ITEM 1. BUSINESS
Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
ITEM 2.
ITEM 2. PROPERTIES
Reference is made to the Annual Compliance Certificate attached hereto as Exhibit 20.
Reference is made to the Annual Compliance Certificate attached hereto as Exhibit 13.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
None.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
There is no established trading market for Registrant's securities subject to this filing.
Number of holders of the NOTES as of March 10, 1999: 26
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
ITEM 7A.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Not Applicable.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Reference is made to the Annual Compliance certificate attached as Exhibit 20.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
None.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following information is furnished as of March 10, 1998 as to each Certificateholder of record of more than 5% of the Certificates:
Amount of Name and Address of Security of Title of Class Beneficial Owner Beneficial Owner % of Class
Class Notes Trust Boston Safe Deposit and 7,000,000 7.0 1997-I Auction Rate, Trust Company Asset Backed Notes, c/o Mellon Bank N.A. Series 1998-I, Three Mellon Bank Center, Class A-7 Room 153-3015 Pittsburgh, PA 15259
Citibank, N.A. 8,800,000 8.8 P.O. Box 30576 Tampa, Fl 33630-3576
Salomon Smith Barney Inc. 68,900,000 68.9 333 W. 34th Street New York, NY 10001
Suntrust Bank, Atlanta 15,000,000 15.0 303 Peachtree St., 14th Floor MC#3141 Atlanta, GA 30308
Amount of Name and Address of Security of Title of Class Beneficial Owner Beneficial Owner % of Class
Class Notes Trust The Bank of New York 25,600,000 25.6 1997-I Auction Rate, 925 Patterson Plank Rd. Asset Backed Notes, Secaucus, NJ 07094 Series 1998-I, Class A-8 Boston Safe Deposit and 8,000,000 8.0 Trust Company c/o Mellon Bank N.A. Three Mellon Bank Center, Room 153-3015 Pittsburgh, PA 15259
Salomon Smith Barney Inc. 47,650,000 47.7 333 W. 34th Street New York, NY 10001
Wilmington Trust Company 10,000,000 10.0 Rodney Square North 1100 North Market Street Wilmington, DE 19890-0001
Amount of Name and Address of Security of Title of Class Beneficial Owner Beneficial Owner % of Class
Class Notes Trust 1997-I The Bank of New York 24,900,000 24.9 Auction Rate, 925 Patterson Plank Rd. Asset Backed Notes, Secaucus, NJ 07094 Series 1998-I, Class A-9 Bankers Trust Company 5,000,000 5.0 c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211
Boston Safe Deposit and 10,000,000 10.0 Trust Company c/o Mellon Bank N.A. Three Mellon Bank Center, Room 153-3015 Pittsburgh, PA 15259
Citibank, N.A. 5,500,000 5.5 P.O. Box 30576 Tampa, Fl 33630-3576
Salomon Smith Barney Inc. 42,950,000 42.95 333 W. 34th Street New York, NY 10001
Suntrust Bank, Atlanta 8,000,000 8.0 303 Peachtree St., 14th Floor MC#3141 Atlanta, GA 30308
Amount of Name and Address of Security of Title of Class Beneficial Owner Beneficial Owner % of Class
Class Notes Trust The Bank of New York 28,900,000 28.9 1997-I Auction Rate, 925 Patterson Plank Rd. Asset Backed Notes, Secaucus, NJ 07094 Series 1998-I, Class A-10 Boston Safe Deposit and 5,000,000 5.0 Trust Company c/o Mellon Bank N.A. Three Mellon Bank Center, Room 153-3015 Pittsburgh, PA 15259
Salomon Smith Barney Inc. 44,600,000 44.6 333 W. 34th Street New York, NY 10001
State Street Bank and 10,000,000 10.0 Trust Company Global Corp. Action Dept. JAB5W P.O. Box 1631 Boston, MA 02105-1631
Suntrust Bank, Atlanta 8,500,000 8.5 303 Peachtree St., 14th Floor MC#3141 Atlanta, GA 30308
Wilmington Trust Company 10,000,000 10.0 Rodney Square North 1100 North Market Street Wilmington, DE 19890-0001
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(a) None
(b)-(d) Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a)
1. Ambac Assurance Corporation and subsidiaries audited consolidated financial statements as of December 31, 1998 and 1997 and for each of the years in the three year period ended December 31, 1998 included in the Current Report on Form 8-K of Ambac Financial Group, Inc. which was filed with the Securities and Exchange Commission on March 24, 1999 are hereby incorporated by reference.
2. Not applicable
3. Exhibits
13. Annual Statement
20. Annual Compliance Certificate
23. Independent Auditors' Consent
(b)-(d) Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporation Finance" dated February 12, 1996.
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 as Representative on behalf of the trust on the 31st day of March, 1999.
THE MONEY STORE INC. TRANS-WORLD INSURANCE COMPANY d/b/a EDUCAID CLASSNOTES, INC.
By: /s/ JAMES RANSOM Name: James Ransom Title: Chief Accounting Officer
EXHIBIT INDEX
DESCRIPTION PAGE NUMBER
ANNUAL STATEMENT 9
ANNUAL COMPLIANCE CERTIFICATE 46
INDEPENDENT AUDITORS' CONSENT 47