ITEM 1. BUSINESS
For a discussion of the business of the Issuer see (i) the Prospectus dated November 19, 1996 filed as Exhibit 19.1 to this Report and incorporated herein by reference and (ii) the Distribution Date Statements filed as Exhibits 19.2 and 19.3 to this Report and incorporated herein by reference.
ITEM 2.
ITEM 2. PROPERTIES
For a discussion of the properies of the Issuer see (i) the Prospectus dated November 19, 1996 filed as Exhibit 19.1 to this Report and incorporated herein by reference and (ii) the Distribution Date Statements filed as Exhibits 19.2 and 19.3 to this Report and incorporated herein by reference.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
Nothing to report.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Nothing to report.
PART II.
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCKHOLDER MATTERS
There were 8 holders of Class A-1 5.45125% Asset Backed Senior Notes ("Class A-1 Notes") and 38 holders of 5.80% Asset Backed Senior Notes ("Class A-2 Notes") as of March 4, 1997. There is no established public trading market for the Notes.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Nothing to report.
PART III.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT (3) Amount and nature of (2) Name and Address beneficial (1) Title of of beneficial ownership (4) Percent of Class owner* (in thousands) of Class - ----------------------------------------------------------------------
5.45125% Asset Bank of New York $ 20,000 13.3% Backed Senior 925 Patterson Plank Rd. Notes, Secaucus, NJ 07094 Class A-1
5.45125% Asset Boston Safe Deposit & $ 10,000 6.7% Backed Senior & Trust Co. Notes, c/o Mellon Bank N.A. Class A-1 Three Mellon Bank Center Room 153-3015 Pittsburgh, PA 15259
5.45125% Asset Northern Trust Company $ 9,000 6.0% Backed Senior 801 S. Canal C-In Notes, Chicago, IL 60607 Class A-1
5.45125% Asset Chase Mangattan Bank $ 28,000 16.7% Backed Senior Two Chase Manhattan Plaza Notes, 5th Floor Class A-1 New York, NY 10081
5.45125% Asset Investors Fiduciary Trust $ 15,000 10.0% Backed Senior Company/SSB Notes, Global Proxy Unit, A5NW Class A-1 P. O. Box 1631 Boston, MA 02105-1631
5.45125% Asset SSB-Custodian $ 60,000 40.0% Backed Senior Global Proxy Unit Notes, P. O. Box 1631 Class A-1 Boston, MA 02105-1631
5.80% Asset Bank of New York $ 74,880 11.3% Backed Senior 925 Patterson Plank Rd Notes, Secaucus, NJ 07094 Class A-2
5.80% Asset Boston Safe Deposit & $ 51,790 7.8% Backed Senior & Trust Company Notes, c/o Mellon Bank NA Class A-2 Three Mellon Center Room 153-3015 Pittsburgh, PA 15259
5.80% Asset Bankers Trust Company $108,885 16.5% Backed Senior c/o BT Services Tennessee, Inc. Notes, Custody Services Class A-2 648 Grassmere Park Road Nashville, TN 37211
5.80% Asset Chase Manhattan Bank $ 36,830 5.6% Backed Senior Two Chase Manhattan Plaza Notes, 5th Floor Class A-2 New York, NY 10081
5.80% Asset Northern Trust Company $ 74,460 11.3% Backed Senior 801 S. Canal C-In Notes, Chicago, IL 60607 Class A-2
5.80% Asset SSB-Custodian $163,410 24.7% Backed Senior Global Proxy Unit, A5NW Notes, P. O. Box 1631 Class A-2 Boston, MA 02105-1631
*As of March 4, 1997
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Nothing to report.
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a)3. Exhibits
Designation Description Method of Filing - ----------- ----------- ----------------
Exhibit 3.1 Restated Certificate of Filed as Exhibit 3.1 to Ford Incorporation of Ford Credit's Registration Motor Credit Company Statement on ("Ford Credit"). Form S-1 (No. 33-25082) and incorporated herein by reference.
Exhibit 3.2 By-Laws of Ford Credit. Filed as Exhibit 3.2 to Ford Credit's Registration Statement on Form S-1 (No. 33-25082) and incorporated herein by reference.
Exhibit 3.3 Certificate of Incorporation Filed as Exhibit 3.4 to Ford of Ford Credit Leasing Credit and Ford Credit Company, Inc. ("Ford Leasing's Registration Credit Leasing"). Statement on Form S-1/S-3 (No. 33-57827) and incorporated herein by reference.
Exhibit 3.4 By-Laws of Ford Credit Filed as Exhibit 3.5 to Ford Leasing. Credit and Ford Credit Leasing's Registration Statement on Form S-1/S-3 (No. 33-57827) and incorporated herein by reference.
Exhibit 4.1 Trust Agreement of Ford Filed as Exhibit 4.1 to Ford Credit Auto Lease Trust Credit Auto Lease Trust 1996-1 1996-1 (the "Issuer") Current Report on Form 8-K dated as of November 26, dated November 26, 1996 and 1996, between RCL Trust incorporated herein by and PNC Bank Delaware reference. (the "Lease Trustee").
Exhibit 4.2 Trust Indenture dated as Filed as Exhibit 4.2 to Ford of November 26, 1997, Credit Auto Lease Trust 1996-1 between the Issuer and The Current Report on Form 8-K Chase Manhattan Bank dated November 26, 1996 and (the "Indenture Trustee"). incorporated herein by reference.
Exhibit 4.3 Series 1996-1 Supplement Filed as Exhibit 4.5 to Ford dated as of November 26, Credit Auto Lease Trust 1996-1 1996, to Administrative Current Report on Form 8-K Agency Agreement dated November 26, 1996 and among Comerica Bank, incorporated herein by Ford Credit and reference. Ford Credit Leasing.
Exhibit 4.4 Amended and Restated Trust Filed as Exhibit 4.6 to Ford Agreement of RCL Trust dated Credit Auto Lease Trust 1996-1 as of November 19, 1996, Current Report on Form 8-K among Ford Motor Credit dated November 26, 1996 and Company Ford Credit Leasing incorporated herein by Company, Inc. and First reference. Union Bank of Delaware, as RCL Trustee.
Exhibit 4.5 Asset Contribution Agree- Filed as Exhibit 4.7 to Ford ment dated as of November Credit Auto Lease Trust 1996-1 26, 1996 among Ford Motor Current Report on Form 8-K Credit Company, Ford Credit dated November 26, 1996 and Leasing Company, Inc. and incorporated herein by RCL Trust. reference.
Exhibit 4.6 Transfer Agreement dated Filed as Exhibit 4.8 to Ford as of November 26 1996, Credit Auto Lease Trust 1996-1 between RCL Trust and the Current Report on Form 8-K Issuer. dated November 26, 1996 and incorporated herein by reference.
Exhibit 4.7 Program Operating Lease Filed as Exhibit 4.9 to Ford dated as of November 26, Credit Auto Lease Trust 1996-1 1996 between RCL Trust and Current Report on Form 8-K the Issuer. dated November 26, 1996 and incorporated herein by reference.
Exhibit 4.8 Lease Trust Paying Agent Filed as Exhibit 4.10 to Ford Agreement dated as of Credit Auto Lease Trust 1996-1 November 26, 1996 between Current Report on Form 8-K the Issuer and The Chase dated November 26, 1996 and Manhattan Bank, as Lease incorporated herein by Trust Paying Agent. reference.
Exhibit 19.1 Prospectus dated November Filed with the Commission 19, 1996 relating to the pursuant to Rule 424(b)(1) issuance of the Class A-1 on November 21, 1996 and and Class A-2 Notes. incorporated herein by reference.
Exhibit 19.2 Distribution Date Statement Filed as Exhibit 19 to for Collection Period Ford Credit Auto Lease Trust ended November 30, 1996. 1996-1 Current Report on Form 8-K dated December 20, 1996 and incorporated herein by reference.
Exhibit 19.3 Distribution Date Statement Filed as Exhibit 19 to for Collection Period Ford Credit Auto Lease Trust ended December 31, 1996. 1996-1 Current Report on Form 8-K dated January 17, 1997 and incorporated herein by reference.
Exhibit 99.1 Selected Information Filed with this report. Relating to the Receivables.
(b) REPORTS ON FORM 8-K
Ford Credit Auto Lease Trust 1996-1 filed the following Reports on Form 8-K.
Date of Report Item - -------------- ---- November 26, 1996 Item 5 - Other Events December 20, 1996 Item 5 - Other Events January 17, 1997 Item 5 - Other Events
SIGNATURES
Pursuant to the requirements of Section 13 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 25, 1997 FORD CREDIT AUTO LEASE TRUST 1996-1 (RCL TRUST 1996-1 - ORIGINATOR)
By: FORD MOTOR CREDIT COMPANY Depositor and Beneficiary of the Registrant
By:/s/H. D. Smith ------------------- H. D. Smith Secretary of Ford Motor Credit Company
By: FORD CREDIT LEASING COMPANY, INC. Depositor and Beneficiary of the Registrant
By:/s/R. P. Conrad -------------------- R. P. Conrad Assistant Secretary of Ford Credit Leasing Company, Inc.
EXHIBIT INDEX
Exhibit Number Description of Exhibit Method of Filing - ----------- ---------------------- ---------------- Exhibit 3.1 Restated Certificate of * Incorporation of Ford Motor Credit Company ("Ford Credit").
Exhibit 3.2 By-Laws of Ford Credit. *
Exhibit 3.3 Certificate of Incorporation * of Ford Credit Leasing Company, Inc. ("Ford Credit Leasing")
Exhibit 3.5 By-Laws of Ford Credit * Leasing.
Exhibit 4.1 Trust Agreement of Ford * Credit Auto Lease Trust 1996-1 (the "Issuer") dated as of November 26, 1996, between RCL Trust and PNC Bank Delaware (the "Lease Trustee").
Exhibit 4.2 Trust Indenture dated as * of November 26, 1997, between the Issuer and The Chase Manhattan Bank (the "Indenture Trustee").
Exhibit 4.3 Series 1996-1 Supplement * dated as of November 26, 1996, to Administrative Agency Agreement among Comerica Bank, Ford Credit and Ford Credit Leasing.
Exhibit 4.4 Amended and Restated Trust * Agreement of RCL Trust dated as of November 19, 1996, among Ford Motor Credit Company Ford Credit Leasing Company, Inc. and First Union Bank of Delaware, as RCL Trustee.
Exhibit 4.5 Asset Contribution Agree- * ment dated as of November 26, 1996 among Ford Motor Credit Company, Ford Credit Leasing Company, Inc. and RCL Trust.
Exhibit 4.6 Transfer Agreement dated * as of November 26 1996, between RCL Trust and the Issuer.
Exhibit 4.7 Program Operating Lease * dated as of November 26, 1996 between RCL Trust and the Issuer.
Exhibit 4.8 Lease Trust Paying Agent * Agreement dated as of November 26, 1996 between the Issuer and The Chase Manhattan Bank, as Lease Trust Paying Agent.
Exhibit 19.1 Prospectus dated November * 19, 1996 relating to the issuance of the Class A-1 and Class A-2 Notes.
Exhibit 19.2 Distribution Date Statement * for Collection Period ended November 30, 1996.
Exhibit 19.3 Distribution Date Statement * for Collection Period ended December 31, 1996.
Exhibit 99.1 Selected Information Filed with this report. Relating to the Receivables.
- ---------------- *Previously Filed