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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1997
Commission File Numbers 333-09343
333-26355
333-25301
333-1548
CONSUMER PORTFOLIO SERVICES, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA 33 045 9135
(State of Incorporation) (I.R.S. Employer ID No.)
2 Ada
Irvine, California 92618
(Address of principal executive offices, zip code)
(714) 753-6800
(Registrant's telephone number, including area code)
Securities Registered Pursuant to Section 12(b) of the Act :
None
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 Regulsation S-K is not contained herein, and will not be contained, to
the best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Parts I, II, III, and IV of this Form
10-K or any amendment to this Form 10-K. [X]
DOCUMENTS INCORPORATED BY REFERENCE
Specifically identified portions of Form 10-K for the 1997 fiscal year
filed by the registrant under Commission File no. 1-14116 are incorporated by
reference into Parts I, II, III, and IV of this report.
PART I
ITEM 3. LEGAL PROCEEDINGS
Incorporated by reference to the 1997 Form 10-K filed by the registrant
under Commission File no. 1- 14116.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Incorporated by reference to the 1997 Form 10-K filed by the registrant
under Commission File no. 1- 14116.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Incorporated by reference to the 1997 Form 10-K filed by the registrant
under Commission File no. 1- 14116.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Incorporated by reference to the 1997 Form 10-K filed by the registrant
under Commission File no. 1- 14116.
PART IV
ITEM 14. EXHIBITS, FINANCIAL SCHEDULES, AND REPORTS ON FORM 8-K
Incorporated by reference to the 1997 Form 10-K filed by the registrant
under Commission File no. 1- 14116. The following exhibits are filed as part of
this report :
Exhibit 24 Power of Attorney
Exhibit 99.4 Annual Holders' Tax Statement with respect to FASCO Auto Trust
1996-1, CPS Auto Grantor Trust 1996-2, CPS Auto Grantor 1996-3,
CPS Auto Grantor Trust 1997-1, CPS Auto Grantor Trust 1997-2, CPS
Auto Receivables Trust 1997-3, CPS Auto Receivables Trust 1997-4
and CPS Auto Receivables Trust 1997-5.
Exhibit 99.5 Annual Independent Accountants' Servicing Report with respect to
FASCO Auto Trust 1996-1, CPS Auto Grantor Trust 1996-2, CPS Auto
Grantor 1996-3, CPS Auto Grantor Trust 1997-1, CPS Auto Grantor
Trust 1997-2, CPS Auto Receivables Trust 1997-3, CPS Auto
Receivables Trust
1997-4 and CPS Auto Receivables Trust 1997-5.
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.
CONSUMER PORTFOLIO SERVICES, INC.,
as sponsor and manager of the Trust
(Registrant)
By:/s/ Jeffrey P. Fritz
Name: Jeffrey P. Fritz
Title: Senior Vice President
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.
Signatures
Title
*
- -----------------------------
Charles E. Bradley, Sr.
Director
/s/ Charles E. Bradley, Jr.
Charles E. Bradley, Jr.
President and Director
*
- -----------------------------
William B. Roberts
Director
*
- -----------------------------
John G. Poole
Director
*
- -----------------------------
Thomas L. Chrystie
Director
*
- -----------------------------
Robert A. Simms
Director
/s/ Jeffrey P. Fritz
Jeffrey P. Fritz
Chief Financial Officer and Secretary
*By:/s/ Jeffrey P. Fritz
Jeffrey P. Fritz
as attorney-in-fact
Exhibit 24
Power of Attorney
CONSUMER PORTFOLIO SERVICES, INC.
Power of Attorney
Each of the undersigned persons, in his or her capacity as an officer
or director, or both, of Consumer Portfolio Services, Inc. ("CPS"), hereby
appoints Jeffrey P. Fritz as his or her attorney-in-fact and agent for the
following purposes:
1. To sign for him or her, in his or her name and in his or
her capacity as an officer or director, or both, of CPS, any and all
filings, including but not limited to Forms 10-K and 8-K, pursuant to
the Securities Exchange Act of 1934, as amended (the "Act"), in
connection with securities issued pursuant to securitizations of
financial assets and other property, which includes automobile
receivables originated or acquired by CPS;
2. To file or cause to be filed such documents with the United
States Securities and Exchange Commission;
3. To take all such other action as any such attorney-in-fact,
or his or her substitute, may deem necessary or desirable in order to
effect compliance with applicable securities laws; and
4. To sign for him or her, in his or her name and in his or
her capacity as an officer or director, or both, of CPS, all such
documents and instruments as any such attorney-in-fact, or his or her
substitute, may deem necessary or advisable in connection with the
registration, qualification or exemption of the related securities
under the securities laws of any state or other jurisdiction.
This power of attorney shall be effective as of September 29,
1998 and shall continue in full force and effect until revoked by the
undersigned in a writing filed with the Secretary of CPS.
/s/ Charles E. Bradley, Sr.
----------------------------
Charles E. Bradley, Sr.
/s/ Charles E. Bradley, Jr.
----------------------------
Charles E. Bradley, Jr.
/s/ William B. Roberts
----------------------------
William B. Roberts
/s/ John G. Poole
----------------------------
John G. Poole
/s/ Thomas L. Chrystie
----------------------------
Thomas L. Chrystie
/s/ Robert A. Simms
----------------------------
Robert A. Simms
Consumer Portfolio Services, Inc.
Summary of Payments by Trusts for the Year Ended December 31, 1997
Base Principal Interest
Servicing Payments Payments
---------------------------------------------------------
FASCO 1996-1 $1,296,618.04 $29,167,719.45 $6,021,509.43
CPS 1996-2 1,506,858.93 27,687,870.79 7,025,445.36
CPS 1996-3 1,659,754.12 23,553,714.36 7,356,241.33
CPS 1997-1 1,582,165.43 18,981,215.14 7,209,803.67
CPS 1997-2 1,329,264.45 13,534,371.16 6,100,603.20
CPS 1997-3 1,155,341.99 16,165,554.76 3,790,432.74
CPS 1997-4 518,852.69 5,910,602.92 1,649,606.26
CPS 1997-5 159,283.38 1,656,488.18 516,805.86
---------------------------------------------------------
9,208,139.03 136,657,536.76 39,670,447.85
Peat Marwick LLP
Center Tower
650 Town Center Drive
Costa Mesa, CA 92626
Independent Accountants' Report
The Board of Directors
Consumer Portfolio Services, Inc.:
We have examined management's assertion about Consumer Portfolio Services,
Inc.'s (the Company) compliance with the minimum servicing standards identified
in the relevant sections of the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers (USAP) as of and for the
year ended December 31, 1997 included in the accompanying management assertion.
Management is responsible for the Company's compliance with those minimum
servicing standards. Our responsibility is to express an opinion on management's
assertion about the Company's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with the
relevant minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Company's compliance with the minimum servicing
standards.
In our opinion, management's assertion that the Company complied with the
aforementioned minimum servicing standards, as they relate to the servicing of
automobile installment contracts, as of and for the year ended December 31, 1997
is fairly stated, in all material respects.
February 18, 1998
2 Ada
Irvine, California 92618-2349
Telephone 714-752-6800
Facsimile 714-753-6806
MANAGEMENT'S ASSERTION
As of and for the year ended December 31, 1997, Consumer Portfolio Services,
Inc. has complied in all material respects with the minimum servicing standards
set forth in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage Bankers, as they relate to the servicing of
automobile installment contracts. As of and for this same period, Consumer
Portfolio Services, Inc. had in effect a fidelity bond in the amount of
$2,000,000.
/s/ Charles E. Bradley, Jr. February 18, 1998
- --------------------------- -------------------------------
Charles E. Bradley, Jr. Date
President
Chief Executive Officer
/s/ Jeffrey P. Fritz February 18, 1998
- -------------------- --------------------------------
Jeffrey P. Fritz Date
Chief Financial Officer
/s/ James L. Stock February 18, 1998
- ------------------ --------------------------------
James L. Stock Date
Vice President and Controller