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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 year ended December 31, 1998.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE AT OF 1934.
For the transition period from ______________ to ___________________.
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 1998-B, ISSUER
AMERICREDIT FINANCIAL SERVICES, INC., AS SPONSOR OF THE TRUST
AFS FUNDING CORP., AS SELLER
(exact name of Registrants as specified in their charters)
200 Bailey Avenue
Fort Worth, Texas 76107
(817) 332-7000
(Address and Telephone Number of Principal Executive Office)
Securities Registered Pursuant to Section 12(b) of the Securities Exchange Act
of 1934: None.
Securities Registered Pursuant to Section 12(g) of the Securities Exchange Act
of 1934: None
Indicate by check mark whether the Registrants (1) have 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) have 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 the Registrants' 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]
The aggregate market value of the voting stock held by non-affiliates of
the Registrants. None.
As of March 22, 1999, there were 1,000 shares of AmeriCredit Financial
Services, Inc. Common Stock outstanding and 1,000 shares of AFS Funding Corp.
common stock outstanding.
The Registrants meet the conditions set forth in General Instruction
(I)(1)(a) and (b) of Form 10-K and is therefore filing this Form 10-K with the
reduced disclosure format permitted thereunder.
PART I
ITEM 1. BUSINESS
AFS Funding Corp. is a wholly-owned bankruptcy-remote subsidiary of
AmeriCredit Financial Services, Inc.; AmeriCredit Automobile Receivables
Trust 1998-B is a bankruptcy-remote Delaware Business Trust. The Trust was
formed solely for the purpose of acquiring from AFS Funding Corp. certain
motor vehicle retail installment sales contracts (the "Contracts") and
interests in the automobiles underlying the contracts, and securitizing the
contracts through the issuance of debt securities (the "Notes"). As
bankruptcy-remote entities, AFS Funding Corp. and the Trust are restricted
so that (a) they do not engage in business with, or incur liabilities to,
any other entity (other than the Trustee on behalf of the holders of the
Notes) which may bring bankruptcy proceedings against AFS Funding Corp. or
the Trust and (b) the risk that they will be consolidated into the
bankruptcy proceedings of any other entity is diminished. AFS Funding
Corp. and the Trust have no other assets other than the Contracts and an
interest in the automobiles underlying the Contracts, and proceeds thereof.
ITEM 2. PROPERTIES
None.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The sole holder of AmeriCredit Financial Services, Inc.'s equity shares is
AmeriCredit Corp. and the sole holder of AFS Funding Corp.'s equity shares
is AmeriCredit Financial Services, Inc. There is currently no market for
the equity shares of AmeriCredit Financial Services, Inc. or AFS Funding
Corp. nor is it anticipated that such a market will develop.
ITEM 6. SELECTED FINANCIAL DATA
Not Applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Not Applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA
Not Applicable.
ITEM 9. CHANGE IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND OFFICERS OF THE REGISTRANT
Not Applicable
ITEM 11. EXECUTIVE COMPENSATION
Not Applicable.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Not Applicable.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Not Applicable.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
The exhibits filed in response to Item 601 of Regulation S-K are listed in
the Index to Exhibits
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, AFS Funding Corp. has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
AFS FUNDING CORP.
By: /s/ Preston Miller
-------------------------------------------------
Name: Preston Miller
Title: Executive Vice President and Treasurer
Dated: March 30, 1999
5
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
and Exchange Act of 1934, AmeriCredit Financial Services, Inc. has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
AMERICREDIT FINANCIAL SERVICES, INC.
By: /s/ Preston Miller
-------------------------------------------------
Name: Preston Miller
Title: Executive Vice President and Treasurer
Dated: March 30, 1999
6
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
and Exchange Act of 1934, AmeriCredit Automobile Receivables Trust 1998-B has
duly caused this report to be signed on its behalf by the unersigned, thereunto
duly authorized.
AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 1998-B
By: AMERICREDIT FINANCIAL SERVICES, INC.,
as sponsor and as servicer
By: /s/ Preston Miller
-------------------------------------------------
Name: Preston Miller
Title: Executive Vice President and Treasurer
Dated: March 30, 1999
EXHIBIT INDEX
99.1 Servicer's Report for monthly period ended June 30, 1998, incorporated
by reference to the Form 8-K, filed with the SEC on July 15, 1998.
99.2 Servicer's Report for monthly period ended July 31, 1998, incorporated
by reference to the Form 8-K, filed with the SEC on August 7, 1998.
99.3 Servicer's Report for monthly period ended August 31, 1998,
incorporated by reference to the Form 8-K, filed with the SEC on
September 15, 1998.
99.4 Servicer's Report for monthly period ended September 30, 1998,
incorporated by reference to the Form 8-K, filed with the SEC on
October 15, 1998.
99.5 Servicer's Report for monthly period ended October 31, 1998,
incorporated by reference to the Form 8-K, filed with the SEC on
November 12, 1998.
99.6 Servicer's Report for monthly period ended November 30, 1998,
incorporated by reference to the Form 8-K, filed with the SEC on
December 16, 1998.
99.7 Servicer's Report for monthly period ended December 31, 1998,
incorporated by reference to the Form 8-K, filed with the SEC on
January 14, 1999.
99.8 Servicer's Report for monthly period ended January 31, 1999,
incorporated by reference to the Form 8-K, filed with the SEC on
February 12, 1999.
99.9 Servicer's Report for monthly period ended February 28, 1999,
incorporated by reference to the Form 8-K, filed with the SEC on March
15, 1999.