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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number: 333-3457
Banc One Auto Grantor Trust 1996-B
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(Issuer with respect to the Certificates)
Banc One ABS Corporation
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(Exact name of registrant as specified in its charter)
Ohio 31-1467431
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
c/o Bank One, Arizona, N.A., as Servicer, 201 North Central Avenue,
Attn: Tom Lewis, Phoenix, Arizona 85004
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(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (602) 221-3704
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Securities Registered pursuant to Section 12(b) of the Act: None
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Securities Registered pursuant to Section 12(g) of the Act: None
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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
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The Issuer has no officer, director or beneficial owner of more than 10%
of equity securities to whom Section 16(a) of the Act applies and consequently
Item 405 of Regulation S-K does not apply.
The Issuer does not have any voting stock, has not been involved in
bankruptcy proceedings during the past five years and is not a corporate
registrant.
No documents are incorporated by reference into this Form 10-K.
Exhibit Index on Page 9
Page 2 of 26 pages.
Page 2
This Annual Report on Form 10-K is filed in accordance with a no-action letter
dated August 16, 1995 issued by the Office of Chief Counsel, Division of
Corporation Finance of the Securities and Exchange Commission, to Bank
One,Texas, N.A., as originator and servicer of Banc One Auto Trust 1995-A.
Consistent with such no-action letter, certain items have been omitted from or
modified in this Annual Report on Form 10-K.
PART I
Item 1. Business
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Omitted.
Item 2. Properties
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The property of Banc One Auto Grantor Trust 1996-B (the "Trust")
consists of certain motor vehicle retail installment sale
contracts secured by new or used automobiles, vans or light duty
trucks. Information regarding the property of the Trust and the
activities of Bank One, Arizona, N.A., as Servicer (the
"Servicer"), during the year ended December 31, 1997 is contained
in (i) the Annual Servicer's Certificate filed as Exhibit 99.1
hereto and (ii) the Annual Statement prepared by the Servicer and
filed as Exhibit 99.2 hereto.
Item 3. Legal Proceedings
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Nothing to report
Item 4. Submission of Matters to a Vote of Security Holders
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No matters were submitted to a vote of security holders during
1997.
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder
Matters
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Investor Certificates are held and delivered in book-entry form
through the facilities of the Depository Trust Company ("DTC"), a
clearing agency registered pursuant to the provisions of Section
17A of the Securities Exchange Act of 1934, as amended. The
Certificates are held by Cede & Co, the nominee of DTC.
Page 3
The records of DTC indicate that, at December 31, 1997, there
were: (i) thirty (30) DTC Participants holding a position in the
6.55% Class A Asset Backed Certificates, Series 1996-B; and (ii)
one (1) DTC Participant holding a position in the 6.70% Class B
Asset Backed Certificates, Series 1996-B. There is no established
public market in which the Certificates are traded.
Item 6. Selected Financial Data
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Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
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Omitted.
Item 8. Financial Statements and Supplementary Data
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Omitted.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
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None.
PART III
Item 10. Directors and Executive Officers of the Registrant
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Omitted.
Item 11. Executive Compensation
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Omitted.
Page 4
Item 12. Security Ownership of Certain Beneficial Owners and Management
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At December 31, 1997, the Certificates were registered in the
name of Cede & Co., as nominee of DTC. The records of DTC
indicate that, at December 31, 1997, there were eight (8) DTC
Participants holding positions in excess of five (5) percent of
any class of outstanding Certificates. Such persons are described
in the table below:
Amount and Nature of
Name and Address of Beneficial Ownership Percent
Title of Beneficial Owners $(000's) of Class
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6.55% Class A Bank of New York (The) $35,530 12.11%
Asset Backed 925 Patterson Plank Road
Certificates Secaucus, NJ 07094
Series 1996-B
Bankers Trust Company $14,770 5.03%
c/o BT Services Tennessee Inc.
648 Grassmere Park Road.
Nashville, TN 37211
Boston Safe Deposit and Trust Company $19,380 6.60%
c/o Mellon Bank N.A.
Three Mellon Bank Center
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank $105,605 35.99%
4 New York Plaza
Proxy Department, 13th Floor
New York, NY 10004
SSB - Bank Portfolio $41,270 14.06%
225 Franklin Street
Boston, MA 02110
Page 5
Amount and Nature of
Name and Address of Beneficial Ownership Percent
Title of Beneficial Owners $(000's) of Class
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SSB - Custodian $20,045 6.83%
Global Corp. Action Dept.
JAB5W
P.O. Box 1631
Boston, MA 02105-1631
UBS Securities Inc./Union Bank $20,670 7.04%
of Switzerland, New York Branch
299 Park Avenue
New York, NY 10171-0026
6.70% Class B Chase Manhattan Bank $12,228 100.00%
Asset Backed 4 New York Plaza
Certificates Proxy Department, 13th Floor
Series 1996-B New York, NY 10004
Item 13. Certain Relationships and Related Transactions
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None.
Page 6
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
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(b) Reports on Form 8-K
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(i) Reports on Form 8-K pursuant to Item 5 thereof,
containing the monthly statements and other information
reflecting the Trust's activities:
Dated: For the monthly periods ended:
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February 17, 1997 January 31, 1997
March 17, 1997 February 28, 1997
April 15, 1997 March 31, 1997
May 15, 1997 April 30, 1997
June 16, 1997 May 31, 1997
July 15, 1997 June 30, 1997
August 15, 1997 July 31, 1997
September 15, 1997 August 31, 1997
October 15, 1997 September 30, 1997
November 17, 1997 October 31, 1997
December 15, 1997 November 30, 1997
January 15, 1998 December 31, 1997
(c) Exhibits. The following documents are filed as part of this
Annual Report on Form 10-K.
99.1 Annual Servicer's Certificate
99.2 Annual Statement
99.3 Independent Accountants' Report of Coopers
& Lybrand L.L.P. on Management's Assertions
Page 7
SIGNATURE
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.
Date: March 24, 1998
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Banc One Auto Grantor Trust 1996-B
By: Bank One, Arizona, N.A., as Servicer,
on behalf of the Trust
By: /s/ Tom Lewis
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Name: Tom Lewis
Title: Vice President
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.
No annual report, proxy statement, form of proxy or other proxy soliciting
material has been sent to Certificateholders during the period covered by this
Annual Report on Form 10-K and the Registrant does not intend to furnish such
materials to Certificateholders subsequent to the filing of this report.
Page 8
INDEX OF EXHIBITS
Exhibit Description Page
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99.1 Annual Servicer's Certificate 10 - 23
99.2 Annual Statement 24
99.3 Independent Accountants' Report of 25 - 26
Coopers & Lybrand L.L.P. on Management's
Assertions
Page 9