations to policyholders. Failure of reinsurers to fulfill their
obligations could result in losses to the Company.
The amounts reported as "Insurance premiums earned" are net of related ceded
reinsurance premiums of $49 million, $46 million and $40 million for the years
ended December 31, 1996, 1995 and 1994, respectively. Amounts reported as
"Insurance losses and loss adjustment expenses" are net of related reinsurance
loss and loss adjustment expenses of $28 million, $26 million and $28 million
for the years ended December 31, 1996, 1995 and 1994, respectively.
Included in "Accounts payable, accrued expenses and other" are net unearned
premiums and net reserves for insurance losses and loss adjustment expenses
for the Company's property and casualty and life insurance operations, as
follows:
December 31,
---------------
1996 1995
---- ----
(in millions of dollars)
Direct and assumed unearned premiums $ 58 $ 68
Reinsurance ceded (6) (7)
----- -----
Net unearned premiums $ 52 $ 61
===== =====
Direct and assumed reserve for insurance losses
and loss adjustment expenses $ 210 $ 216
Reinsurance ceded (38) (33)
----- -----
Net reserve for insurance losses and loss
adjustment expenses $ 172 $ 183
===== =====
Changes in the net reserve for unpaid losses and loss adjustment expenses net
of reinsurance, salvage and subrogation for the Company's property and
casualty operations were as follows:
Year Ended December 31,
-----------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Balance at beginning of year (net of reinsurance
ceded of $33 million, $44 million and $47 million) $ 180 $ 177 $ 166
Incurred related to:
Current year 109 117 115
Prior years (12) (8) (8)
----- ----- -----
Total incurred 97 109 107
----- ----- -----
Paid related to:
Current year (49) (51) (42)
Prior years (56) (55) (54)
----- ----- -----
Total paid (105) (106) (96)
----- ----- -----
Balance at end of year (net of reinsurance
ceded of $38 million, $33 million and $44 million) $ 172 $ 180 $ 177
===== ===== =====
23
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 8 - Income Taxes
The provision for income taxes included the following:
Year Ended December 31,
----------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Current tax expense (credit):
United States $ 56 $ 218 $ 86
State and local (3) 15 10
Foreign 10 14 22
----- ----- -----
Total current tax expense (credit) 63 247 118
----- ----- -----
Deferred tax expense (credit):
United States 111 (71) (8)
State and local 22 3 11
Foreign 14 4 (1)
----- ----- -----
Total deferred tax expense (credit) 147 (64) 2
----- ----- -----
Total provision for income taxes $ 210 $ 183 $ 120
===== ===== =====
Income taxes paid by the Company for the years ended December 31, 1996, 1995
and 1994 amounted to $4 million, $337 million and $27 million, respectively.
Included in these amounts were taxes refunded (net of taxes paid) by Chrysler
under the Tax Sharing Agreement of $13 million in 1996, and taxes paid (net of
refunds) to Chrysler under the Tax Sharing Agreement of $312 million and $15
million in 1995 and 1994, respectively.
The provision for income taxes differs from the amount of income tax
determined by applying the U.S. statutory income tax rate to earnings before
income taxes, as follows:
Year Ended December 31,
------------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Tax at U.S. statutory rate $ 205 $ 183 $ 110
State and local income taxes 12 12 14
Foreign income taxes 5 8 7
Tax credits (6) (2) (1)
Purchase accounting adjustments -- (6) 2
Leveraged lease rate adjustments (5) (5) (6)
Other (1) (7) (6)
----- ----- -----
Total provision for income taxes $ 210 $ 183 $ 120
===== ===== =====
Effective tax rate 35.8% 35.0% 38.1%
Statutory tax rate 35.0% 35.0% 35.0%
24
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 8 - Income Taxes (continued)
The tax-effected temporary differences which comprise deferred tax assets and
liabilities were as follows:
December 31,
----------------------------------------------
1996 1995
---------------------- ---------------------
Deferred Deferred Deferred Deferred
Tax Tax Tax Tax
Assets Liabilities Assets Liabilities
-------- ----------- -------- -----------
(in millions of dollars)
Nondeductible reserves $ 201 $ -- $ 182 $ --
Leasing activities -- 1,768 -- 1,674
Depreciation -- 9 -- 11
State and local taxes -- 127 -- 106
Postretirement benefits other than pensions 23 -- 20 --
Foreign currency exchange 29 -- 28 --
Servicing transactions 40 -- 61 --
Other 59 76 70 69
------ ------ ------ ------
Total $ 352 $1,980 $ 361 $1,860
====== ====== ====== ======
Note 9 - Commitments and Contingent Liabilities
Various legal actions are pending against the Company, some of which seek
damages in large or unspecified amounts and other relief. The Company believes
each proceeding constitutes routine litigation encountered in the normal
course of business. Although the ultimate amount of liability with respect to
such matters cannot be determined at December 31, 1996, the Company has
established reserves which it believes will be sufficient to cover these
matters. After giving effect to these reserves, management believes the
ultimate resolution of these matters will not have a material adverse effect
on the Company's financial position.
In connection with a funding agreement with a third party, the Company
originates and services a portfolio of vehicles leased to others. Net fees
under this agreement are included in "Finance Revenue" in "Vehicles leased -
rents and fees." At December 31, 1996, the Company is contingently liable
under this agreement for approximately $46 million.
The Company is obligated under terms of noncancelable operating leases for the
majority of its office facilities and equipment, as well as for a number of
dealership facilities which are subleased to Chrysler-authorized automotive
dealers. These leases are generally renewable and provide that certain
expenses related to the properties are to be paid by the lessee.
Future minimum lease commitments under the aforementioned leases with
remaining terms in excess of one year at December 31, 1996 are as follows:
1997 - $42 million; 1998 - $37 million; 1999 - $32 million; 2000 - $27
million; 2001 - $20 million; and thereafter - $62 million. Future minimum
lease commitments have not been reduced by minimum sublease rentals of $134
million due in the future under noncancelable subleases.
Rental expense for operating leases for the years ended December 31, 1996,
1995 and 1994 was $47 million, $50 million and $53 million, respectively.
Sublease rentals of $37 million, $40 million and $42 million were received in
1996, 1995 and 1994, respectively.
25
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 10 - Shareholder's Investment
"Shareholder's Investment" is summarized as follows:
Additional Total
Common Paid-In Retained Shareholder's
Stock Capital Earnings Investment
------ ---------- -------- -------------
(in millions of dollars)
Balance - December 31, 1993 $ 25 $ 1,168 $ 1,938 $ 3,131
Net earnings -- -- 195 195
Common stock dividends -- -- (40) (40)
Net unrealized holding losses on
securities -- -- (13) (13)
------- ------- ------- -------
Balance - December 31, 1994 25 1,168 2,080 3,273
------- ------- ------- -------
Net earnings -- -- 339 339
Common stock dividends -- -- (335) (335)
Net unrealized holding gains on
securities -- -- 25 25
------- ------- ------- -------
Balance - December 31, 1995 25 1,168 2,109 3,302
------- ------- ------- -------
Net earnings -- -- 376 376
Common stock dividends -- -- (382) (382)
Net unrealized holding losses on
securities -- -- (8) (8)
------- ------- ------- -------
Balance - December 31, 1996 $ 25 $ 1,168 $ 2,095 $ 3,288
======= ======= ======= =======
Note 11 - Transactions with Affiliates
The Company has an Income Maintenance Agreement with Chrysler. The agreement
provides for payments to maintain the Company's required coverage of earnings
available for fixed charges at 110 percent. No payments were required pursuant
to the Income Maintenance Agreement for 1996, 1995 or 1994.
Gains and losses from translating assets and liabilities outside the United
States to U.S. dollar equivalents are credited or charged to Chrysler in
accordance with an agreement indemnifying the Company against losses incurred
as a result of foreign exchange risks. Pursuant to this agreement, the Company
charged Chrysler $1 million in 1996, paid approximately $1 million in 1995 and
charged Chrysler $24 million in 1994.
Pursuant to an agreement between Chrysler and Chrysler Realty Corporation, the
Company received fees of $19 million in 1996, $22 million in 1995 and $22
million in 1994. The fees include charges for administrative services rendered
in the management of dealership land and facilities, reimbursement of holding
costs on vacant facilities, reimbursement of charges by the Company to dealer
tenants for rent in amounts less than the Company pays as rent on certain
leased facilities and for rent in amounts less than current market rent on
certain owned facilities.
The Company provides financing related to programs sponsored by Chrysler for
the sale and lease of Chrysler vehicles. Under these programs, interest rate
differentials received from Chrysler are earned on a level yield basis over
the term of the receivables, or if the related receivables are sold, unearned
amounts are included in the calculation of gains or losses from the sale of
retail receivables.
26
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 11 - Transactions with Affiliates (continued)
The Company provides secured financing to Chrysler in the normal course of
business. At December 31, 1996, $714 million was outstanding under these
agreements compared to $628 million at December 31, 1995. These amounts were
included in "Finance receivables - net" as "Retail."
In addition, the Company purchases trade receivables from Chrysler. The amount
of purchased receivables outstanding was $1.4 billion and $1.0 billion at
December 31, 1996 and 1995, respectively. These amounts were included in
"Finance receivables - net" as "Wholesale and other."
During 1996, the Company executed a $1.1 billion secured revolving loan
agreement with Chrysler Canada Ltd. ("CCL") to fund CCL's purchase of leased
vehicles. At December 31, 1996, $432 million was outstanding.
At December 31, 1996, Chrysler had short-term borrowings from the Company of
$433 million. At December 31, 1995, the Company had short-term borrowings from
Chrysler of $37 million and Chrysler had short-term borrowings from the
Company of $37 million.
Effective as of January 1, 1996, the Company contributed the shares of its
wholly owned subsidiary, Chrysler Comercial, S.A. de C.V. to Grupo Chrysler de
Mexico, S.A. de C.V. ("Grupo") in exchange for shares of Grupo. The noncash
exchange was recorded at historical cost resulting in an increase in "Other
assets" of approximately $59 million and a decrease in "Finance receivables -
net" of $278 million, "Debt" of $34 million, "Amounts due to affiliated
companies" of $167 million and "Deferred income taxes" of $13 million. The
Company has recorded its investment in Grupo under the cost method. Amounts
for prior years have not been restated for the transfer of ownership due to
immateriality.
In 1995, the Company and Chrysler entered into a support agreement in which
Chrysler will reimburse the Company for actual credit losses in Mexico up to a
specified amount. Reimbursement for credit losses will be recorded as a
reduction to the Company's investment.
Note 12 - Employee Benefit Plans
On December 31, 1995, the Company's pension plans were merged into similar
pension plans providing noncontributory and contributory benefits sponsored by
Chrysler, which cover substantially all of the employees of Chrysler Financial
Corporation and certain of its consolidated subsidiaries. The noncontributory
Chrysler Pension Plan provides benefits based on a fixed rate for each year of
service. Additionally, the contributory Chrysler Salaried Employees'
Retirement Plan provides benefits to salaried employees based on the
employee's cumulative contributions, years of service and employee's average
salary during the consecutive five years in which salary was highest in the 15
years preceding retirement. Net pension expense was $23 million in 1996, $24
million in 1995 (including $9 million in 1996 and $17 million in 1995 in
connection with voluntary early retirement programs offered in those years)
and $11 million in 1994.
The Company provides health and life insurance benefits to substantially all
of its U.S. and Canadian employees. Upon retirement from the Company,
employees may become eligible for continuation of these benefits. However,
benefits and eligibility rules may be modified periodically.
27
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 - Financial Instruments
Derivative Financial Instruments
The Company enters into derivative financial instruments with off-balance
sheet risk in the normal course of business to reduce the sensitivity of
earnings to various market risks. The Company's primary market risks include
fluctuations in interest rates, variability in spread relationships (Prime to
LIBOR spreads), mismatches of repricing intervals between finance receivables
and related funding obligations, and exchange variability in foreign debt
issuances. Derivative financial instruments, which consist primarily of
interest rate swaps, are utilized to reduce the exposure to market risks and
manage funding costs. The Company manages exposure to counterparty credit risk
by entering into derivative financial instruments with highly rated
institutions that can be expected to fully perform under the terms of such
agreements. Exposure to variability in foreign exchange rates is mitigated
through the use of currency exchange agreements on foreign debt. Notional
amounts are used to measure the volume of derivative financial instruments and
do not represent settlement exposure.
Interest Rate Derivative Financial Instruments
The Company's financing and investing activities are exposed to market risk
due to changes in interest rates. To minimize these effects, management has
entered into various derivative financial instruments. The objective of
entering into these transactions is to minimize the fluctuations in earnings
due to interest rate risk. The Company primarily uses interest rate swaps to
manage its interest rate risk under contractually binding agreements with a
counterparty.
The Company uses interest rate swap agreements to change the characteristics
of its fixed and variable rate exposures and to manage the Company's
asset/liability match. Interest rate basis swaps are used to manage
variability in spread relationships (Prime to LIBOR spreads). The Company's
interest rate swap portfolio is an integral element of its risk management
policy and as such, all swaps are specific to a financing or an obligation.
The off-balance sheet interest rate derivatives and related financial
instruments were as follows:
Notional Amounts
Outstanding and
Weighted Average Rates
December 31,
Interest Rate Derivatives Variable Rate Maturing ----------------------
and Related Financial Instruments Indices Through 1996 1995
- --------------------------------- ------------- -------- ---- ----
(in millions of dollars)
Pay Fixed Interest Rate Swaps
Short-term notes 1998 $ 250 $ 250
Weighted avg. pay rate 9.08% 9.08%
Weighted avg. receive rate Money Market 5.59% 5.86%
Term notes 1998 $ 369 $ 74
Weighted avg. pay rate 5.44% 7.38%
Weighted avg. receive rate Bankers' Acceptance 4.41% 6.59%
Receive Fixed Interest Rate Swaps
Term notes 2002 $ 1,436 $ 750
Weighted avg. pay rate LIBOR 8.07% 7.54%
Weighted avg. receive rate 9.03% 8.27%
Variable Interest Rate Swaps
Term notes 1999 $ 1,611 $ 1,611
Weighted avg. pay rate LIBOR 5.51% 5.93%
Weighted avg. receive rate Fed Funds 5.62% 6.08%
------- -------
Total notional amounts outstanding $ 3,666 $ 2,685
======= =======
28
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 - Financial Instruments (continued)
The impact of interest rate derivatives on interest expense was not material
in 1996, 1995 and 1994.
The Company enters into currency exchange agreements to manage its exposure
arising from fluctuating exchange rates related to specific funding
transactions. The Company hedges against borrowings denominated in currencies
other than the borrowers' local currency. The borrowings are translated in the
financial statements at the rates of exchange established under the related
currency exchange agreement. The reported amount of such currency borrowings
was $75 million and $330 million at December 31, 1996 and 1995, respectively.
If the Company had not entered into currency exchange agreements, the recorded
amount of debt would have been $22 million higher at December 31, 1996,and
$175 million higher at December 31, 1995.
The Company's portfolio of currency derivative financial instruments was as
follows:
December 31, 1996
------------------------------
Currency Weighted Contract or Net
Derivative Financial Currency Average Notional Unrealized
Instrument Amount Maturity Interest Rate Amount Gain
- -------------------- -------- -------- ------------- ----------- ----------
(in millions) (in millions of dollars)
Deutsche marks -
Fixed Rate
Senior Term Debt DM 150 1997 6.63% $ 75 $ 26
============ ============
December 31, 1995
------------------------------
Currency Weighted Contract or Net
Derivative Financial Currency Average Notional Unrealized
Instrument Amount Maturity Interest Rate Amount Gain
- -------------------- -------- -------- ------------- ----------- ----------
(in millions) (in millions of dollars)
Deutsche marks -
Fixed Rate 1996-
Senior Term Debt DM 350 1997 6.69% $ 161 $ 97
Swiss francs -
Fixed Rate
Senior Term Debt SF 260 1996 5.52% 132 102
U.S. dollars (1)
Fixed Rate
Short-term Notes US$ 37 1996 5.99% 37 1
------------ ------------
Total $ 330 $ 200
============ ============
<FN>
(1) Amounts represent U.S. dollar funding for the Company's Canadian and Mexican operations.
Fair Value of Financial Instruments
The estimated fair value amounts have been determined by the Company using
available market information and valuation methodologies as described below.
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 the Company could realize 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.
29
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 - Financial Instruments (continued)
The carrying amounts and estimated fair values of the Company's financial
instruments were as follows:
December 31,
----------------------------------------------
1996 1995
------------------- --------------------
Carrying Fair Carrying Fair
Amount Value Amount Value
-------- ----- -------- -----
(in millions of dollars)
Balance Sheet financial instruments:
Marketable securities $ 472 $ 472 $ 674 $ 674
Finance receivables - net (1) $ 9,172 $ 9,167 $10,844 $10,824
Retained interests in sold
receivables - net $ 3,153 $ 3,120 $ 2,733 $ 2,757
Debt (2) $11,267 $11,410 $11,944 $12,229
Currency exchange agreements (3) $ 22 $ 26 $ 175 $ 200
<FN>
(1) The carrying value of finance receivables - net excludes approximately
$1,986 million and $1,800 million of leases classified as "Finance
receivables - net" in the Company's Consolidated Balance Sheet at December
31, 1996 and 1995, respectively. December 31, 1996 and 1995 data includes
approximately $4,702 million and $4,704 million, respectively of finance
receivables which reprice monthly at current market rates. The carrying
value approximates fair value.
(2) December 31, 1996 and 1995 data includes approximately $3,934 million and
$4,924 million, respectively, of short-term notes, term debt and other
borrowings which reprice at current market rates. The carrying amount and
fair value of debt includes the effect of the foreign currency exchange
agreements.
(3) The carrying amount is recorded in the balance sheet as a net reduction in
debt.
The carrying value of cash and cash equivalents and accounts payable
approximates market value due to the short maturity of these instruments.
December 31,
-------------------------------------------------
1996 1995
------------------------ -----------------------
Contract or Unrealized Contract or Unrealized
Notional Gains Notional Gains
Amount (Losses) Amount (Losses)
----------- ---------- ----------- ----------
(in millions of dollars)
Derivative financial instruments with
off-balance sheet risk:
Aggregate unrealized gain positions:
Interest rate swaps $1,246 $ 14 $ 750 $ 26
Aggregate unrealized loss positions:
Interest rate swaps 2,420 (22) 1,935 (33)
------ ------ ------ ------
Total $3,666 $ (8) $2,685 $ (7)
====== ====== ====== ======
The methods and assumptions used to estimate the fair value of financial
instruments are summarized as follows:
Marketable Securities
The fair value of marketable securities was estimated using quoted market
prices.
30
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 13 - Financial Instruments (continued)
Finance Receivables - Net
The carrying value of variable rate finance receivables was assumed to
approximate fair value since they are priced at current market rates. The fair
value of fixed rate finance receivables was estimated by discounting expected
cash flows using rates at which loans of similar maturities would be made as
of December 31, 1996 and 1995, respectively.
Retained Interests in Sold Receivables - Net
The fair value of residual cash flows and other subordinated amounts due the
Company arising from receivable sale transactions was estimated by discounting
expected cash flows at current market rates.
Debt
The fair value of debt was estimated by discounting cash flows using rates
currently available for debt with similar terms and remaining maturities.
Interest Rate Swaps
The fair value of the Company's existing interest rate swaps was estimated by
discounting net cash flows using quoted market interest rates.
Currency Exchange Agreements
The fair value of currency exchange agreements was estimated by discounting
expected cash flows using market exchange rates and relative market interest
rates over the remaining term of the agreements.
The fair value estimates presented herein are based on pertinent information
available as of the date of the Consolidated Balance Sheet. Although
management is not aware of any factors that would significantly affect the
estimated fair value amounts, such amounts have not been revalued since the
date of the Consolidated Balance Sheet and, therefore, current estimates of
fair value may differ significantly from the amounts presented herein.
Note 14 - Revenues, Earnings and Assets by Business Segment and Geographical
Area
Revenues, earnings and assets of finance and insurance operations were as
follows:
Year Ended December 31,
----------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Finance revenue and other revenues:
Finance operations $2,315 $2,266 $1,831
Insurance operations 166 173 164
------ ------ ------
Consolidated finance revenue and other revenues $2,481 $2,439 $1,995
====== ====== ======
Earnings before income taxes:
Finance operations $ 549 $ 492 $ 295
Insurance operations 37 30 20
------ ------ ------
Consolidated earnings before income taxes $ 586 $ 522 $ 315
====== ====== ======
31
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 14 - Revenues, Earnings and Assets by Business Segment and Geographical
Area (continued)
Year Ended December 31,
------------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Assets:
Finance operations $17,098 $17,405 $16,274
Insurance operations 435 430 374
------- ------- -------
Consolidated assets $17,533 $17,835 $16,648
======= ======= =======
Revenues, earnings and assets by geographical area were as follows:
Year Ended December 31,
------------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Revenues:
United States $ 2,251 $ 2,154 $ 1,778
Canada 230 162 98
Mexico* -- 123 119
------- ------- -------
Consolidated revenues $ 2,481 $ 2,439 $ 1,995
======= ======= =======
Earnings before income taxes:
United States $ 530 $ 495 $ 278
Canada 56 37 26
Mexico* -- (10) 11
------- ------- -------
Consolidated earnings before income taxes $ 586 $ 522 $ 315
======= ======= =======
Year Ended December 31,
------------------------------
1996 1995 1994
---- ---- ----
(in millions of dollars)
Assets:
United States $16,090 $16,753 $15,507
Canada 1,443 837 708
Mexico* -- 245 433
------- ------- -------
Consolidated assets $17,533 $17,835 $16,648
======= ======= =======
<FN>
*See Note 11.
32
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
Chrysler Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Note 15 - Selected Quarterly Financial Data - Unaudited
Selected quarterly financial data for the years ended December 31, 1996 and
1995 were as follows:
Year Ended December 31, 1996
-------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
------- ------- ------- -------
(in millions of dollars)
Total finance revenue $434 $414 $410 $414
Interest expense $216 $211 $178 $192
Net margin and other revenues $376 $388 $397 $431
Provision for credit losses $ 67 $ 88 $ 92 $140
Provision for income taxes $ 56 $ 54 $ 50 $ 50
Net earnings $ 98 $101 $ 94 $ 83
Year Ended December 31, 1995
-------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
------- ------- ------- -------
(in millions of dollars)
Total finance revenue $383 $418 $381 $449
Interest expense $213 $247 $221 $229
Net margin and other revenues $341 $371 $352 $419
Provision for credit losses $ 88 $100 $ 68 $ 86
Provision for income taxes $ 40 $ 41 $ 51 $ 51
Net earnings $ 69 $ 86 $ 87 $ 97
33
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - continued
RESPONSIBILITY FOR FINANCIAL REPORTING
The Company's management is responsible for preparing the financial statements
and other financial information in this Annual Report. This responsibility
includes maintaining the integrity and objectivity of financial data and the
presentation of the Company's results of operations and financial position in
accordance with generally accepted accounting principles. The financial
statements include amounts that are based on management's best estimates and
judgements.
The Company's financial statements have been audited by Deloitte & Touche LLP,
independent auditors. Their audits were conducted in accordance with generally
accepted auditing standards and included consideration of the internal control
system and tests of transactions as part of planning and performing their
audits.
The Company maintains a system of internal controls throughout its operations
that provides reasonable assurance that its records reflect its transactions
in all material respects and that significant misuse or loss of assets will be
prevented. Management believes that the Company's system of internal controls
is adequate to accomplish these objectives on a continuous basis. The Company
maintains a strong internal auditing program that independently assesses the
effectiveness of the internal controls and recommends possible improvements.
Management has considered the internal auditors' and Deloitte & Touche LLP's
recommendations concerning the Company's system of internal controls and has
taken appropriate actions to respond to these recommendations.
The Board of Directors of Chrysler Corporation, acting through its Audit
Committee composed solely of nonemployee directors, is responsible for
determining that management fulfills its responsibilities in the preparation
of financial statements and the maintenance of internal controls. In
fulfilling its responsibility, the Audit Committee recommends independent
auditors to the Board of Directors for appointment by the shareholders of
Chrysler Corporation. The Audit Committee also reviews the Company's
consolidated financial statements and adequacy of internal controls. The Audit
Committee meets regularly with management, the internal auditors and the
independent auditors. Both the independent auditors and the internal auditors
have full and free access to the Audit Committee, without management
representatives present, to discuss the results of their audits and their
views on the adequacy of internal controls and the quality of financial
reporting.
It is the business philosophy of the Company to obey the law and to require
that its employees conduct their activities according to the highest standards
of business ethics. This responsibility is characterized and reflected in
various policies of the Company. A systematic program is maintained to assess
compliance with these policies.
/s/ Thomas W. Sidlik /s/ Thomas F. Gilman
- --------------------- -----------------------------
Thomas W. Sidlik Thomas F. Gilman
Chairman of the Board Vice President and Controller
34
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35
{Letterhead of Deloitte & Touche LLP]
Deloitte &
Touche LLP
__________ __________________________________
Suite 900 Telephone (313) 396-3000
600 Renaissance Center
Detroit, Michigan 48243-1704
INDEPENDENT AUDITORS' REPORT
Shareholder and Board of Directors
Chrysler Financial Corporation
Southfield, Michigan
We have audited the accompanying consolidated balance sheet of Chrysler
Financial Corporation (a subsidiary of Chrysler Corporation) and consolidated
subsidiaries as of December 31, 1996 and 1995, and the related consolidated
statements of net earnings and cash flows for each of the three years in the
period ended December 31, 1996. These financial statements are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. 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.
In our opinion, such consolidated financial statements present fairly, in all
material respects, the financial position of Chrysler Financial Corporation
and consolidated subsidiaries as of December 31, 1996 and 1995, and the
results of their operations and their cash flows for each of the three years
in the period ended December 31, 1996, in conformity with generally accepted
accounting principles.
/s/ Deloitte & Touche LLP
January 21, 1997
______________________
Deloitte & Touche LLP
Tohmatsu
International
_____________
36
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37
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
There is nothing to report with regard to this Item.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
(Omitted in accordance with General Instruction J.)
ITEM 11. EXECUTIVE COMPENSATION
(Omitted in accordance with General Instruction J.)
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
(Omitted in accordance with General Instruction J.)
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(Omitted in accordance with General Instruction J.)
38
PART IV
ITEM 14. 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 filed as part of this Form 10-K are listed
under Part II, Item 8 of this Form 10-K.
2. Financial Statement Schedules
Independent Auditors' Report on Schedule (page 36 of Form 10-K)
Schedule II - Valuation and qualifying accounts and reserves (page
61 of Form 10-K)
Notes:
(A) Separate Company financial statements of Chrysler Financial
Corporation for the years ended December 31, 1995, 1994, and
1993 are omitted as not required under instructions contained
in Regulation S-X.
(B) Schedules other than those listed above have been omitted as
not required under instructions contained in Regulation S-X
or inapplicable.
Exhibits
3-A Copy of the Restated Articles of Incorporation of Chrysler
Financial Corporation as adopted and filed with the Corporation
Division of the Michigan Department of Treasury on October 1, 1971.
Filed as Exhibit 3-A to Registration No. 2-43097 of Chrysler
Financial Corporation, and incorporated herein by reference.
3-B Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on December 26, 1975, April 23,
1985 and June 21, 1985, respectively. Filed as Exhibit 3-B to the
Annual Report of Chrysler Financial Corporation on Form 10-K for
the year ended December 31, 1985, and incorporated herein by
reference.
3-C Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on August 12, 1987 and August 14,
1987, respectively. Filed as Exhibit 3 to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1987, and incorporated herein by reference.
3-D Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on December 11, 1987 and January
25, 1988, respectively. Filed as Exhibit 3-D to the Annual Report
of Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1987, and incorporated herein by reference.
39
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
3-E Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on June 13, 1989 and June 23,
1989, respectively. Filed as Exhibit 3-E to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
June 30, 1989, and incorporated herein by reference.
3-F Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on September 13, 1989, January
31, 1990 and March 8, 1990, respectively. Filed as Exhibit 3-E to
the Annual Report of Chrysler Financial Corporation on Form 10-K
for the year ended December 31, 1989, and incorporated herein by
reference.
3-G Copy of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on March 29, 1990 and May 10,
1990. Filed as Exhibit 3-G to the Quarterly Report of Chrysler
Financial Corporation on Form 10-Q for the quarter ended March 31,
1990, and incorporated herein by reference.
3-H Copy of the By-Laws of Chrysler Financial Corporation as amended to
March 2, 1987. Filed as Exhibit 3-C to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1986, and incorporated herein by reference.
3-I Copy of the By-Laws of Chrysler Financial Corporation as amended to
August 1, 1990. Filed as Exhibit 3-I to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1990, and incorporated herein by reference.
3-J Copy of By-Laws of Chrysler Financial Corporation as amended to
January 1, 1992, and presently in effect. Filed as Exhibit 3-H to
the Annual Report of Chrysler Financial Corporation on Form 10-K
for the year ended December 31, 1991, and incorporated herein by
reference.
4-A Copy of Indenture, dated as of June 15, 1984, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company, as
Trustee, United States Trust Company of New York, as successor
Trustee, related to Senior Debt Securities of Chrysler Financial
Corporation. Filed as Exhibit (1) to the Current Report of Chrysler
Financial Corporation on Form 8-K, dated June 26, 1984, and
incorporated herein by reference.
4-B Copy of Supplemental Indenture, dated as of August 24, 1995,
between Chrysler Financial Corporation and the United States Trust
Company of New York, as Trustee, to the Indenture, dated as of June
15, 1984, related to Senior Debt Securities of Chrysler Financial
Corporation. Filed as Exhibit 4-K to the Current Report of Chrysler
Financial Corporation on Form 8-K, dated August 24, 1995, and
incorporated herein by reference.
4-C Copy of Indenture, dated as of September 15, 1986, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-E to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1986, and incorporated herein by reference.
40
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
4-D Copy of Amended and Restated Indenture, dated as of September 15,
1986, between Chrysler Financial Corporation and Manufacturers
Hanover Trust Company, Trustee, United States Trust Company of New
York, as successor Trustee, related to Chrysler Financial
Corporation Senior Debt Securities. Filed as Exhibit 4-H to the
Quarterly Report of Chrysler Financial Corporation on Form 10-Q for
the quarter ended June 30, 1987, and incorporated herein by
reference.
4-E Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-A to Registration No. 33-23479 of
Chrysler Financial Corporation, and incorporated herein by
reference.
4-F Copy of First Supplemental Indenture, dated as of March 1, 1988,
between Chrysler Financial Corporation and Manufacturers Hanover
Trust Company, Trustee, United States Trust Company of New York, as
successor Trustee, to the Indenture, dated as of February 15, 1988,
between such parties, related to Chrysler Financial Corporation
Senior Debt Securities. Filed as Exhibit 4-L to the Annual Report
of Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1987, and incorporated herein by reference.
4-G Copy of Second Supplemental Indenture, dated as of September 7,
1990, between Chrysler Financial Corporation and Manufacturers
Hanover Trust Company, Trustee, United States Trust Company of New
York, as successor Trustee, to the Indenture, dated as of February
15, 1988, between such parties, related to Chrysler Financial
Corporation Senior Debt Securities. Filed as Exhibit 4-M to the
Quarterly Report of Chrysler Financial Corporation on Form 10-Q for
the quarter ended September 30, 1990, and incorporated herein by
reference.
4-H Copy of Third Supplemental Indenture, dated as of May 4, 1992,
between Chrysler Financial Corporation and United States Trust
Company of New York, as successor Trustee, to the Indenture, dated
as of February 15, 1988 between such parties, relating to Chrysler
Financial Corporation Senior Debt Securities. Filed as Exhibit 4-N
to the Quarterly Report of Chrysler Financial Corporation on Form
10-Q for the quarter ended June 30, 1992, and incorporated herein
by reference.
4-I Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and IBJ Schroder Bank & Trust Company,
Trustee, related to Chrysler Financial Corporation Subordinated
Debt Securities. Filed as Exhibit 4-B to Registration No. 33-23479
of Chrysler Financial Corporation, and incorporated herein by
reference.
4-J Copy of First Supplemental Indenture, dated as of September 1,
1989, between Chrysler Financial Corporation and IBJ Schroder Bank
& Trust Company, Trustee, to the Indenture, dated as of February
15, 1988, between such parties, related to Chrysler Financial
Corporation Subordinated Debt Securities. Filed on September 13,
1989 as Exhibit 4-N to the Current Report of Chrysler Financial
Corporation on Form 8-K dated September 1, 1989, and incorporated
herein by reference.
41
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
4-K Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-A to Registration No. 33-23479 of
Chrysler Financial Corporation, and incorporated herein by
reference.
4-L Copy of First Supplemental Indenture, dated as of September 1,
1989, between Chrysler Financial Corporation and Irving Trust
Company, Trustee, to the Indenture, dated as of February 15, 1988,
between such parties, related to Chrysler Financial Corporation
Junior Subordinated Debt Securities. Filed on September 13, 1989 as
Exhibit 4-O to the Current Report of Chrysler Financial Corporation
on Form 8-K dated September 1, 1989, and incorporated herein by
reference.
10-A Copy of Income Maintenance Agreement, made December 20, 1968, among
Chrysler Financial Corporation, Chrysler Corporation and Chrysler
Motors Corporation. Filed as Exhibit 13-D to Registration Statement
No. 2-32037 of Chrysler Financial Corporation, and incorporated
herein by reference.
10-B Copy of Agreement, made April 19, 1971, among Chrysler Financial
Corporation, Chrysler Corporation and Chrysler Motors Corporation,
amending the Income Maintenance Agreement among such parties. Filed
as Exhibit 13-B to Registration Statement No. 2-40110 of Chrysler
Financial Corporation and Chrysler Corporation, and incorporated
herein by reference.
10-C Copy of Agreement, made May 29, 1973, among Chrysler Financial
Corporation, Chrysler Corporation and Chrysler Motors Corporation,
further amending the Income Maintenance Agreement among such
parties. Filed as Exhibit 5-C to Registration Statement No. 2-49615
of Chrysler Financial Corporation, and incorporated herein by
reference.
10-D Copy of Agreement, made as of July 1, 1975, among Chrysler
Financial Corporation, Chrysler Corporation and Chrysler Motors
Corporation, further amending the Income Maintenance Agreement
among such parties. Filed as Exhibit D to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1975, and incorporated herein by reference.
10-E Copy of Agreement, made June 4, 1976, between Chrysler Financial
Corporation and Chrysler Corporation further amending the Income
Maintenance Agreement between such parties. Filed as Exhibit 5-H to
Registration Statement No. 2-56398 of Chrysler Financial
Corporation, and incorporated herein by reference.
10-F Copy of Agreement, made March 27, 1986, between Chrysler Financial
Corporation, Chrysler Holding Corporation (now known as Chrysler
Corporation) and Chrysler Corporation (now known as Chrysler Motors
Corporation) further amending the Income Maintenance Agreement
among such parties. Filed as Exhibit 10-F to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1986, and incorporated herein by reference.
42
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-G Copy of Short Term Revolving Credit Agreement, dated as of April
26, 1996, among Chrysler Financial Corporation, Chrysler Credit
Canada Ltd., the several commercial banks party thereto, as
Managing Agents, Royal Bank of Canada, as Canadian Administrative
Agent, and Chemical Bank, as Administrative Agent. Filed as Exhibit
10-G to the Quarterly Report of Chrysler Financial Corporation Form
10-Q for the quarter ended June 30, 1996, and incorporated herein
by reference.
10-H Copy of Long Term Revolving Credit Agreement, dated as of April 26,
1996, among Chrysler Financial Corporation, Chrysler Credit Canada
Ltd., the several commercial banks party thereto, as Managing
Agents, Royal Bank of Canada, as Canadian Administrative Agent, and
Chemical Bank, as Administrative Agent. Filed as Exhibit 10-H to
the Quarterly Report of Chrysler Financial Corporation Form 10-Q
for the quarter ended June 30, 1996, and incorporated herein by
reference.
10-I Copy of Sixth Amended and Restated Commitment Transfer Agreement,
dated as of April 26, 1996, among Chrysler Financial Corporation,
the several financial institutions parties thereto and Chemical
Bank, as Agent. Filed as Exhibit 10-I to the Quarterly Report of
Chrysler Financial Corporation Form 10-Q for the quarter ended June
30, 1996, and incorporated herein by reference.
10-J Copy of Amended and Restated Trust Agreement, dated as of April 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-2. Filed as Exhibit 4.1 to the
Quarterly Report of Premier Auto Trust 1993-2 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by reference.
10-K Copy of Indenture, dated as of April 1, 1993, between Premier Auto
Trust 1993-2 and Bankers Trust Company, as Indenture Trustee, with
respect to Premier Auto Trust 1993-2. Filed as Exhibit 4.2 of the
Quarterly Report of Premier Auto Trust 1993-2 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by reference.
10-L Copy of Amended and Restated Trust Agreement, dated as of June 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-3. Filed as Exhibit 4.1 to the
Quarterly Report of Premier Auto Trust 1993-3 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by reference.
10-M Copy of Indenture, dated as of June 1, 1993, between Premier Auto
Trust 1993-3 and Bankers Trust Company, as Indenture Trustee.
Filed as Exhibit 4.2 to the Quarterly Report of Premier Auto Trust
1993-3 on Form 10-Q for the quarter ended June 30, 1993, and
incorporated herein by reference.
10-N Copy of Series 1993-1 Supplement, dated as of February 1, 1993,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1993-1. Filed as Exhibit 3 to the Trust's Registration
Statement on Form 8-A dated March 15, 1993, and incorporated herein
by reference.
43
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-O Copy of Receivables Purchase Agreement, made as of April 7, 1993,
among Chrysler Credit Canada Ltd., Chrysler Financial Corporation
and Association Assets Acquisition Inc., with respect to CARS
1993-1. Filed as Exhibit 10-OOOO to the Quarterly Report on Form
10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
10-P Copy of Pooling and Servicing Agreement, dated as of August 1,
1993, among Auto Receivables Corporation, Chrysler Credit Canada
Ltd., Montreal Trust Company of Canada and Chrysler Financial
Corporation, with respect to CARCO 1993-1. Filed as Exhibit 10-QQQQ
to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended September 30, 1993, and
incorporated herein by reference.
10-Q Copy of Standard Terms and Conditions of Agreement, dated as of
August 1, 1993, among Auto Receivables Corporation, Chrysler Credit
Canada Ltd. and Chrysler Financial Corporation, with respect to
CARCO 1993-1. Filed as Exhibit 10-RRRR to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
10-R Copy of Purchase Agreement, dated as of August 1, 1993, between
Chrysler Credit Canada Ltd. and Auto Receivables Corporation, with
respect to CARCO 1993-1. Filed as Exhibit 10-SSSS to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended September 30, 1993, and incorporated herein by
reference.
10-S Copy of Amended and Restated Loan Agreement, dated as of June 1,
1993, between Chrysler Realty Corporation and Chrysler Credit
Corporation. Filed as Exhibit 10-XXXX to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
10-T Copy of Origination and Servicing Agreement, dated as of June 4,
1993, among Chrysler Leaserve, Inc., General Electric Capital Auto
Lease, Inc., Chrysler Credit Corporation and Chrysler Financial
Corporation. Filed as Exhibit 10-ZZZZ to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
10-U Copy of Amended and Restated Trust Agreement, dated as of September
1, 1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Trustee, with respect to
Premier Auto Trust 1993-5. Filed as Exhibit 4.1 to the Quarterly
Report of Premier Auto Trust 1993-5 on Form 10-Q for the quarter
ended September 30, 1993, and incorporated herein by reference.
10-V Copy of Indenture, dated as of September 1, 1993, between Premier
Auto Trust 1993-5 and Bankers Trust Company, as Indenture Trustee,
with respect to Premier Auto Trust 1993-5. Filed as Exhibit 4.2 to
the Quarterly Report of Premier Auto Trust 1993-5 on Form 10-Q for
the quarter ended September 30, 1993, and incorporated herein by
reference.
10-W Copy of Secured Loan Purchase Agreement, dated as of December 15,
1993, among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-PPPP to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1993, and incorporated herein by reference.
44
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-X Copy of Series 1993-2 Supplement, dated as of November 1, 1993,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1993-2. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated December 6, 1993,
and incorporated herein by reference.
10-Y Copy of Amended and Restated Trust Agreement, dated as of November
1, 1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-6. Filed as Exhibit 4-A to the
Annual Report on Form 10-K of Premier Auto Trust 1993-6 for the
year ended December 31, 1993, and incorporated herein by reference.
10-Z Copy of Indenture, dated as of November 1, 1993, between Premier
Auto Trust 1993-6 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1993-6. Filed as
Exhibit 4-B to the Annual Report on Form 10-K of Premier Auto Trust
1993-6 for the year ended December 31, 1993, and incorporated
herein by reference.
10-AA Copy of Secured Loan Purchase Agreement, dated as of March 29,
1994, among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-ZZZ to the Quarterly
Report of Chrysler Financial Corporation on Form 10-Q for the
quarter ended March 31, 1994, and incorporated herein by reference.
10-BB Copy of Amended and Restated Trust Agreement, dated as of February
1, 1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-1 for the
quarter ended March 31, 1994, and incorporated herein by reference.
10-CC Copy of Indenture, dated as of February 1, 1994, between Premier
Auto Trust 1994-1 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-1. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-1 for the quarter ended March 31, 1994, and incorporated
herein by reference.
10-DD Copy of Secured Loan Purchase Agreement, dated as of July 6, 1994,
among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-BBBB to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended June 30, 1994, and incorporated herein by reference.
10-EE Copy of Amended and Restated Trust Agreement, dated as of May 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-2 for the
quarter ended June 30, 1994, and incorporated herein by reference.
10-FF Copy of Indenture, dated as of May 1, 1994, between Premier Auto
Trust 1994-2 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-2. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-2 for the quarter ended June 30, 1994, and incorporated
herein by reference.
45
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-GG Copy of Amended and Restated Trust Agreement, dated as of June 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank, Delaware, with respect to Premier
Auto Trust 1994-3. Filed as Exhibit 4.1 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1994-3 for the quarter ended June
30, 1994, and incorporated herein by reference.
10-HH Copy of Indenture, dated as of June 1, 1994, between Premier Auto
Trust 1994-3 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-3. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-3 for the quarter ended June 30, 1994, and incorporated
herein by reference.
10-II Copy of Master Receivables Purchase Agreement among Chrysler Credit
Canada Ltd., CORE Trust and Chrysler Financial Corporation, dated
as of November 29, 1994. Filed as Exhibit 10-FFF to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1994, and incorporated herein by reference.
10-JJ Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 2,
1994, with respect to the sale of retail automotive receivables to
CORE Trust. Filed as Exhibit 10-GGG to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-KK Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 22,
1994, with respect to the sale of retail automotive receivables to
CORE Trust. Filed as Exhibit 10-HHH to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-LL Copy of Asset Purchase Agreement, dated as of December 14, 1994,
between Chrysler Capital Income Partners, L.P. and First Union
Commercial Corporation. Filed as Exhibit 10-III to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1994, and incorporated herein by reference.
10-MM Copy of Receivables Purchase Agreement, dated as of December 15,
1994, among Chrysler Financial Corporation, Premier Auto
Receivables Company and ABN AMRO Bank, N.V. as Agent, with respect
to the sale of retail automotive receivables to Windmill Funding
Corporation. Filed as Exhibit 10-JJJ to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-NN Copy of Series 1992-2 Supplement to the Pooling and Servicing
Agreement, dated as of October 1, 1992, among U.S. Auto Receivables
Company, as Seller, Chrysler Credit Corporation, as Servicer, and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust, Series 1992-2. Filed as Exhibit 3
to Form 8-A of CARCO Auto Loan Master Trust on October 30, 1992,
and incorporated herein by reference.
10-OO Copy of Master Custodial and Servicing Agreement, dated as of
September 1, 1992 between Chrysler Credit Canada Ltd. and The Royal
Trust Company, as Custodian. Filed as Exhibit 10-TTTTT to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
46
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-PP Copy of Series 1995-1 Supplement, dated as of September 20, 1995,
among Chrysler Credit Canada Ltd., The Royal Trust Company, Pure
Trust, Auto Receivables Corporation and Chrysler Financial
Corporation, to the Master Custodial and Servicing Agreement, dated
as of September 1, 1992. Filed as Exhibit 10-NNN to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended September 30, 1995, and incorporated herein by
reference.
10-QQ Copy of Trust Indenture, dated as of September 1, 1992, among
Canadian Dealer Receivables Corporation and Montreal Trust Company
of Canada, as Trustee. Filed as Exhibit 10-UUUUU to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
10-RR Copy of Servicing Agreement, dated as of October 20, 1992, between
Chrysler Leaserve, Inc. (a subsidiary of General Electric Capital
Auto Lease, Inc.) and Chrysler Credit Corporation, with respect to
the sale of Gold Key Leases. Filed as Exhibit 10-YYYYY to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
10-SS Copy of Amended and Restated Trust Agreement, dated as of August 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-4. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1993-4 for the
quarter ended September 30, 1993, and incorporated herein by
reference.
10-TT Copy of Indenture, dated as of August 1, 1993, between Premier Auto
Trust 1993-4 and Bankers Trust Company, as Indenture Trustee, with
respect to Premier Auto Trust 1993-4. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1993-4 for the
quarter ended September 30, 1993, and incorporated herein by
reference.
10-UU Copy of Amended and Restated Trust Agreement, dated as of August 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-4. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-4 for the
quarter ended September 30, 1994, and incorporated herein by
reference.
10-VV Copy of Indenture, dated as of August 1, 1994, between Premier Auto
Trust 1994-4 and Bankers Trust Company, as Indenture Trustee. Filed
as Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-4 for the quarter ended September 30, 1994, and
incorporated herein by reference.
10-WW Copy of Receivables Purchase Agreement, dated as of February 28,
1995, among Chrysler Financial Corporation, Premier Auto
Receivables Company and ABN AMRO Bank, N.V., with respect to the
sale of retail automotive receivables to Windmill Funding
Corporation. Filed as Exhibit 10-GGGG to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
March 31, 1995, and incorporated herein by reference.
47
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-XX Copy of Series 1994-1 Supplement, dated as of September 30, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1994-1. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated November 23, 1994,
and incorporated herein by reference.
10-YY Copy of Series 1994-2 Supplement, dated as of October 31, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust
1994-2. Filed as Exhibit 3 to the Registration Statement on Form
8-A of CARCO Auto Loan Master Trust dated December 22, 1994, and
incorporated herein by reference.
10-ZZ Copy of Series 1994-3 Supplement, dated as of November 30, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1994-3. Filed as Exhibit 4-W to the Annual Report on Form
10-K of CARCO Auto Loan Master Trust for the year ended December
31, 1994, and incorporated herein by reference.
10-AAA Copy of Series 1995-1 Supplement, dated as of December 31, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1995-1. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated January 19, 1995,
and incorporated herein by reference.
10-BBB Copy of Series 1995-2 Supplement, dated as of February 28, 1995,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust
1995-2. Filed as Exhibit 3 to CARCO Auto Loan Master Trust's
Registration Statement on Form 8-A dated March 27, 1995, and
incorporated herein by reference.
10-CCC Copy of Amended and Restated Trust Agreement, dated as of February
1, 1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q for the quarter ended March 31, 1995
of Premier Auto Trust 1995-1, and incorporated herein by reference.
10-DDD Copy of Indenture, dated as of February 1, 1995, between Premier
Auto Trust 1995-1 and The Bank of New York, as Indenture Trustee,
with respect to Premier Auto Trust 1995-1. Filed as Exhibit 4.2 to
the Quarterly Report on Form 10-Q for the quarter ended March 31,
1995 of Premier Auto Trust 1995-1, and incorporated herein by
reference.
10-EEE Copy of Sale and Servicing Agreement, dated as of February 1, 1995,
among Premier Auto Trust 1995-1, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-1. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
for the quarter ended March 31, 1995 of Premier Auto Trust 1995-1,
and incorporated herein by reference.
48
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-FFF Copy of Amended and Restated Trust Agreement, dated as of April 1,
1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q for the quarter ended June 30, 1995
of Premier Auto Trust 1995-2, and incorporated herein by reference.
10-GGG Copy of Indenture, dated as of April 1, 1995, between Premier Auto
Trust 1995-2 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1995-2. Filed as Exhibit 4.2 to the
Quarterly report on Form 10-Q for the quarter ended June 30, 1995
of Premier Auto Trust 1995-2, and incorporated herein by reference.
10-HHH Copy of Sale and Servicing Agreement, dated as of April 1, 1995,
among Premier Auto Trust 1995-2, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-2. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
for the quarter ended June 30, 1995 of Premier Auto Trust 1995-2,
and incorporated herein by reference.
10-III Copy of Series 1995-3 Supplement, dated as of April 30, 1995, among
U.S. Auto Receivables Company, Chrysler Credit Corporation and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust 1995-3. Filed as Exhibit 4-Z to the
Quarterly Report on Form 10-Q for the quarter ended June 30, 1995
of CARCO Auto Loan Master Trust, and incorporated herein by
reference.
10-JJJ Copy of Series 1995-4 Supplement, dated as of April 30, 1995, among
U.S. Auto Receivables Company, Chrysler Credit Corporation and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust Series 1995-4. Filed as Exhibit
4-AA to the Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995 of CARCO Auto Loan Master Trust, and incorporated
herein by reference.
10-KKK Copy of Series 1995-4A Supplement, dated as of April 30, 1995,
among U.S. Auto Receivables Company, Chrysler Credit Corporation
and Manufacturers and Traders Trust Company, as Trustee, with
respect to CARCO Auto Loan Master Trust Series 1995-4A. Filed as
Exhibit 4-BB to the Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995 of CARCO Auto Loan Master Trust, and
incorporated herein by reference.
10-LLL Copy of Master Receivables Purchase Agreement, made as of July 24,
1995, among Chrysler Credit Canada Ltd., The Royal Trust Company
and Chrysler Financial Corporation, with respect to Pure Trust
1995-1. Filed as Exhibit 10-RRRR to the Quarterly Report on Form
10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1995, and incorporated herein by reference.
10-MMM Copy of Terms Schedule, dated as of July 24, 1995, among Chrysler
Credit Canada Ltd., The Royal Trust Company and Chrysler Financial
Corporation, with respect to Pure Trust 1995-1. Filed as Exhibit
10-SSSS to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended September 30, 1995, and
incorporated herein by reference.
49
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-NNN Copy of Receivables Purchase Agreement, dated as of December 14,
1995, among Chrysler Financial Corporation, Premier Auto
Receivables Company, Chrysler Credit Corporation, and ABN AMRO Bank
N.V., as Agent, with respect to the sale of retail automotive
receivables to Windmill Funding Corporation, Series 1995-2. Filed
as Exhibit 10-KKKK to the Annual Report on Form 10-K of Chrysler
Financial Corporation for the year ended December 31, 1995, and
incorporated herein by reference.
10-OOO Copy of Certificate of Trust of Premier Auto Trust 1995-3. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1995-3 for the quarter ended September 30, 1995, and
incorporated herein by reference.
10-PPP Copy of Amended and Restated Trust Agreement, dated as of July 1,
1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-3. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1995-3 for the
quarter ended September 30, 1995, and incorporated herein by
reference.
10-QQQ Copy of Indenture, dated as of July 1, 1995, between Premier Auto
Trust 1995-3 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1995-3. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1995-3 for the
quarter ended September 30, 1995, and incorporated herein by
reference.
10-RRR Copy of Sale and Servicing Agreement, dated as of July 1, 1995,
among Premier Auto Trust 1995-3, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-3. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
of Premier Auto Trust 1995-3 for the quarter ended September 30,
1995, and incorporated herein by reference.
10-SSS Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 14,
1995, with respect to CORE Trust 1995-1. Filed as Exhibit 10-PPPP
to the Annual Report of Chrysler Financial Corporation for the year
ended December 31, 1995, and incorporated herein by reference.
10-TTT Copy of Agreement and Plan of Merger, dated as of December 31,
1995, between Chrysler Financial Corporation and Chrysler Credit
Corporation, providing for the merger of these two corporations on
December 31, 1995, with Chrysler Financial Corporation being the
surviving corporation. Filed as Exhibit 10-QQQQ to the Annual
Report of Chrysler Financial Corporation for the year ended
December 31, 1995, and incorporated by reference.
10-UUU Copy of Amended and Restated Trust Agreement, dated as of November
1, 1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Receivables 1995-4. Filed as Exhibit 4.1 to
the Annual Report on Form 10-K of Premier Auto Trust 1995-4 for the
year ended December 31, 1995, and incorporated herein by reference.
10-VVV Copy of Certificate of Trust of Premier Auto Trust 1995-4. Filed as
Exhibit 3 to the Annual Report on Form 10-K of Premier Auto Trust
1995-4 for the year ended December 31, 1995, and incorporated
herein by reference.
50
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-WWW Copy of Indenture, dated as of November 1, 1995, between Premier
Auto Trust 1995-4 and The Bank of New York, as Indenture Trustee,
with respect to Premier Auto Trust 1995-4. Filed as Exhibit 4.2 to
the Annual Report on Form 10-K of Premier Auto Trust 1995-4 for the
year ended December 31, 1995, and incorporated herein by reference.
10-XXX Copy of Sale and Servicing Agreement, dated as of November 1, 1995,
among Premier Auto Trust 1995-4, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-4. Filed as Exhibit 4.3 to the Annual Report on Form 10-K of
Premier Auto Trust 1995-4 for the year ended December 31, 1995, and
incorporated herein by reference.
10-YYY Copy of Receivables Purchase Agreement, dated as of May 30, 1996,
among Premier Auto Receivables Company, Chrysler Financial
Corporation, and ABN AMRO Bank, N.V., as Agent, with respect to the
sale of retail automotive receivables to Windmill Funding
Corporation, Series 1996-1. Filed as Exhibit 10-OOOO to the
Quarterly Report on Form 10-Q of Chrysler Financial Corporation for
the quarter ended June 30, 1996, and incorporated herein by
reference.
10-ZZZ Copy of Certificate of Trust of Premier Auto Trust 1996-1. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-1 for the quarter ended March 31, 1996, and incorporated
herein by reference.
10-AAAA Copy of Amended and Restated Trust Agreement, dated as of March 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-1 for the
quarter ended March 31, 1996, and incorporated herein by reference.
10-BBBB Copy of Indenture, dated as of March 1, 1996, between Premier Auto
Trust 1996-1 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-1.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-1 for the quarter ended March 31, 1996, and
incorporated herein by reference.
10-CCCC Copy of Sale and Servicing Agreement, dated as of March 1, 1996,
between Premier Auto Trust 1996-1 and Chrysler Financial
Corporation (excluding Schedules A and C), for Premier Auto Trust
1996-1. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
of Premier Auto Trust 1996-1 for the quarter ended March 31, 1996,
and incorporated by reference.
10-DDDD Copy of Receivables Sale Agreement, dated as of June 27, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Asset Securitization Cooperative Corporation and Canadian Imperial
Bank of Commerce, as Administrative Agent. Filed as Exhibit 10-TTTT
to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended June 30, 1996, and incorporated
herein by reference.
10-EEEE Copy of Asset Purchase Agreement, dated as of August 30, 1996,
between Chrysler First Business Credit Corporation and Berkeley
Federal Bank & Trust, F.S.B. Filed as Exhibit 10-IIII to the
Quarterly Report on Form 10-Q of Chrysler Financial Corporation for
the quarter ended September 30, 1996, and incorporated herein by
reference.
51
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-FFFF Copy of Asset Purchase Agreement, dated as of August 30, 1996,
between Chrysler First Business Credit Corporation and Blackrock
Capital Finance, L.P. Filed as Exhibit 10-JJJJ to the Quarterly
Report on Form 10-Q for the quarter ended September 30, 1996, and
incorporated herein by reference.
10-GGGG Copy of Certificate of Trust of Premier Auto Trust 1996-2. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-2 for the quarter ended June 30, 1996, and incorporated
herein by reference.
10-HHHH Copy of Amended and Restated Trust Agreement, dated as of May 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation, and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-2 for the
quarter ended June 30, 1996, and incorporated herein by reference.
10-IIII Copy of Indenture, dated as of May 1, 1996, between Premier Auto
Trust 1996-2 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-2.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-2 for the quarter ended June 30, 1996, and
incorporated herein by reference.
10-JJJJ Copy of Sale and Servicing Agreement, dated as of May 1, 1996,
between Premier Auto Trust 1996-2 and Chrysler Financial
Corporation (excluding Schedules A and C), with respect to Premier
Auto Trust 1996-2. Filed as Exhibit 4.3 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1996-2 for the quarter ended June
30, 1996, and incorporated herein by reference.
10-KKKK Copy of Certificate of Trust of Premier Auto Trust 1996-3. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-3 for the quarter ended June 30, 1996, and incorporated
herein by reference.
10-LLLL Copy of Amended and Restated Trust Agreement, dated as of June 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation, and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-3. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-3 for the
quarter ended June 30, 1996, and incorporated herein by reference.
10-MMMM Copy of Indenture, dated as of June 1, 1996, between Premier Auto
Trust 1996-3 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-3.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-3 for the quarter ended June 30, 1996, and
incorporated herein by reference.
10-NNNN Copy of Sale and Servicing Agreement, dated as of June 1, 1996,
between Premier Auto Trust 1996-3 and Chrysler Financial
Corporation (excluding Schedules A and C), with respect to Premier
Auto Trust 1996-3. Filed as Exhibit 4.3 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1996-3 for the quarter ended June
30, 1996, and incorporated herein by reference.
10-OOOO Copy of Receivables Sale Agreement, dated as of November 25, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Asset Securitization Cooperative Corporation, and Canadian Imperial
Bank of Commerce, as Administrative Agent.
10-PPPP Copy of Certificate of Trust of Premier Auto Trust 1996-4. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-4 for the quarter ended September 30, 1996, and
incorporated herein by reference.
52
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
10-QQQQ Copy of Amended and Restated Trust Agreement, dated as of August 1,
1996, among Premier Receivables L.L.C., Chrysler Financial
Corporation, and Chase Manhattan Bank Delaware, as Owner Trustee,
with respect to Premier Auto Trust 1996-4. Filed as Exhibit 4.1 to
the Quarterly Report on Form 10-Q of Premier Auto Trust 1996-4 for
the quarter ended September 30, 1996, and incorporated herein by
reference.
10-RRRR Copy of Indenture, dated as of August 1, 1996, between Premier Auto
Trust 1996-4 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1996-4. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-4 for the
quarter ended September 30, 1996, and incorporated herein by
reference.
10-SSSS Copy of Sale and Servicing Agreement, dated as of August 1, 1996,
between Premier Auto Trust 1996-4 and Chrysler Financial
Corporation, with respect to Premier Auto Trust 1996-4. Filed as
Exhibit 4.3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-4 for the quarter ended September 30, 1996, and
incorporated herein by reference.
10-TTTT Copy of Receivables Sale Agreement, dated as of December 12, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Monte Rosa Capital Corporation, and Union Bank of Switzerland, New
York Branch, as Administrative Agent.
10-UUUU Copy of Receivables Sale Agreement, dated as of December 12, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Old Line Funding Corp., and Royal Bank of Canada, as Agent.
10-VVVV Copy of Receivables Sale Agreement, dated as of December 18, 1996,
among Chrysler Credit Canada Ltd., Chrysler Financial Corporation,
Canadian Master Trust, and Nesbitt Burns, Inc.
10-WWWW Copy of Loan Agreement, dated as of August 1, 1996, between
Chrysler Canada Ltd. and Chrysler Credit Canada Ltd., with respect
to Gold Key Leasing.
12-A Chrysler Financial Corporation and Subsidiaries Computations of
Ratios of Earnings to Fixed Charges.
12-B Chrysler Corporation Enterprise as a Whole Computations of Ratios
of Earnings to Fixed Charges and Preferred Stock Dividend
Requirements.
23 Consent of Deloitte & Touche LLP.
24 Power of Attorney, to which the signatures of directors of Chrysler
Financial Corporation have been affixed to this Annual Report on
Form 10-K.
27 Financial Data Schedule
Copies of instruments defining the rights of holders of long-term
debt of the registrant and its consolidated subsidiaries, other
than the instruments copies of which are filed with this report as
Exhibit 4-A, 4-B, 4-C, 4-D, 4-E, 4-F, 4-G, 4-H, 4-I, 4-J, 4-K,
4-L, 4-M, 4-N, 4-O, and 4-P thereto, have not been filed as
exhibits to this report since the amount of securities authorized
under any one of such instruments does not exceed 10% of the total
assets of the registrant and its subsidiaries on a consolidated
basis. The registration agrees to furnish to the Commission a copy
of each such instrument upon request.
53
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K -
continued
(b) The registrant filed the following reports on Form 8-K during the
quarter ended December 31, 1996:
Date of Report Date Filed Item Reported
-------------- ---------- -------------
December 6, 1996 December 9, 1996 5
Financial Statements Filed
--------------------------
None
54
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
CHRYSLER FINANCIAL CORPORATION
By s/T. W. SIDLIK
---------------------
T. W. Sidlik
Chairman of the Board
Date: January 21, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Principal executive officer:
s/T. W. SIDLIK Chairman of the Board January 21, 1997
- -----------------------------
T. W. Sidlik
Principal financing officer:
s/D. M. CANTWELL Vice President and Treasurer January 21, 1997
- -----------------------------
D. M. Cantwell
Principal accounting officer:
s/T. F. GILMAN Vice President and Controller January 21, 1997
- -----------------------------
T. F. Gilman
55
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56
SIGNATURES (CONTINUED)
Board of Directors:
THOMAS P. CAPO* Director January 21, 1997
Thomas P. Capo
DARRELL L. DAVIS* Director January 21, 1997
Darrell L. Davis
ROBERT J. EATON* Director January 21, 1997
Robert J. Eaton
ROBERT A. LUTZ* Director January 21, 1997
Robert A. Lutz
WILLIAM J. O'BRIEN III* Director January 21, 1997
William J. O'Brien III
T. W. SIDLIK* Director January 21, 1997
T. W. Sidlik
GARY C. VALADE* Director January 21, 1997
Gary C. Valade
*By s/B. C. BABBISH
----------------
B. C. Babbish
Attorney-in-Fact
January 21, 1997
57
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58
[Letterhead of Deloitte & Touche LLP]
Deloitte &
Touche LLP
__________ __________________________________
Suite 900 Telephone (313) 396-3000
600 Renaissance Center
Detroit, Michigan 48243-1704
INDEPENDENT AUDITORS' REPORT ON SCHEDULE
Shareholder and Board of Directors
Chrysler Financial Corporation
Southfield, Michigan
We have audited the consolidated financial statements of Chrysler Financial
Corporation (a subsidiary of Chrysler Corporation) and consolidated
subsidiaries as of December 31, 1996 and 1995, and for each of the three years
in the period ended December 31, 1996, and have issued our report thereon
dated January 21, 1997; such report is included elsewhere in this Form 10-K.
Our audits also included the financial statement schedule of Chrysler
Financial Corporation and consolidated subsidiaries, listed in Item 14. This
financial statement schedule is the responsibility of the Company's
management. Our responsibility is to express an opinion based on our audits.
In our opinion, such financial statement schedule, when considered in relation
to the basic financial statements taken as a whole, presents fairly, in all
material respects, the information set forth therein.
/s/ Deloitte & Touche LLP
January 21, 1997
_____________________
Deloitte & Touche LLP
Tohmatsu
International
_____________
59
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60
CHRYSLER FINANCIAL CORPORATION AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
(in millions of dollars)
Column A Column B Column C Column D Column E
-------- ---------- -------- ----------- --------
Additions
------------------------
Charged to
Balance at Charged to Other Balance
Beginning Costs and Accounts- Deductions- at End
of Period Expenses Describe Describe of Period
---------- ---------- --------- ----------- ---------
YEAR ENDED DECEMBER 31, 1996
Net reserve for insurance losses and
loss adjustment expenses $183 $ 96 $ -- $107(a) $172
YEAR ENDED DECEMBER 31, 1995
Net reserve for insurance losses and
loss adjustment expenses $181 $111 $ -- $109(a) $183
YEAR ENDED DECEMBER 31, 1994
Net reserve for insurance losses and
loss adjustment expenses $173 $109 $ -- $101(a) $181
<FN>
NOTES:
(a) Primarily reductions for claims settled
61
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62
EXHIBIT INDEX
3-A Copy of the Restated Articles of Incorporation of Chrysler
Financial Corporation as adopted and filed with the Corporation
Division of the Michigan Department of Treasury on October 1, 1971.
Filed as Exhibit 3-A to Registration No. 2-43097 of Chrysler
Financial Corporation, and incorporated herein by reference.
3-B Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on December 26, 1975, April 23,
1985 and June 21, 1985, respectively. Filed as Exhibit 3-B to the
Annual Report of Chrysler Financial Corporation on Form 10-K for
the year ended December 31, 1985, and incorporated herein by
reference.
3-C Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on August 12, 1987 and August 14,
1987, respectively. Filed as Exhibit 3 to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1987, and incorporated herein by reference.
3-D Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on December 11, 1987 and January
25, 1988, respectively. Filed as Exhibit 3-D to the Annual Report
of Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1987, and incorporated herein by reference.
3-E Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on June 13, 1989 and June 23,
1989, respectively. Filed as Exhibit 3-E to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
June 30, 1989, and incorporated herein by reference.
3-F Copies of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on September 13, 1989, January
31, 1990 and March 8, 1990, respectively. Filed as Exhibit 3-E to
the Annual Report of Chrysler Financial Corporation on Form 10-K
for the year ended December 31, 1989, and incorporated herein by
reference.
3-G Copy of amendments to the Restated Articles of Incorporation of
Chrysler Financial Corporation filed with the Department of
Commerce of the State of Michigan on March 29, 1990 and May 10,
1990. Filed as Exhibit 3-G to the Quarterly Report of Chrysler
Financial Corporation on Form 10-Q for the quarter ended March 31,
1990, and incorporated herein by reference.
3-H Copy of the By-Laws of Chrysler Financial Corporation as amended to
March 2, 1987. Filed as Exhibit 3-C to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1986, and incorporated herein by reference.
3-I Copy of the By-Laws of Chrysler Financial Corporation as amended to
August 1, 1990. Filed as Exhibit 3-I to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1990, and incorporated herein by reference.
E-1
EXHIBIT INDEX - continued
3-J Copy of By-Laws of Chrysler Financial Corporation as amended to
January 1, 1992, and presently in effect. Filed as Exhibit 3-H to
the Annual Report of Chrysler Financial Corporation on Form 10-K
for the year ended December 31, 1991, and incorporated herein by
reference.
4-A Copy of Indenture, dated as of June 15, 1984, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company, as
Trustee, United States Trust Company of New York, as successor
Trustee, related to Senior Debt Securities of Chrysler Financial
Corporation. Filed as Exhibit (1) to the Current Report of Chrysler
Financial Corporation on Form 8-K, dated June 26, 1984, and
incorporated herein by reference.
4-B Copy of Supplemental Indenture, dated as of August 24, 1995,
between Chrysler Financial Corporation and the United States Trust
Company of New York, as Trustee, to the Indenture, dated as of June
15, 1984, related to Senior Debt Securities of Chrysler Financial
Corporation. Filed as Exhibit 4-K to the Current Report of Chrysler
Financial Corporation on Form 8-K, dated August 24, 1995, and
incorporated herein by reference.
4-C Copy of Indenture, dated as of September 15, 1986, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-E to the Quarterly Report of
Chrysler Financial Corporation on Form 10-Q for the quarter ended
September 30, 1986, and incorporated herein by reference.
4-D Copy of Amended and Restated Indenture, dated as of September 15,
1986, between Chrysler Financial Corporation and Manufacturers
Hanover Trust Company, Trustee, United States Trust Company of New
York, as successor Trustee, related to Chrysler Financial
Corporation Senior Debt Securities. Filed as Exhibit 4-H to the
Quarterly Report of Chrysler Financial Corporation on Form 10-Q for
the quarter ended June 30, 1987, and incorporated herein by
reference.
4-E Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-A to Registration No. 33-23479 of
Chrysler Financial Corporation, and incorporated herein by
reference.
4-F Copy of First Supplemental Indenture, dated as of March 1, 1988,
between Chrysler Financial Corporation and Manufacturers Hanover
Trust Company, Trustee, United States Trust Company of New York, as
successor Trustee, to the Indenture, dated as of February 15, 1988,
between such parties, related to Chrysler Financial Corporation
Senior Debt Securities. Filed as Exhibit 4-L to the Annual Report
of Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1987, and incorporated herein by reference.
4-G Copy of Second Supplemental Indenture, dated as of September 7,
1990, between Chrysler Financial Corporation and Manufacturers
Hanover Trust Company, Trustee, United States Trust Company of New
York, as successor Trustee, to the Indenture, dated as of February
15, 1988, between such parties, related to Chrysler Financial
Corporation Senior Debt Securities. Filed as Exhibit 4-M to the
Quarterly Report of Chrysler Financial Corporation on Form 10-Q for
the quarter ended September 30, 1990, and incorporated herein by
reference.
E-2
EXHIBIT INDEX - continued
4-H Copy of Third Supplemental Indenture, dated as of May 4, 1992,
between Chrysler Financial Corporation and United States Trust
Company of New York, as successor Trustee, to the Indenture, dated
as of February 15, 1988 between such parties, relating to Chrysler
Financial Corporation Senior Debt Securities. Filed as Exhibit 4-N
to the Quarterly Report of Chrysler Financial Corporation on Form
10-Q for the quarter ended June 30, 1992, and incorporated herein
by reference.
4-I Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and IBJ Schroder Bank & Trust Company,
Trustee, related to Chrysler Financial Corporation Subordinated
Debt Securities. Filed as Exhibit 4-B to Registration No. 33-23479
of Chrysler Financial Corporation, and incorporated herein by
reference.
4-J Copy of First Supplemental Indenture, dated as of September 1,
1989, between Chrysler Financial Corporation and IBJ Schroder Bank
& Trust Company, Trustee, to the Indenture, dated as of February
15, 1988, between such parties, related to Chrysler Financial
Corporation Subordinated Debt Securities. Filed on September 13,
1989 as Exhibit 4-N to the Current Report of Chrysler Financial
Corporation on Form 8-K dated September 1, 1989, and incorporated
herein by reference.
4-K Copy of Indenture, dated as of February 15, 1988, between Chrysler
Financial Corporation and Manufacturers Hanover Trust Company,
Trustee, United States Trust Company of New York, as successor
Trustee, related to Chrysler Financial Corporation Senior Debt
Securities. Filed as Exhibit 4-A to Registration No. 33-23479 of
Chrysler Financial Corporation, and incorporated herein by
reference.
4-L Copy of First Supplemental Indenture, dated as of September 1,
1989, between Chrysler Financial Corporation and Irving Trust
Company, Trustee, to the Indenture, dated as of February 15, 1988,
between such parties, related to Chrysler Financial Corporation
Junior Subordinated Debt Securities. Filed on September 13, 1989 as
Exhibit 4-O to the Current Report of Chrysler Financial Corporation
on Form 8-K dated September 1, 1989, and incorporated herein by
reference.
10-A Copy of Income Maintenance Agreement, made December 20, 1968, among
Chrysler Financial Corporation, Chrysler Corporation and Chrysler
Motors Corporation. Filed as Exhibit 13-D to Registration Statement
No. 2-32037 of Chrysler Financial Corporation, and incorporated
herein by reference.
10-B Copy of Agreement, made April 19, 1971, among Chrysler Financial
Corporation, Chrysler Corporation and Chrysler Motors Corporation,
amending the Income Maintenance Agreement among such parties. Filed
as Exhibit 13-B to Registration Statement No. 2-40110 of Chrysler
Financial Corporation and Chrysler Corporation, and incorporated
herein by reference.
10-C Copy of Agreement, made May 29, 1973, among Chrysler Financial
Corporation, Chrysler Corporation and Chrysler Motors Corporation,
further amending the Income Maintenance Agreement among such
parties. Filed as Exhibit 5-C to Registration Statement No. 2-49615
of Chrysler Financial Corporation, and incorporated herein by
reference.
E-3
EXHIBIT INDEX - continued
10-D Copy of Agreement, made as of July 1, 1975, among Chrysler
Financial Corporation, Chrysler Corporation and Chrysler Motors
Corporation, further amending the Income Maintenance Agreement
among such parties. Filed as Exhibit D to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1975, and incorporated herein by reference.
10-E Copy of Agreement, made June 4, 1976, between Chrysler Financial
Corporation and Chrysler Corporation further amending the Income
Maintenance Agreement between such parties. Filed as Exhibit 5-H to
Registration Statement No. 2-56398 of Chrysler Financial
Corporation, and incorporated herein by reference.
10-F Copy of Agreement, made March 27, 1986, between Chrysler Financial
Corporation, Chrysler Holding Corporation (now known as Chrysler
Corporation) and Chrysler Corporation (now known as Chrysler Motors
Corporation) further amending the Income Maintenance Agreement
among such parties. Filed as Exhibit 10-F to the Annual Report of
Chrysler Financial Corporation on Form 10-K for the year ended
December 31, 1986, and incorporated herein by reference.
10-G Copy of Short Term Revolving Credit Agreement, dated as of April
26, 1996, among Chrysler Financial Corporation, Chrysler Credit
Canada Ltd., the several commercial banks party thereto, as
Managing Agents, Royal Bank of Canada, as Canadian Administrative
Agent, and Chemical Bank, as Administrative Agent. Filed as Exhibit
10-G to the Quarterly Report of Chrysler Financial Corporation Form
10-Q for the quarter ended June 30, 1996, and incorporated herein
by reference.
10-H Copy of Long Term Revolving Credit Agreement, dated as of April 26,
1996, among Chrysler Financial Corporation, Chrysler Credit Canada
Ltd., the several commercial banks party thereto, as Managing
Agents, Royal Bank of Canada, as Canadian Administrative Agent, and
Chemical Bank, as Administrative Agent. Filed as Exhibit 10-H to
the Quarterly Report of Chrysler Financial Corporation Form 10-Q
for the quarter ended June 30, 1996, and incorporated herein by
reference.
10-I Copy of Sixth Amended and Restated Commitment Transfer Agreement,
dated as of April 26, 1996, among Chrysler Financial Corporation,
the several financial institutions parties thereto and Chemical
Bank, as Agent. Filed as Exhibit 10-I to the Quarterly Report of
Chrysler Financial Corporation Form 10-Q for the quarter ended June
30, 1996, and incorporated herein by reference.
10-J Copy of Amended and Restated Trust Agreement, dated as of April 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-2. Filed as Exhibit 4.1 to the
Quarterly Report of Premier Auto Trust 1993-2 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by reference.
10-K Copy of Indenture, dated as of April 1, 1993, between Premier Auto
Trust 1993-2 and Bankers Trust Company, as Indenture Trustee, with
respect to Premier Auto Trust 1993-2. Filed as Exhibit 4.2 of the
Quarterly Report of Premier Auto Trust 1993-2 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by reference.
E-4
EXHIBIT INDEX - continued
10-L Copy of Amended and Restated Trust Agreement, dated as of June 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-3. Filed as Exhibit 4.1 to the
Quarterly Report of Premier Auto Trust 1993-3 on Form 10-Q for the
quarter ended June 30, 1993, and incorporated herein by
reference.
10-M Copy of Indenture, dated as of June 1, 1993, between Premier Auto
Trust 1993-3 and Bankers Trust Company, as Indenture Trustee.
Filed as Exhibit 4.2 to the Quarterly Report of Premier Auto Trust
1993-3 on Form 10-Q for the quarter ended June 30, 1993, and
incorporated herein by reference.
10-N Copy of Series 1993-1 Supplement, dated as of February 1, 1993,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1993-1. Filed as Exhibit 3 to the Trust's Registration
Statement on Form 8-A dated March 15, 1993, and
incorporated herein by reference.
10-O Copy of Receivables Purchase Agreement, made as of April 7, 1993,
among Chrysler Credit Canada Ltd., Chrysler Financial Corporation
and Association Assets Acquisition Inc., with respect to CARS
1993-1. Filed as Exhibit 10-OOOO to the Quarterly Report on Form
10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by
reference.
10-P Copy of Pooling and Servicing Agreement, dated as of August 1,
1993, among Auto Receivables Corporation, Chrysler Credit Canada
Ltd., Montreal Trust Company of Canada and Chrysler Financial
Corporation, with respect to CARCO 1993-1. Filed as Exhibit 10-QQQQ
to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended September 30, 1993, and
incorporated herein by reference.
10-Q Copy of Standard Terms and Conditions of Agreement, dated as of
August 1, 1993, among Auto Receivables Corporation, Chrysler Credit
Canada Ltd. and Chrysler Financial Corporation, with respect to
CARCO 1993-1. Filed as Exhibit 10-RRRR to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein
by reference.
10-R Copy of Purchase Agreement, dated as of August 1, 1993, between
Chrysler Credit Canada Ltd. and Auto Receivables Corporation, with
respect to CARCO 1993-1. Filed as Exhibit 10-SSSS to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended September 30, 1993, and incorporated herein by
reference.
10-S Copy of Amended and Restated Loan Agreement, dated as of June 1,
1993, between Chrysler Realty Corporation and Chrysler Credit
Corporation. Filed as Exhibit 10-XXXX to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
10-T Copy of Origination and Servicing Agreement, dated as of June 4,
1993, among Chrysler Leaserve, Inc., General Electric Capital Auto
Lease, Inc., Chrysler Credit Corporation and Chrysler Financial
Corporation. Filed as Exhibit 10-ZZZZ to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1993, and incorporated herein by reference.
E-5
EXHIBIT INDEX - continued
10-U Copy of Amended and Restated Trust Agreement, dated as of September
1, 1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Trustee, with respect to
Premier Auto Trust 1993-5. Filed as Exhibit 4.1 to the Quarterly
Report of Premier Auto Trust 1993-5 on Form 10-Q for the quarter
ended September 30, 1993, and incorporated herein by reference.
10-V Copy of Indenture, dated as of September 1, 1993, between Premier
Auto Trust 1993-5 and Bankers Trust Company, as Indenture Trustee,
with respect to Premier Auto Trust 1993-5. Filed as Exhibit 4.2 to
the Quarterly Report of Premier Auto Trust 1993-5 on Form 10-Q for
the quarter ended September 30, 1993, and incorporated herein by
reference.
10-W Copy of Secured Loan Purchase Agreement, dated as of December 15,
1993, among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-PPPP to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1993, and incorporated herein by reference.
10-X Copy of Series 1993-2 Supplement, dated as of November 1, 1993,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1993-2. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated December 6, 1993,
and incorporated herein by reference.
10-Y Copy of Amended and Restated Trust Agreement, dated as of November
1, 1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-6. Filed as Exhibit 4-A to the
Annual Report on Form 10-K of Premier Auto Trust 1993-6 for the
year ended December 31, 1993, and incorporated herein by reference.
10-Z Copy of Indenture, dated as of November 1, 1993, between Premier
Auto Trust 1993-6 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1993-6. Filed as
Exhibit 4-B to the Annual Report on Form 10-K of Premier Auto Trust
1993-6 for the year ended December 31, 1993, and incorporated
herein by reference.
10-AA Copy of Secured Loan Purchase Agreement, dated as of March 29,
1994, among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-ZZZ to the Quarterly
Report of Chrysler Financial Corporation on Form 10-Q for the
quarter ended March 31, 1994, and incorporated herein by reference.
10-BB Copy of Amended and Restated Trust Agreement, dated as of February
1, 1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-1 for the
quarter ended March 31, 1994, and incorporated herein by reference.
10-CC Copy of Indenture, dated as of February 1, 1994, between Premier
Auto Trust 1994-1 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-1. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-1 for the quarter ended March 31, 1994, and incorporated
herein by reference.
E-6
EXHIBIT INDEX - continued
10-DD Copy of Secured Loan Purchase Agreement, dated as of July 6, 1994,
among Chrysler Credit Canada Ltd., Leaf Trust and Chrysler
Financial Corporation. Filed as Exhibit 10-BBBB to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended June 30, 1994, and incorporated herein by reference.
10-EE Copy of Amended and Restated Trust Agreement, dated as of May 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-2 for the
quarter ended June 30, 1994, and incorporated herein by
reference.
10-FF Copy of Indenture, dated as of May 1, 1994, between Premier Auto
Trust 1994-2 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-2. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-2 for the quarter ended June 30, 1994, and incorporated
herein by reference.
10-GG Copy of Amended and Restated Trust Agreement, dated as of June 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank, Delaware, with respect to Premier
Auto Trust 1994-3. Filed as Exhibit 4.1 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1994-3 for the quarter ended June
30, 1994, and incorporated herein by reference.
10-HH Copy of Indenture, dated as of June 1, 1994, between Premier Auto
Trust 1994-3 and The Fuji Bank and Trust Company, as Indenture
Trustee, with respect to Premier Auto Trust 1994-3. Filed as
Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-3 for the quarter ended June 30, 1994, and incorporated
herein by reference.
10-II Copy of Master Receivables Purchase Agreement among Chrysler Credit
Canada Ltd., CORE Trust and Chrysler Financial Corporation, dated
as of November 29, 1994. Filed as Exhibit 10-FFF to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1994, and incorporated herein by reference.
10-JJ Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 2,
1994, with respect to the sale of retail automotive receivables to
CORE Trust. Filed as Exhibit 10-GGG to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-KK Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 22,
1994, with respect to the sale of retail automotive receivables to
CORE Trust. Filed as Exhibit 10-HHH to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-LL Copy of Asset Purchase Agreement, dated as of December 14, 1994,
between Chrysler Capital Income Partners, L.P. and First Union
Commercial Corporation. Filed as Exhibit 10-III to the Annual
Report on Form 10-K of Chrysler Financial Corporation for the year
ended December 31, 1994, and incorporated herein by reference.
E-7
EXHIBIT INDEX - continued
10-MM Copy of Receivables Purchase Agreement, dated as of December 15,
1994, among Chrysler Financial Corporation, Premier Auto
Receivables Company and ABN AMRO Bank, N.V. as Agent, with respect
to the sale of retail automotive receivables to Windmill Funding
Corporation. Filed as Exhibit 10-JJJ to the Annual Report on Form
10-K of Chrysler Financial Corporation for the year ended December
31, 1994, and incorporated herein by reference.
10-NN Copy of Series 1992-2 Supplement to the Pooling and Servicing
Agreement, dated as of October 1, 1992, among U.S. Auto Receivables
Company, as Seller, Chrysler Credit Corporation, as Servicer, and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust, Series 1992-2. Filed as Exhibit 3
to Form 8-A of CARCO Auto Loan Master Trust on October 30, 1992,
and incorporated herein by reference.
10-OO Copy of Master Custodial and Servicing Agreement, dated as of
September 1, 1992 between Chrysler Credit Canada Ltd. and The Royal
Trust Company, as Custodian. Filed as Exhibit 10-TTTTT to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
10-PP Copy of Series 1995-1 Supplement, dated as of September 20, 1995,
among Chrysler Credit Canada Ltd., The Royal Trust Company, Pure
Trust, Auto Receivables Corporation and Chrysler Financial
Corporation, to the Master Custodial and Servicing Agreement, dated
as of September 1, 1992. Filed as Exhibit 10-NNN to the Quarterly
Report on Form 10-Q of Chrysler Financial Corporation for the
quarter ended September 30, 1995, and incorporated herein by
reference.
10-QQ Copy of Trust Indenture, dated as of September 1, 1992, among
Canadian Dealer Receivables Corporation and Montreal Trust Company
of Canada, as Trustee. Filed as Exhibit 10-UUUUU to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
10-RR Copy of Servicing Agreement, dated as of October 20, 1992, between
Chrysler Leaserve, Inc. (a subsidiary of General Electric Capital
Auto Lease, Inc.) and Chrysler Credit Corporation, with respect to
the sale of Gold Key Leases. Filed as Exhibit 10-YYYYY to the
Registration Statement on Form S-2 of Chrysler Financial
Corporation (Registration Statement No. 33-51302) on November 24,
1992, and incorporated herein by reference.
10-SS Copy of Amended and Restated Trust Agreement, dated as of August 1,
1993, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1993-4. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1993-4 for the
quarter ended September 30, 1993, and incorporated herein by
reference.
10-TT Copy of Indenture, dated as of August 1, 1993, between Premier Auto
Trust 1993-4 and Bankers Trust Company, as Indenture Trustee, with
respect to Premier Auto Trust 1993-4. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1993-4 for the
quarter ended September 30, 1993, and incorporated herein by
reference.
E-8
EXHIBIT INDEX - continued
10-UU Copy of Amended and Restated Trust Agreement, dated as of August 1,
1994, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1994-4. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1994-4 for the
quarter ended September 30, 1994, and incorporated herein by
reference.
10-VV Copy of Indenture, dated as of August 1, 1994, between Premier Auto
Trust 1994-4 and Bankers Trust Company, as Indenture Trustee. Filed
as Exhibit 4.2 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1994-4 for the quarter ended September 30, 1994, and
incorporated herein by reference.
10-WW Copy of Receivables Purchase Agreement, dated as of February 28,
1995, among Chrysler Financial Corporation, Premier Auto
Receivables Company and ABN AMRO Bank, N.V., with respect to the
sale of retail automotive receivables to Windmill Funding
Corporation. Filed as Exhibit 10-GGGG to the Quarterly Report on
Form 10-Q of Chrysler Financial Corporation for the quarter ended
March 31, 1995, and incorporated herein by reference.
10-XX Copy of Series 1994-1 Supplement, dated as of September 30, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1994-1. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated November 23, 1994,
and incorporated herein by reference.
10-YY Copy of Series 1994-2 Supplement, dated as of October 31, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust
1994-2. Filed as Exhibit 3 to the Registration Statement on Form
8-A of CARCO Auto Loan Master Trust dated December 22, 1994, and
incorporated herein by reference.
10-ZZ Copy of Series 1994-3 Supplement, dated as of November 30, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1994-3. Filed as Exhibit 4-W to the Annual Report on Form
10-K of CARCO Auto Loan Master Trust for the year ended December
31, 1994, and incorporated herein by reference.
10-AAA Copy of Series 1995-1 Supplement, dated as of December 31, 1994,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust,
Series 1995-1. Filed as Exhibit 3 to the Registration Statement on
Form 8-A of CARCO Auto Loan Master Trust dated January 19, 1995,
and incorporated herein by reference.
10-BBB Copy of Series 1995-2 Supplement, dated as of February 28, 1995,
among U.S. Auto Receivables Company, as Seller, Chrysler Credit
Corporation, as Servicer, and Manufacturers and Traders Trust
Company, as Trustee, with respect to CARCO Auto Loan Master Trust
1995-2. Filed as Exhibit 3 to CARCO Auto Loan Master Trust's
Registration Statement on Form 8-A dated March 27,
1995, and incorporated herein by reference.
E-9
EXHIBIT INDEX - continued
10-CCC Copy of Amended and Restated Trust Agreement, dated as of February
1, 1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q for the quarter ended March 31, 1995
of Premier Auto Trust 1995-1, and incorporated herein by reference.
10-DDD Copy of Indenture, dated as of February 1, 1995, between Premier
Auto Trust 1995-1 and The Bank of New York, as Indenture Trustee,
with respect to Premier Auto Trust 1995-1. Filed as Exhibit 4.2 to
the Quarterly Report on Form 10-Q for the quarter ended March 31,
1995 of Premier Auto Trust 1995-1, and incorporated herein by
reference.
10-EEE Copy of Sale and Servicing Agreement, dated as of February 1, 1995,
among Premier Auto Trust 1995-1, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-1. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
for the quarter ended March 31, 1995 of Premier Auto Trust 1995-1,
and incorporated herein by reference.
10-FFF Copy of Amended and Restated Trust Agreement, dated as of April 1,
1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q for the quarter ended June 30, 1995
of Premier Auto Trust 1995-2, and incorporated herein by reference.
10-GGG Copy of Indenture, dated as of April 1, 1995, between Premier Auto
Trust 1995-2 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1995-2. Filed as Exhibit 4.2 to the
Quarterly report on Form 10-Q for the quarter ended June 30, 1995
of Premier Auto Trust 1995-2, and incorporated herein by reference.
10-HHH Copy of Sale and Servicing Agreement, dated as of April 1, 1995,
among Premier Auto Trust 1995-2, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-2. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
for the quarter ended June 30, 1995 of Premier Auto Trust 1995-2,
and incorporated herein by reference.
10-III Copy of Series 1995-3 Supplement, dated as of April 30, 1995, among
U.S. Auto Receivables Company, Chrysler Credit Corporation and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust 1995-3. Filed as Exhibit 4-Z to the
Quarterly Report on Form 10-Q for the quarter ended June 30, 1995
of CARCO Auto Loan Master Trust, and
incorporated herein by reference.
10-JJJ Copy of Series 1995-4 Supplement, dated as of April 30, 1995, among
U.S. Auto Receivables Company, Chrysler Credit Corporation and
Manufacturers and Traders Trust Company, as Trustee, with respect
to CARCO Auto Loan Master Trust Series 1995-4. Filed as Exhibit
4-AA to the Quarterly Report on Form 10-Q for the quarter ended
June 30, 1995 of CARCO Auto Loan Master Trust, and
incorporated herein by reference.
10-KKK Copy of Series 1995-4A Supplement, dated as of April 30, 1995,
among U.S. Auto Receivables Company, Chrysler Credit Corporation
and Manufacturers and Traders Trust Company, as Trustee, with
respect to CARCO Auto Loan Master Trust Series 1995-4A. Filed as
Exhibit 4-BB to the Quarterly Report on Form 10-Q for the quarter
ended June 30, 1995 of CARCO Auto Loan Master Trust, and
incorporated herein by reference.
E-10
EXHIBIT INDEX - continued
10-LLL Copy of Master Receivables Purchase Agreement, made as of July 24,
1995, among Chrysler Credit Canada Ltd., The Royal Trust Company
and Chrysler Financial Corporation, with respect to Pure Trust
1995-1. Filed as Exhibit 10-RRRR to the Quarterly Report on Form
10-Q of Chrysler Financial Corporation for the quarter ended
September 30, 1995, and incorporated herein by reference.
10-MMM Copy of Terms Schedule, dated as of July 24, 1995, among Chrysler
Credit Canada Ltd., The Royal Trust Company and Chrysler Financial
Corporation, with respect to Pure Trust 1995-1. Filed as Exhibit
10-SSSS to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended September 30, 1995, and
incorporated herein by reference.
10-NNN Copy of Receivables Purchase Agreement, dated as of December 14,
1995, among Chrysler Financial Corporation, Premier Auto
Receivables Company, Chrysler Credit Corporation, and ABN AMRO Bank
N.V., as Agent, with respect to the sale of retail automotive
receivables to Windmill Funding Corporation, Series 1995-2. Filed
as Exhibit 10-KKKK to the Annual Report on Form 10-K of Chrysler
Financial Corporation for the year ended December 31, 1995, and
incorporated herein by reference.
10-OOO Copy of Certificate of Trust of Premier Auto Trust 1995-3. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1995-3 for the quarter ended September 30, 1995, and
incorporated herein by reference.
10-PPP Copy of Amended and Restated Trust Agreement, dated as of July 1,
1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1995-3. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1995-3 for the
quarter ended September 30, 1995, and incorporated
herein by reference.
10-QQQ Copy of Indenture, dated as of July 1, 1995, between Premier Auto
Trust 1995-3 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1995-3. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1995-3 for the
quarter ended September 30, 1995, and incorporated herein by
reference.
10-RRR Copy of Sale and Servicing Agreement, dated as of July 1, 1995,
among Premier Auto Trust 1995-3, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-3. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
of Premier Auto Trust 1995-3 for the quarter ended September 30,
1995, and incorporated herein by reference.
10-SSS Copy of Terms Schedule among Chrysler Credit Canada Ltd., CORE
Trust and Chrysler Financial Corporation, dated as of December 14,
1995, with respect to CORE Trust 1995-1. Filed as Exhibit 10-PPPP
to the Annual Report of Chrysler Financial Corporation for the year
ended December 31, 1995, and incorporated herein by reference.
10-TTT Copy of Agreement and Plan of Merger, dated as of December 31,
1995, between Chrysler Financial Corporation and Chrysler Credit
Corporation, providing for the merger of these two corporations on
December 31, 1995, with Chrysler Financial Corporation being the
surviving corporation. Filed as Exhibit 10-QQQQ to the Annual
Report of Chrysler Financial Corporation for the year ended
December 31, 1995, and incorporated by reference.
E-11
EXHIBIT INDEX - continued
10-UUU Copy of Amended and Restated Trust Agreement, dated as of November
1, 1995, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Receivables 1995-4. Filed as Exhibit 4.1 to
the Annual Report on Form 10-K of Premier Auto Trust 1995-4 for the
year ended December 31, 1995, and incorporated herein by reference.
10-VVV Copy of Certificate of Trust of Premier Auto Trust 1995-4. Filed as
Exhibit 3 to the Annual Report on Form 10-K of Premier Auto Trust
1995-4 for the year ended December 31, 1995, and incorporated
herein by reference.
10-WWW Copy of Indenture, dated as of November 1, 1995, between Premier
Auto Trust 1995-4 and The Bank of New York, as Indenture Trustee,
with respect to Premier Auto Trust 1995-4. Filed as Exhibit 4.2 to
the Annual Report on Form 10-K of Premier Auto Trust 1995-4 for the
year ended December 31, 1995, and incorporated herein by reference.
10-XXX Copy of Sale and Servicing Agreement, dated as of November 1, 1995,
among Premier Auto Trust 1995-4, Chrysler Credit Corporation and
Chrysler Financial Corporation, with respect to Premier Auto Trust
1995-4. Filed as Exhibit 4.3 to the Annual Report on Form 10-K of
Premier Auto Trust 1995-4 for the year ended December 31, 1995, and
incorporated herein by reference.
10-YYY Copy of Receivables Purchase Agreement, dated as of May 30, 1996,
among Premier Auto Receivables Company, Chrysler Financial
Corporation, and ABN AMRO Bank, N.V., as Agent, with respect to the
sale of retail automotive receivables to Windmill Funding
Corporation, Series 1996-1. Filed as Exhibit 10-OOOO to the
Quarterly Report on Form 10-Q of Chrysler Financial Corporation for
the quarter ended June 30, 1996, and incorporated herein by
reference.
10-ZZZ Copy of Certificate of Trust of Premier Auto Trust 1996-1. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-1 for the quarter ended March 31, 1996, and incorporated
herein by reference.
10-AAAA Copy of Amended and Restated Trust Agreement, dated as of March 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-1. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-1 for the
quarter ended March 31, 1996, and incorporated herein by reference.
10-BBBB Copy of Indenture, dated as of March 1, 1996, between Premier Auto
Trust 1996-1 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-1.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-1 for the quarter ended March 31, 1996, and
incorporated herein by reference.
10-CCCC Copy of Sale and Servicing Agreement, dated as of March 1, 1996,
between Premier Auto Trust 1996-1 and Chrysler Financial
Corporation (excluding Schedules A and C), for Premier Auto Trust
1996-1. Filed as Exhibit 4.3 to the Quarterly Report on Form 10-Q
of Premier Auto Trust 1996-1 for the quarter ended March 31, 1996,
and incorporated by reference.
E-12
EXHIBIT INDEX - continued
10-DDDD Copy of Receivables Sale Agreement, dated as of June 27, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Asset Securitization Cooperative Corporation and Canadian Imperial
Bank of Commerce, as Administrative Agent. Filed as Exhibit 10-TTTT
to the Quarterly Report on Form 10-Q of Chrysler Financial
Corporation for the quarter ended June 30,
1996, and incorporated herein by reference.
10-EEEE Copy of Asset Purchase Agreement, dated as of August 30, 1996,
between Chrysler First Business Credit Corporation and Berkeley
Federal Bank & Trust, F.S.B. Filed as Exhibit 10-IIII to the
Quarterly Report on Form 10-Q of Chrysler Financial Corporation for
the quarter ended September 30, 1996, and incorporated herein by
reference.
10-FFFF Copy of Asset Purchase Agreement, dated as of August 30, 1996,
between Chrysler First Business Credit Corporation and Blackrock
Capital Finance, L.P. Filed as Exhibit 10-JJJJ to the Quarterly
Report on Form 10-Q for the quarter ended September 30, 1996, and
incorporated herein by reference.
10-GGGG Copy of Certificate of Trust of Premier Auto Trust 1996-2. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-2 for the quarter ended June 30, 1996, and incorporated
herein by reference.
10-HHHH Copy of Amended and Restated Trust Agreement, dated as of May 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation, and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-2. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-2 for the
quarter ended June 30, 1996, and incorporated
herein by reference.
10-IIII Copy of Indenture, dated as of May 1, 1996, between Premier Auto
Trust 1996-2 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-2.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-2 for the quarter ended June 30, 1996, and
incorporated herein by reference.
10-JJJJ Copy of Sale and Servicing Agreement, dated as of May 1, 1996,
between Premier Auto Trust 1996-2 and Chrysler Financial
Corporation (excluding Schedules A and C), with respect to Premier
Auto Trust 1996-2. Filed as Exhibit 4.3 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1996-2 for the quarter ended June
30, 1996, and incorporated herein by reference.
10-KKKK Copy of Certificate of Trust of Premier Auto Trust 1996-3. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-3 for the quarter ended June 30, 1996, and incorporated
herein by reference.
10-LLLL Copy of Amended and Restated Trust Agreement, dated as of June 1,
1996, among Premier Auto Receivables Company, Chrysler Financial
Corporation, and Chemical Bank Delaware, as Owner Trustee, with
respect to Premier Auto Trust 1996-3. Filed as Exhibit 4.1 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-3 for the
quarter ended June 30, 1996, and incorporated herein by reference.
10-MMMM Copy of Indenture, dated as of June 1, 1996, between Premier Auto
Trust 1996-3 and The Bank of New York, as Indenture Trustee
(excluding Schedule A), with respect to Premier Auto Trust 1996-3.
Filed as Exhibit 4.2 to the Quarterly Report on Form 10-Q of
Premier Auto Trust 1996-3 for the quarter ended June 30, 1996, and
incorporated herein by reference.
E-13
EXHIBIT INDEX - continued
10-NNNN Copy of Sale and Servicing Agreement, dated as of June 1, 1996,
between Premier Auto Trust 1996-3 and Chrysler Financial
Corporation (excluding Schedules A and C), with respect to Premier
Auto Trust 1996-3. Filed as Exhibit 4.3 to the Quarterly Report on
Form 10-Q of Premier Auto Trust 1996-3 for the quarter ended June
30, 1996, and incorporated herein by reference.
10-OOOO Copy of Receivables Sale Agreement, dated as of November 25, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Asset Securitization Cooperative Corporation, and Canadian Imperial
Bank of Commerce, as Administrative Agent.
10-PPPP Copy of Certificate of Trust of Premier Auto Trust 1996-4. Filed as
Exhibit 3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-4 for the quarter ended September 30, 1996, and
incorporated herein by reference.
10-QQQQ Copy of Amended and Restated Trust Agreement, dated as of August 1,
1996, among Premier Receivables L.L.C., Chrysler Financial
Corporation, and Chase Manhattan Bank Delaware, as Owner Trustee,
with respect to Premier Auto Trust 1996-4. Filed as Exhibit 4.1 to
the Quarterly Report on Form 10-Q of Premier Auto Trust 1996-4 for
the quarter ended September 30, 1996, and incorporated herein by
reference.
10-RRRR Copy of Indenture, dated as of August 1, 1996, between Premier Auto
Trust 1996-4 and The Bank of New York, as Indenture Trustee, with
respect to Premier Auto Trust 1996-4. Filed as Exhibit 4.2 to the
Quarterly Report on Form 10-Q of Premier Auto Trust 1996-4 for the
quarter ended September 30, 1996, and incorporated herein by
reference.
10-SSSS Copy of Sale and Servicing Agreement, dated as of August 1, 1996,
between Premier Auto Trust 1996-4 and Chrysler Financial
Corporation, with respect to Premier Auto Trust 1996-4. Filed as
Exhibit 4.3 to the Quarterly Report on Form 10-Q of Premier Auto
Trust 1996-4 for the quarter ended September 30, 1996, and
incorporated herein by reference.
10-TTTT Copy of Receivables Sale Agreement, dated as of December 12, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Monte Rosa Capital Corporation, and Union Bank of Switzerland, New
York Branch, as Administrative Agent.
10-UUUU Copy of Receivables Sale Agreement, dated as of December 12, 1996,
among Premier Receivables L.L.C., Chrysler Financial Corporation,
Old Line Funding Corp., and Royal Bank of Canada, as Agent.
10-VVVV Copy of Receivables Sale Agreement, dated as of December 18, 1996,
among Chrysler Credit Canada Ltd., Chrysler Financial Corporation,
Canadian Master Trust, and Nesbitt Burns, Inc.
10-WWWW Copy of Loan Agreement, dated as of August 1, 1996, between
Chrysler Canada Ltd. and Chrysler Credit Canada Ltd., with respect
to Gold Key Leasing.
12-A Chrysler Financial Corporation and Subsidiaries Computations of
Ratios of Earnings to Fixed Charges.
12-B Chrysler Corporation Enterprise as a Whole Computations of Ratios
of Earnings to Fixed Charges and Preferred Stock Dividend
Requirements.
E-14
EXHIBIT INDEX - continued
23 Consent of Deloitte & Touche LLP.
24 Power of Attorney, to which the signatures of directors of Chrysler
Financial Corporation have been affixed to this Annual Report on
Form 10-K.
27 Financial Data Schedule
E-15