<PAGE>
              UNITED STATES SECURITIES AND EXCHANGE COMMISSION PRIVATE
                           Washington, D.C. 20549

                                 FORM 10-K
(Mark One)
[ ]   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the fiscal year ended
                          ------------------
                                       or
[X]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

      For the transition period from  October 1, 2000 to March 31, 2001
                                      ---------------    ----------------
Commission file number:  333-57109
                         ---------

                      TOYOTA AUTO LEASE TRUST 1998-B
               --------------------------------------------
          (Exact name of registrant as specified in its charter)

               California                                  33-0755530
-------------------------------------                  ------------------
    State or other jurisdiction of                      (I.R.S. Employer
    incorporation or organization                      Identification No.)

         c/o Toyota Leasing, Inc.
        19001 South Western Avenue
           Torrance, California                              90509
-------------------------------------------            ------------------
 (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code       (310) 468-3541
                                                       ------------------
Securities registered pursuant to section 12(b) of the Act:     None
                                                            -------------
Securities registered pursuant to Section 12(g) of the Act:  All securities
                                                            Registered under
                                                                333-57109
                                                            ----------------
     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 Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's 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 registrant is a trust with no voting securities outstanding.
                         Exhibit Index is on Page 8.

                                 Page 1 of 8


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This Annual Report on Form 10-K is filed by Toyota Motor Credit Corporation
("TMCC") on behalf of the Toyota Auto Lease Trust 1998-B (the "Trust")
pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as
amended.  This Annual Report on Form 10-K omits responses or responds to
certain Items required by Form 10-K in accordance with the responses of the
Office of Chief Counsel, Division of Corporation Finance of the Securities and
Exchange Commission, made orally to TMCC's counsel in response to TMCC's
November 24, 1997 request for exemptive relief from such reporting
requirements.


PART I


ITEM 1.   BUSINESS.

Omitted.


ITEM 2.   PROPERTIES.

The Trust was formed pursuant to a Securitization Trust Agreement
(the "Agreement") dated as of September 1, 1998 between Toyota Leasing, Inc.
("TLI" or the "Transferor") and U.S. Bank National Association as trustee
(the "Trustee").  The property of the Trust consists of a certificate
evidencing the 1998-B Special Unit of Beneficial Interest (the "SUBI"),
(excluding certain proceeds of residual value insurance policies), the right
to receive funds on deposit in the Reserve Fund and certain other investments
held in accounts for the benefit of Certificateholders in the Trust.  The SUBI
represents a beneficial interest in certain specified assets of the Toyota
Lease Trust, monies on deposit in certain accounts and certain other assets.
The Trust issued asset-backed certificates ("the Certificates") representing
undivided interests in the Trust.  The Certificates consist of three classes
of senior certificates ("Class A-1 5.35% Certificates", "Class A-2 5.45%
Certificates", and "Class A-3 5.50% Certificates") and one class of
subordinated certificates ("Class B 6.55% Certificates").  The Class A
Certificates were registered and publicly offered and sold.  The Class B
Certificates were privately placed.

The assets of the Toyota Lease Trust consist primarily of retail closed-end
lease contracts and the new and used Toyota and Lexus vehicles related
thereto.









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ITEM 2.   PROPERTIES. (continued)

The following tables set forth information relating to delinquency as of March
31, 2001 and net losses for the six months ended March 31, 2001 of contracts
in which the Trust has a beneficial interest:

                                                     March 31, 2001
                                               --------------------------
                                                               Aggregate
                                               Contracts        Balances
                                               ---------      -----------

          Delinquent Contracts:

          (i)    31-60 Days Delinquent             1,344      $21,905,578
          (ii)   61-90 Days Delinquent               153       $2,505,075
          (iii)  Over 90 Days Delinquent              17         $237,128


                                                     March 31, 2001
                                               --------------------------
                                                  % of           % of
                                                               Aggregate
                                                Contracts       Balances
                                               Outstanding    Outstanding
                                               -----------    -----------
          Delinquency Rates:

          (i)   31-60 Days Delinquent                5.20%          5.17%
          (ii)  61-90 Days Delinquent                 .59%           .59%
          (iii) Over 90 Days Delinquent               .07%           .06%


                                                    Six Months Ending
                                                     March 31, 2001
                                               --------------------------
                                               Contracts         Amount
                                               ---------       ----------

          Aggregate Net Losses:                   10,782      $28,718,766


Reference is made to Exhibit 20 (c) filed herewith which contains certain
additional information concerning the assets comprising the SUBI.

ITEM 3.   LEGAL PROCEEDINGS.

There is nothing to report with regard to this item.


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There is nothing to report with regard to this item.


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PART II


ITEM 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
          MATTERS.

The holder of record of all outstanding Class A Certificates as of March 31,
2001, was Cede & Co., the nominee of The Depository Trust Company ("DTC") in
the United States. Direct participants active in the DTC system include the
Euroclear System and Clearstream Banking, societe anonyme, and securities
brokers and dealers, banks, trust companies and clearing corporations.  The
outstanding Class A Certificates are listed on the Luxembourg Stock Exchange.


ITEM 6.   SELECTED FINANCIAL DATA.

Omitted.


ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS.

Omitted.


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Omitted.


ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
          FINANCIAL DISCLOSURE.

There is nothing to report with regard to this item.




















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PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

Omitted.


ITEM 11.  EXECUTIVE COMPENSATION.

Omitted.


ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.

TMCC is not aware of any beneficial owners owning 5% or more of the
Certificates.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

There is nothing to report with regard to this item.
























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PART IV


ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

(a)   Exhibits

The exhibits listed on the accompanying Exhibit Index, page 8, are filed as
part of this Report.

(b)   Reports on Form 8-K

The following reports on Form 8-K contain monthly Servicer's Certificates
prepared by TMCC and were filed during the six months ended March 31, 2001:

Date of Report
-----------------
October 31, 2000
November 30, 2000
January 5, 2001
January 26, 2001
February 28, 2001
March 30, 2001

In connection with the review of TMCC's lease securitizations by certain
nationally recognized rating agencies and a cash capital contribution totaling
$102 million by TMCC to TLI during fiscal 2000, the following reports on Form
8-K were filed during the year ended September 30, 2000:

Date of Report
-----------------
March 27, 2000
April 28, 2000

The following report on Form 8-K filed during the year ended
September 30, 2000 contains the amendment of the 1998-B Securitization Trust
Agreement between TLI and U.S. Bank National Association which provides for an
increase in the Specified Reserve Fund Balance and allows TLI to make a
capital contribution to the Reserve Fund.  The amendment allows for a decrease
in the Specified Reserve Fund Balance once certain tests have been satisfied.
As a result of these provisions, the Specified Reserve Fund Balance will be
reduced from $105,923,937.46 to $71,495,907.94 effective as of June 25, 2001:

Date of Report
-----------------
May 12, 2000







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                                 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.




                                  TOYOTA AUTO LEASE TRUST 1998-B


                                  BY:  TOYOTA MOTOR CREDIT CORPORATION,
                                       AS SERVICER



Date:  June 28, 2001               By:          /S/  GEORGE E. BORST
                                      ---------------------------------------
                                                     George E. Borst
                                                      President and
                                                 Chief Executive Officer
                                              (Principal Executive Officer)





























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                                EXHIBIT INDEX





Exhibit                                                             Method
Number      Description                                            of Filing
-------     -----------                                            ---------

 20(a)      Report of Independent Accountants on Compliance          Filed
            with Specified Finance Lease Receivable Servicing       Herewith
            Standards and Related Exhibits


 20(b)      Annual Statement as to Compliance                        Filed
                                                                    Herewith

 20(c)      Aggregate Monthly Report Information                     Filed
                                                                    Herewith
































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