**FORM 10-K**

 

**SECURITIESAND EXCHANGE COMMISSION**

 

**Washington, D.C. 20549**

 
| **ý**                                                                                                                                                                                                                                                                                                                                                                                                                             | **ANNUAL  REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT  OF 1934.**    |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| **For the year ended December 31, 2003.**                                                                                                                                                                                                                                                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| **OR**                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| **o**                                                                                                                                                                                                                                                                                                                                                                                                                                  | **TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF  THE SECURITIES EXCHANGE ACT OF 1934.** |
|                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                 |
| **For the transition period  from                                to                                .** |

 

**Commission file number: 333-73606-07**

 

**AMERICREDITAUTOMOBILE RECEIVABLES TRUST 2003-B-X**

(Exact name of Registrant as specified in itscharter)

 
| **Delaware**                                                                                             |   | **05-0567678**                        |
|----------------------------------------------------------------------------------------------------------|--------|---------------------------------------|
| (State or other jurisdiction of  incorporation or organization)                                          |   | (I.R.S. employer  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’s telephone number, including area code **(817) 302-7000**

##  

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

##  

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

##  

Indicate by check mark whether the Registrants (1) have filed allreports 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) have been subject to such filingrequirements for the past 90 days.

 

Yes ý      Noo

 

Indicate by checkmark whether the registrant is an accelerated filer(as defined in Rule 12b-2 of the Act). Yes o  No ý

 

Indicate by check mark if the disclosure of delinquent filers pursuantto Item 405 of Regulation S-K is not contained herein and will not becontained, to the best of the Registrants’ knowledge, in definitive proxy orinformation statements incorporated by reference in Part III of this Form 10-Kor any amendment to this Form 10-K.  ý

 

The aggregate market value of the votingstock held by non-affiliates of the Registrant:  **None**

 

 

----

 

PART I

 

ITEM 1.                             BUSINESS

 

A response to Item 1 is omitted in reliance on guidance provided in theBay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 2.                             PROPERTIES

 

None.

 

ITEM 3.                             LEGALPROCEEDINGS

 

None.

 

ITEM 4.                             SUBMISSIONOF MATTERS TO A VOTE OF SECURITY HOLDERS

 

None.

 

PART II

 

ITEM 5.                             MARKET FOR REGISTRANT’SCOMMON EQUITY AND RELATED STOCKHOLDER MATTERS

 

As of March 29, 2004, there was one holder of record of thesecurities.  See also Item 12. SecurityOwnership of Certain Beneficial Owners and Management.  There was no principal market in which thesecurities traded.

 

ITEM 6.                             SELECTED FINANCIAL DATA

 

A response to Item 6 is omitted in reliance on guidance provided in theBay View Auto Trusts No-Action Letter (January 15, 1998).

 

2

----

 

ITEM 7.                             MANAGEMENT’S DISCUSSIONAND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

A response to Item 7 is omitted in reliance on guidance provided in theBay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 7A.                   QUANTITATIVE AND QUALITATIVEDISCLOSURES ABOUT MARKET RISK

 

On May 14, 2003, AmeriCredit Automobile Receivables Trust 2003-B-Xissued the following securities:

 
| $ | 147,000,000 |   | 1.29%         |   | Class A-1 Notes                 |
|---|-------------|--------|---------------|--------|---------------------------------|
| $ | 201,000,000 |   | 1.55%         |   | Class A-2 A Notes               |
| $ | 115,000,000 |   | LIBOR + 0.19% |   | Floating Rate Class A-2 B Notes |
| $ | 119,000,000 |   | 2.11%         |   | Class A-3 Notes                 |
| $ | 143,000,000 |   | 2.72%         |   | Class A-4 A Notes               |
| $ | 100,000,000 |   | LIBOR + 0.38% |   | Floating Rate Class A-4 B Notes |

 

The Trust’s gross interest rate spread, which is the difference betweeninterest earned on its finance receivables and interest paid on its debtsecurities, is affected by changes in interest rates.  The interest rate demanded by investors on the debt securitiesdepends on prevailing market interest rates for comparable transactions and thegeneral interest rate environment. These debt securities can bear either fixed or variable interestrates.  The Trust can utilize derivativefinancial instruments, interest rate swap and cap agreements, to minimize theimpact of the interest rate fluctuations on the gross interest rate margin.

 

The finance receivables held by the Trust bear interest at a fixedrate, while the debt securities bear either a fixed or floating rate to theinvestors.  The fixed rates on the debtsecurities are indexed to market interest rate swap levels for transactions ofsimilar duration or various London Interbank Offered Rates (“LIBOR”) and do notfluctuate during the term of the transaction. The floating rates issued are indexed to LIBOR and fluctuateperiodically based on movements in LIBOR. As noted in the table above the Trustissued two classes of floating rate debt securities indexed to LIBOR and fourclasses of fixed rate debt securities. The Trust utilizes interest rate swap agreements to convert variablerate exposures on the debt securities to a fixed rate, thereby (i) locking inthe gross interest rate spread to be earned over the life of a securitizationtransaction that would have been affected by changes in interest rates or (ii)hedging the variability in future excess cash flows to be received over thelife of a securitization transaction. The Trust is contractually required to provide protection from adversechanges in interest rates when floating rate debt securities are issued.

 

The following table provides information about the Trust’s interestrate sensitive financial instruments by expected maturity date as ofDecember 31, 2003 (dollars in thousands):

 

3

----

 
| **Years Ending December 31,**       |   | **2004** |    | **2005** |   | **2006** |   | **2007** |    | **Fair Value** |   |
|------------------------------------------|--------|----------|---------|----------|--------|----------|--------|----------|---------|----------------|--------|
|                                     |   |     |    |     |   |     |   |     |    |           |   |
| Assets:                                  |   |     |    |     |   |     |   |     |    |           |   |
| Finance receivables                      |   | $        | 265,303 |     | $      | 202,513  |   | $        | 135,876 |           | $      | 108,461 |   | $ | 760,845 |   |
|                                     |   |     |    |     |   |     |   |     |    |           |   |
| Interest rate swaps                      |   |     |    |     |   |     |   |     |    |           |   |
| Notional amounts                         |   | $        | 100,000 |     | $      | 98,252   |   | $        | 57,302  |           | $      | 31,720 |   | $ | 817 |   |
| Average pay rate                         |   | 2.62     | %       | 2.62     | %      | 2.62     | %      | 2.62     | %       |           |   |
| Average receive rate                     |   | 1.83     | %       | 3.17     | %      | 4.36     | %      | 4.72     | %       |           |   |
|                                     |   |     |    |     |   |     |   |     |    |           |   |
| Liabilities:                             |   |     |    |     |   |     |   |     |    |           |   |
| Debt securities issued                   |   |     |    |     |   |     |   |     |    |           |   |
| Principal amounts                        |   | $        | 243,554 |     | $      | 172,136  |   | $        | 115,494 |           | $      | 92,192 |   | $ | 649,641 |   |
| Weighted average effective interest rate |   | 2.04     | %       | 2.48     | %      | 2.73     | %      | 2.72     | %       |           |   |

 

As of December 31, 2003, finance receivables are estimated to berealized in future periods using discount rates, prepayment and credit lossassumptions based on historical experience. Notional amounts on interest rate swap agreements are based oncontractual terms.  Debt securitiesissued principal amounts have been classified based on expected payoff.

 

Notional amounts, which are used to calculate the contractual paymentsto be exchanged under the contracts, represent average amounts that will beoutstanding for each of the years included in the table. Notional amounts donot represent amounts exchanged by parties and, thus, are not a measure of theTrust’s exposure to loss through its use of these agreements.  Hedging activities are monitored to ensurethat the value of the hedges, their correlation to the contracts being hedgedand the amounts being hedged continue to provide effective protection againstinterest rate risk.  However, there canbe no assurance that the strategies will be effective in minimizing interestrate risk or that increases in interest rates will not have an adverse effecton profitability.  All transactions areentered into for purposes other than trading.

 

ITEM 8.                             FINANCIALSTATEMENTS AND SUPPLEMENTARY DATA

 

A response to Item 8 is omitted in reliance on guidance provided in theBay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 9.                             CHANGE IN AND DISAGREEMENTSWITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 

None.

 

ITEM 9A.                   CONTROLSAND PROCEDURES

 

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

 

4

----

 

PART III

 

ITEM 10.                       DIRECTORSAND EXECUTIVE OFFICERS OF THE REGISTRANT

 

A response to Item 10 is omitted in reliance on guidance provided inthe Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 11.                       EXECUTIVECOMPENSATION

 

A response to Item 11 is omitted in reliance on guidance provided inthe Bay View Auto Trusts No-Action Letter (January 15, 1998).

 

ITEM 12.                       SECURITY OWNERSHIP OF CERTAINBENEFICIAL OWNERS AND MANAGEMENT

 

AFS SenSub Corp. was the only holder of record which beneficially ownsmore than 5% of the Certificates.  Thedollar and percentage amounts reflected in the table below are based upon theface amount of the Certificates as of the Closing Date, and do not reflectamortization, if any, since that date.

 
| **Name and Address of Participant**                          |   | **Amount of  Certificates  Beneficially Owned** |   | **Percentage  of Certificates  Beneficially Owned** |   |
|--------------------------------------------------------------|--------|-------------------------------------------------|--------|-----------------------------------------------------|--------|
| AFS SenSub Corp.  639 Isbell Road, Suite 390  Reno, NV 89509 |   | no face amount  (residual value)                |   | 100%                                                |   |

 

ITEM 13.                       CERTAIN RELATIONSHIPS ANDRELATED TRANSACTIONS

 

(a)          Transactionswith Management and Others.

 

None.

 

(b)         CertainBusiness Relationships.

 

None.

 

(c)          Indebtednessof Management.

 

None.

 

ITEM 14.                       PRINCIPAL ACCOUNTANT FEES ANDSERVICES

 

A response to Item 14 is omitted pursuant to the Instruction to Item14.

 

5

----

 

PART IV

 

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

 

(a)                    Exhibits

 
| **Exhibit Number** |   | **Description**                                                                                                                              |   | **Method of  filing**  |
|--------------------|--------|----------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------|
|               |   |                                                                                                                                         |   |                   |
| Exhibit 31.1       |   | 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 Auditors                                                                                                               |   | Filed with this report |

 

(b)                   Reports on Form 8-K

 

The current report on Form 8-K attaching the related transactiondocuments were filed by AmeriCredit Automobile Receivables Trust 2003-B-X onJune 6, 2003.

 

The current reports on Form 8-K attaching the related MonthlyServicer’s Report were filed by AmeriCredit Automobile Receivables Trust2003-B-X on June 13, 2003 for the month ending May 31, 2003 andJuly 15, 2003 for the month ending June 30, 2003 and August 15,2003 for the month ending July 31, 2003 and September 15, 2003 forthe month ending August 31, 2003 and October 15, 2003 for the monthending September 30, 2003 and November 17, 2003 for the month endingOctober 31, 2003 and December 15, 2003 for the month endingNovember 30, 2003 and January 15, 2004 for the month endingDecember 31, 2003 and February 17, 2004 for the month endingJanuary 31, 2004 and March 15, 2004 for the month endingFebruary 29, 2004.

 

(c)                    Exhibits to this report are listedin Item 15(a) above.

 

6

----

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15 (d) of theSecurities Exchange Act of 1934, AmeriCredit Automobile Receivables Trust2003-B-X has duly caused this report to be signed on its behalf by theundersigned, thereunto duly authorized.

 
|   | AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2003-B-X |
|--------|---------------------------------------------------|
|   |                                              |
|   | By:                                               | AMERICREDIT FINANCIAL SERVICES, INC.,  as sponsor and as servicer |
|   |                                              |   |
|   | By:                                               | /s/ Preston A. Miller |   |
|   |                                              | Name: | Preston A. Miller |
|   |                                              | Title: | Chief Financial Officer and Treasurer |
|   |                                              | Dated: | March 29, 2004 |
|        |                                                   |  |  |  |

 

 

EXHIBIT INDEX

 

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST2003-B-X

 
| **Exhibit Number** |   | **Description**                                                                                                                              |   | **Method of  filing**  |
|--------------------|--------|----------------------------------------------------------------------------------------------------------------------------------------------|--------|------------------------|
|               |   |                                                                                                                                         |   |                   |
| Exhibit 31.1       |   | 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 Auditors                                                                                                               |   | Filed with this report |

 

7

----