**UNITED STATES**

 

**SECURITIES AND EXCHANGECOMMISSION**

 

**Washington, D.C. 20549**

 

**FORM 10-K**

 

**ý****                                 ANNUALREPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGEACT OF 1934.**

 

**For the fiscal year ended December 31, 2005.**

 

# **OR**

 

**o****                                 TRANSITIONREPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGEACT OF 1934.**

 

**For the transition period from                                to                                         .**

 

# **Commission file number: 333-121120-05**

#  

**AMERICREDITAUTOMOBILE RECEIVABLES TRUST 2005-D-A**

(Exact name of Registrant as specified in its charter)

 
| **Delaware**                                                   | ** ** | **20-3685112**      |
|----------------------------------------------------------------|------------|---------------------|
| (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 Actof 1934:                 **None**

##  

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

##  

Indicate by checkmark if the registrant is a well-known seasoned issuer, as defined in Rule 405of the Securities Act.

 

Yes o                                                             Noý

 

Indicate by checkmark if the registrant is not required to file reports pursuant to Section 13or Section 15(d) of the Act.

 

Yes o                                                             Noý

 

Indicate by checkmark whether the Registrant (1) has filed all reports required to be filedby Section 13 or 15 (d) of the Securities Exchange Act of 1934 duringthe preceding 12 months (or for such shorter period that the Registrant wasrequired to file such reports), and (2) has been subject to such filingrequirements 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 Part IIIof this Form 10-K or any amendment to this Form 10-K.   ý

 

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer,or a non-accelerated filer.  Seedefinition of “accelerated filer and large accelerated filer” in Rule 12b-2of the Exchange Act.  (Check one):

 
| Large  accelerated filer o |   | Accelerated  filer o |   | Non-accelerated  filer ý |
|----------------------------|--------|----------------------|--------|-------------------------------|

 

Indicate by check markwhether the registrant is a shell company (as defined in Rule 12b-2 of theAct).          Yes o          Noý

 

The aggregate market value of the voting stock held by non-affiliatesof the Registrant:   **None**

 

 

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PART I

 

ITEM1.                                                     BUSINESS

 

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

 

ITEM1A.                                           RISKFACTORS

 

As theregistrant is an asset-backed issuer, a response to Item 1A is omitted pursuantto General Instruction J1(b) of the General Instructions to Form 10-K.

 

ITEM1B.                                             UNRESOLVEDSTAFF COMMENTS

 

None.

 

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ITEM2.                                                     PROPERTIES

 

None.

 

ITEM3.                                                     LEGALPROCEEDINGS

 

None.

 

ITEM4.                                                     SUBMISSIONOF MATTERS TO A VOTE OF SECURITY HOLDERS

 

None.

 

PART II

 

ITEM 5.                                                     MARKET FOR REGISTRANT’S COMMON EQUITY ANDRELATED STOCKHOLDER MATTERS

 

As of February 28,2006, there was one holder of record of the securities.  See also Item 12. Security Ownership ofCertain Beneficial Owners and Management. There was no principal market in which the securities traded.

 

ITEM6.                                                     SELECTEDFINANCIAL DATA

 

Aresponse to Item 6 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

ITEM 7.                                                     MANAGEMENT’S DISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Aresponse to Item 7 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

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ITEM 7A.                                           QUANTITATIVE AND QUALITATIVE DISCLOSURESABOUT MARKET RISK

 

On November 17,2005, AmeriCredit Automobile Receivables Trust 2005-D-A issued the followingsecurities:

 
| $ | 245,000,000 |   | 4.3436 | % | Class A-1  Notes |
|---|-------------|--------|--------|---|-----------------------|
| $ | 321,000,000 |   | 4.75   | % | Class A-2  Notes |
| $ | 595,000,000 |   | 4.87   | % | Class A-3  Notes |
| $ | 239,000,000 |   | 5.02   | % | Class A-4  Notes |

 

TheTrust’s gross interest rate spread, which is the difference between interestearned on its finance receivables and interest paid on its debt securities, isaffected by changes in interest rates. The interest rate demanded by investors on the debt securities dependson prevailing market interest rates for comparable transactions and the generalinterest rate environment.  These debtsecurities can bear either fixed or variable interest rates.  The Trust can utilize derivative financialinstruments, interest rate swap and cap agreements, to minimize the impact ofthe interest rate fluctuations on the gross interest rate margin.

 

Thefinance receivables held by the Trust bear interest at a fixed rate, while thedebt securities bear either 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 similarduration or various London Interbank Offered Rates (“LIBOR”) and do notfluctuate during the term of the transaction. As noted in the table above the Trust issued four classes of fixed ratedebt securities.

 

Thefollowing table provides information about the Trust’s interest rate sensitivefinancial instruments by expected maturity date as of December 31, 2005(dollars in thousands):

 
| **Years Ending December 31,**       | ** ** | **2006** | ** ** | **2007** | ** ** | **2008** | ** ** | **2009** | ** ** | **Fair Value** | ** ** |
|------------------------------------------|------------|----------|------------|----------|------------|----------|------------|----------|------------|----------------|------------|
|                                     |       |     |       |     |       |     |       |     |       |           |       |
| Assets:                                  |       |     |       |     |       |     |       |     |       |           |       |
| Finance receivables                      |       | $        | 448,928    |     | $          | 406,902  |       | $        | 286,177    |           | $          | 341,662 |   | $ | 1,630,827 |   |
|                                     |       |     |       |     |       |     |       |     |       |           |       |
| Liabilities:                             |       |     |       |     |       |     |       |     |       |           |       |
| Debt securities issued principal amounts |       | $        | 453,693    |     | $          | 354,005  |       | $        | 248,974    |           | $          | 297,246 |   | $ | 1,377,243 |   |
| Weighted average effective interest rate |       | 4.85     | %          | 4.92     | %          | 4.95     | %          | 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 SUPPLEMENTARYDATA

 

Aresponse to Item 8 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

ITEM 9.                                                     CHANGES IN AND DISAGREEMENTS WITHACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.

 

ITEM 9A.                                           CONTROLS AND PROCEDURES

 

Aresponse to Item 9A is omitted pursuant to 17 C.F.R. §§ 240.13a-14(g) and240.13a-15(a).

 

ITEM 9B.                                             OTHER INFORMATION

 

None.

 

PART III

 

ITEM 10.                                               DIRECTORS AND EXECUTIVE OFFICERS OF THEREGISTRANT

 

Aresponse to Item 10 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

ITEM 11.                                               EXECUTIVE COMPENSATION

 

Aresponse to Item 11 is omitted in reliance on guidance provided in the Bay ViewAuto Trusts No-Action Letter (January 15, 1998).

 

ITEM 12.                                               SECURITY OWNERSHIP OF CERTAIN BENEFICIALOWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

AFSSenSub Corp. was the only holder of record which beneficially owns more than 5%of the Certificates.  The dollar andpercentage amounts reflected in the table below are based upon the face amountof the Certificates as of the Closing Date, and do not reflect amortization, ifany, since that date.

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

 

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ITEM 13.                                               CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

 

(a)   Transactions with Management and Others.

 

None.

 

(b)   Certain Business Relationships.

 

None.

 

(c)   Indebtedness of Management.

 

None.

 

ITEM 14.                                               PRINCIPAL ACCOUNTANT FEES AND SERVICES

 

Aresponse to Item 14 is omitted 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 |       |

 

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(b)                   Reports on Form 8-K

 

Thecurrent report on Form 8-K attaching the related transaction documentswere filed by AmeriCredit Automobile Receivables Trust 2005-D-A on November 22,2005.

 

Thecurrent reports on Form 8-K attaching the related Monthly Servicer’sReport were filed by AmeriCredit Automobile Receivables Trust 2005-D-A on December 12,2005 for the month ending November 30, 2005 and January 10, 2006 forthe month ending December 31, 2005 and February 10, 2006 for themonth ending January 31, 2006.

 

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

 

 

SIGNATURES

 

Pursuantto the requirements of Section 13 or 15 (d) of the SecuritiesExchange Act of 1934, AmeriCredit Automobile Receivables Trust 2005-D-A hasduly caused this report to be signed on its behalf by the undersigned,thereunto duly authorized.

 

AMERICREDITAUTOMOBILE RECEIVABLES TRUST 2005-D-A

 
| 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 |
|        |                                        |  |  |

 

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EXHIBIT INDEX

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2005-D-A

 
| **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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