**UNITED STATES**

** **

**SECURITIES AND EXCHANGECOMMISSION**

 

**Washington, D.C. 20549**

 

**FORM 10-K**

 

**ý****                                ****ANNUAL REPORT PURSUANT TO SECTION13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.**

 

**For thefiscal year ended December 31, 2005.**

** **

# **OR**

 

**o****                                ****TRANSITION REPORT PURSUANT TOSECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934.**

 

**For thetransition period from                                    to                                          **

 

# Commissionfile number:**333-121120-02**

 

#### **AMERICREDITAUTOMOBILE RECEIVABLES TRUST 2005-1**

(Exact name of Registrant as specified in its charter)

 

| **Delaware**                                              |       | **34-2040363**      |
|-----------------------------------------------------------|------------|---------------------|
| (State or other  jurisdiction of                          |       | (I.R.S. employer    |
| incorporation or organization)                            |       | identification no.) |
|                                                      |       |                |
| **AmeriCredit  Financial Services, Inc. (as originator)** |       |                |
| **801 Cherry  Street, Suite 3900**                        | ** ** | ** **          |
| **Fort  Worth, TX**                                       | ** ** | **76102**           |
| (Address of principal  executive offices)                 |       | (Zip Code)          |

 

## Registrant’stelephone number, including area code **(817) 302-7000**

 

## SecuritiesRegistered Pursuant to Section 12 (b) of the Securities Exchange Act of 1934:                 None

 

## SecuritiesRegistered Pursuant to Section 12 (g) of the Securities Exchange Act of 1934:                 None

 

Indicate by check mark if the registrant is awell-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 

Yes o                                                             No ý

 

Indicate by check mark if the registrant is notrequired to file reports pursuant to Section 13 or Section 15(d) of the Act.

 

Yes o                                                             No ý

 

Indicate by check mark whether the Registrant (1) hasfiled all reports required to be filed by Section 13 or 15 (d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter periodthat the Registrant was required to file such reports), and (2) has beensubject to such filing requirements for the past 90 days.

 

Yes ý                                                             Noo

 

Indicate by check mark if the disclosure of delinquent filers pursuantto Item 405 of Regulation S-K (§229.405 of this chapter) is not containedherein and will not be contained, to the best of the Registrants’ knowledge, indefinitive proxy or information statements incorporated by reference in PartIII of this Form 10-K or any amendment to this Form 10-K.   ý

 

Indicate by check mark whether the registrant is alarge accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer andlarge accelerated filer” in Rule 12b-2 of the Exchange Act.  (Check one):

 

Large accelerated filer o                                                             Acceleratedfiler o                                                                                          Non-acceleratedfiler ý

 

 

Indicate by check mark whether the registrant is a shell company (asdefined in Rule 12b-2 of the Act).                                   Yes o                                                             No ý

###  

### Theaggregate market value of the voting stock held by non-affiliates of theRegistrant:   None

 

 

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PART  I

 

ITEM 1.                                                     BUSINESS

 

                                                Aresponse to Item 1 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

ITEM 1A.                                           RISK FACTORS

 

                                                As the registrant is an asset-backedissuer, a response to Item 1A is omitted pursuant to General Instruction J1(b)of the General Instructions to Form 10-K.

ITEM 1B.                                             UNRESOLVED STAFF COMMENTS

 

                                                None.

 

2

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| 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 |
|    |                                                                                                                                                                                                                          |
|    | As of February 28, 2006, there was one holder of  record of the securities. See also Item 12. Security Ownership of Certain  Beneficial Owners and Management. There was no principal market in which the  securities traded. |
|    |
| ITEM 6. | SELECTED FINANCIAL DATA                                                                                                                                                                                                       |
|    |                                                                                                                                                                                                                          |                                                                        |
|    | A response to Item 6 is omitted in reliance on  guidance provided in the Bay View Auto Trusts No-Action Letter (January 15,  1998).                                                                                           |
|    |                                                                                                                                                                                                                          |                                                                        |
| ITEM 7. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION AND RESULTS OF OPERATIONS                                                                                                                                   |
|    |                                                                                                                                                                                                                          |                                                                        |
|    | A response to Item 7 is omitted in reliance on  guidance provided in the Bay View Auto Trusts No-Action Letter (January 15,  1998).                                                                                           |

 

 

3

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ITEM7A.                                           QUANTITATIVE AND QUALITATIVE DISCLOSURESABOUT MARKET RISK

 

On April 14, 2005,AmeriCredit Automobile Receivables Trust 2005-1 issued the followingsecurities:
|   |        |   |   |   |
|--------|-------------|--------|--------|--------|
| $      | 138,000,000 |   | 3.1425 | %      |   | Class A-1 Notes |
| $      | 256,000,000 |   | 3.82   | %      |   | Class A-2 Notes |
| $      | 107,330,000 |   | 4.26   | %      |   | Class A-3 Notes |
| $      | 63,660,000  |   | 4.48   | %      |   | Class B Notes |
| $      | 79,570,000  |   | 4.73   | %      |   | Class C Notes |
| $      | 53,710,000  |   | 5.04   | %      |   | Class D Notes |
| $      | 51,730,000  |   | 5.82   | %      |   | Class E Notes |

 

The Trust’s grossinterest rate spread, which is the difference between interest earned on itsfinance receivables and interest paid on its debt securities, is affected bychanges in interest rates.  The interestrate demanded by investors on the debt securities depends on prevailing marketinterest rates for comparable transactions and the general interest rateenvironment.  These debt securities canbear either fixed or variable interest rates. The Trust can utilize derivative financial instruments, interest rateswap and cap agreements, to minimize the impact of the interest ratefluctuations on the gross interest rate margin.

 

The finance receivablesheld by the Trust bear interest at a fixed rate, while the debt securities beareither a fixed or floating rate to the investors.  The fixed rates on the debt securities areindexed to market interest rate swap levels for transactions of similar durationor various London Interbank Offered Rates (“LIBOR”) and do not fluctuate duringthe term of the transaction.  As noted inthe table above the Trust issued seven classes of fixed rate debt securities.

 

The following tableprovides information about the Trust’s interest rate sensitive financialinstruments by expected maturity date as of December 31, 2005 (dollars inthousands):

 
| **Years Ending December 31,**             | ** ** | **2006** | ** **    | **2007** | ** ** | **2008**      | ** ** | **2009** | ** **    | **Fair Value** | ** ** |
|-------------------------------------------|------------|----------|---------------|----------|------------|---------------|------------|----------|---------------|----------------|------------|
|                                      |       |     |          |     |       |          |       |     |          |           |       |
| Assets:                                   |       |     |          |     |       |          |       |     |          |           |       |
| Finance receivables                       |       | $        |  241,585 |     | $          |  171,074 |       | $        |  112,241 |           | $          |  84,144 |   | $ |  640,313 |   |
|                                      |       |     |          |     |       |          |       |     |          |           |       |
| Liabilities:                              |       |     |          |     |       |          |       |     |          |           |       |
| Debt securities  issued principal amounts |       | $        |  253,150 |     | $          |  137,322 |       | $        |  78,569  |           | $          |  58,901 |   | $ |  523,802 |   |
| Weighted average  effective interest rate |       | 4.54     | %             | 4.72     | %          | 4.90          | %          | 5.01     | %             |           |       |

 

As of December 31, 2005,finance receivables are estimated to be realized in future periods usingdiscount rates, prepayment and credit loss assumptions based on historicalexperience.  Debt securities issuedprincipal amounts have been classified based on expected payoff.

 

 

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|     |                                                                                                                                                                                                                                                                                                             |                                                                                  |
|----------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------|
| ITEM 8.  | FINANCIAL STATEMENTS  AND SUPPLEMENTARY DATA                                                                                                                                                                                                                                                                     |
|     | A response to Item 8 is  omitted in reliance on guidance provided in the Bay View Auto Trusts  No-Action Letter (January 15, 1998).                                                                                                                                                                              |
|     |                                                                                                                                                                                                                                                                                                             |
| ITEM 9.  |                                                                                                                                                                                                                                                                                                             | CHANGES IN AND  DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE |
| None.    |                                                                                                                                                                                                                                                                                                             |
|     |
| ITEM 9A. | CONTROLS AND PROCEDURES                                                                                                                                                                                                                                                                                          |
|     |
| .        | A response to Item 9A  is omitted pursuant to 17 C.F.R. §§ 240.13a-14(g) and 240.13a-15(a)                                                                                                                                                                                                             |
|     |
| ITEM 9B. | OTHER INFORMATION                                                                                                                                                                                                                                                                                                |
|     |                                                                                                                                                                                                                                                                                                             |                                                                                  |
|     | None.                                                                                                                                                                                                                                                                                                            |                                                                                  |
|     |
| PART III |
|     |
| ITEM 10. | DIRECTORS AND EXECUTIVE  OFFICERS OF THE REGISTRANT                                                                                                                                                                                                                                                              |
|     |
|     | A response to Item 10  is omitted in reliance on guidance provided in the Bay View Auto Trusts  No-Action Letter (January 15, 1998).                                                                                                                                                                             |
|     |                                                                                                                                                                                                                                                                                                             |                                                                                  |
| ITEM 11. | EXECUTIVE COMPENSATION                                                                                                                                                                                                                                                                                           |
|     |
|     | A response to Item 11  is omitted in reliance on guidance provided in the Bay View Auto Trusts  No-Action Letter (January 15, 1998).                                                                                                                                                                             |
|     |                                                                                                                                                                                                                                                                                                             |
| ITEM 12. | SECURITY OWNERSHIP OF  CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS                                                                                                                                                                                                                  |
|     |                                                                                                                                                                                                                                                                                                             |
|     | AFS SenSub Corp. was  the only holder of record which beneficially owns more than 5% of the  Certificates. The dollar and percentage amounts reflected in the table below  are based upon the face amount of the Certificates as of the Closing Date,  and do not reflect amortization, if any, since that date. |
|          |                                                                                                                                                                                                                                                                                                                  |                                                                                       |  |  |

 
| **Name and Address of Participant**                                      | ** ** | **Amount of Certificates  Beneficially Owned** | ** ** | **Percentage of Certificates  Beneficially Owned** | ** ** |
|--------------------------------------------------------------------------|------------|------------------------------------------------|------------|----------------------------------------------------|------------|
| AFS SenSub Corp.  2265B Renaissance Drive, Suite 17  Las Vegas, NV 89119 |       | no face amount  (residual value)               |       | 100                                                | %          |

 

 

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ITEM 13.                                               CERTAIN RELATIONSHIPS AND RELATEDTRANSACTIONS

 

(a)          Transactions with Management and Others.

 

None.

 

(b)         Certain Business Relationships.

 

None.

 

(c)          Indebtedness of Management.

 

None.

 

ITEM 14.                                               PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

A response to Item 14 isomitted pursuant to the Instruction to Item 14.

 

 

PART  IV

 

ITEM 15.                                               EXHIBITS, FINANCIAL STATEMENT SCHEDULESAND REPORTS ON FORM 8-K

 

(a)                    Exhibits

 
| **Exhibit Number** | ** ** | **Description**                                                                                                                                                    | ** ** | **Method  of filing**  |
|--------------------|------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|------------------------|
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 31.1       |       | Executive Vice President, Chief Financial Officer  and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley  Act of 2002 Relating to Reporting |       | Filed with this report |
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 99.1       |       | Annual Servicer Statement of Compliance                                                                                                                            |       | Filed with this report |
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 99.2       |       | Report of Independent Accountants                                                                                                                                  |       | Filed with this report |

 

 

6

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(b)                   Reports on Form 8-K

 

The current report onForm 8-K attaching the related transaction documents were filed by AmeriCreditAutomobile Receivables Trust 2005-1 on April 19, 2005.

 

The current reports onForm 8-K attaching the related Monthly Servicer’s Report were filed byAmeriCredit Automobile Receivables Trust 2005-1 on May 10, 2005 the monthending April 30, 2005 and June 10, 2005 for the month ending May 31, 2005 andJuly 11, 2005 for the month ending June 30, 2005 and August 10, 2005 for themonth ending July 31, 2005 and September 12, 2005 for the month ending August31, 2005 and October 11, 2005 the month ending September 30, 2005 and November10, 2005 for the month ending October 31, 2005 and December 12, 2005 for themonth ending November 30, 2005 and January 10, 2006 for the month endingDecember 31, 2005 and February 10, 2006 for the month ending January 31, 2006.

 

(c)                    Exhibits to this report are listed inItem 15(a) above.

 

 

 

SIGNATURES

 

                                                Pursuant to the requirements of Section13 or 15 (d) of the Securities Exchange Act of 1934, AmeriCredit AutomobileReceivables Trust 2005-1 has duly caused this report to be signed on its behalfby the undersigned, thereunto duly authorized.

 

 
| AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2005-1 |
|-------------------------------------------------|
|                                            |   |
| By                                              | AMERICREDIT FINANCIAL SERVICES, INC., |
|                                            | as sponsor and as servicer |
|                                            |   |   |
| By:                                             | /s/ Chris A. Choate |   |
|                                            | Name: | Chris A. Choate |
|                                            | Title: | Executive Vice President, Chief Financial Officer  and Treasurer |
|                                            | Dated: | February 28, 2006 |
|                                            |   |   |
|                                                 |  |  |  |

 

 

7

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EXHIBIT INDEX

 

AMERICREDIT AUTOMOBILERECEIVABLES TRUST 2005-1

 

 
| **Exhibit Number** | ** ** | **Description**                                                                                                                                                    | ** ** | **Method  of filing**  |
|--------------------|------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------|------------------------|
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 31.1       |       | Executive Vice President, Chief Financial Officer  and Treasurer Certification Pursuant to Section 302(a) of the Sarbanes-Oxley  Act of 2002 Relating to Reporting |       | Filed with this report |
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 99.1       |       | Annual Servicer Statement of Compliance                                                                                                                            |       | Filed with this report |
|               |       |                                                                                                                                                               |       |                   |
| Exhibit 99.2       |       | Report of Independent Accountants                                                                                                                                  |       | Filed with this report |

 

 

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