Attached files
| file | filename |
|---|---|
| EX-5.1 - Honda Auto Receivables 2010-3 Owner Trust | v200116_ex5-1.htm |
| EX-4.1 - Honda Auto Receivables 2010-3 Owner Trust | v200116_ex4-1.htm |
| EX-8.1 - Honda Auto Receivables 2010-3 Owner Trust | v200116_ex8-1.htm |
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
Report (Date of earliest event
Reported): October
28, 2010
Honda
Auto Receivables 2010-3 Owner Trust
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AMERICAN
HONDA RECEIVABLES CORP.
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(Exact
name of registrant as specified in its charter)
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California
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333-150095
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33-0526079
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer Identification No.)
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American
Honda Receivables Corp.
20800
Madrona Avenue
Torrance,
CA 90503
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(Address
of Principal Executive Offices)
(Zip
Code)
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Registrant’s
telephone number, including area code (310) 781-4100
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[
] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[
] Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
[
] Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[
] Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01. Other
Events
Item
5. Other Events.
In connection with the sale by Honda
Auto Receivables 2010-3 Owner Trust (the “Issuer”) of $1,559,989,000
Class A−1 0.31004% Asset Backed Notes (the “Class A-1 Notes”), Class
A-2 0.53% Asset Backed Notes (the “Class A−2 Notes”), Class A−3 0.70%
(the “Class A-3 Notes”) and Class A-4 0.94% (the “Class A-4 Notes”)
(collectively, the “Notes”) as described in the Prospectus dated October 18,
2010, to the Prospectus Supplement, dated October 20, 2010 and filed pursuant to
Rule 424(b)(5) of the Act on October 22, 2010, American Honda Receivables Corp.
(the “Registrant”) has entered
into the agreement listed in Item 9.01(d) below.
This Current Report on Form 8-K is
being filed in connection with the execution of the agreement listed below to
satisfy an undertaking to file copies of certain agreements executed in
connection with the issuance of the Notes.
Alston
& Bird LLP and Bingham McCutchen LLP have been retained by this Registrant
as counsel for its Registration Statement on Form S-3 (Commission File No.
333-150095) in connection with various transactions. Legal opinions
by Bingham McCutchen LLP to be incorporated into the Registration Statement are
attached hereto as Exhibit 8.1 and Exhibit 23.2.
Item
9.01. Financial Statements; Pro Forma Financial
Information and Exhibits
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(a)
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Not
applicable.
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(b)
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Not
applicable.
|
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(c)
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Not
applicable.
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(d) Exhibits:
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4.1
|
Amended
and Restated Trust Agreement, dated October 28, 2010, between
American Honda Receivables Corp. and U.S. Bank Trust National Association,
as owner trustee.
|
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5.1
|
Opinion
of Alston & Bird LLP as to legality (including consent of such
firm).
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8.1
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Opinion
of Bingham McCutchen LLP as to certain tax matters (including consent of
such firm).
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23.1
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Consent
of Alston & Bird LLP (included in Exhibit
5.1).
|
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23.2
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Consent
of Bingham McCutchen LLP (included in Exhibit
8.1).
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
American
Honda Receivables Corp.
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By:
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/s/ H. Tanaka | |
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Name:
H. Tanaka
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Title:
President
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Dated:
October 28, 2010
EXHIBIT
INDEX
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Exhibit
No.
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Description
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Page
No.
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4.1
|
Amended
and Restated Trust Agreement, dated October 28, 2010, between
American Honda Receivables Corp. and U.S. Bank Trust National Association,
as owner trustee.
|
|
|
5.1
|
Opinion
of Alston & Bird LLP as to legality (including consent of such
firm).
|
|
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8.1
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Opinion
of Bingham McCutchen LLP as to certain tax matters (including consent of
such firm).
|
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23.1
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Consent
of Alston & Bird LLP (included in Exhibit 5.1).
|
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23.2
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Consent
of Bingham McCutchen LLP (included in Exhibit 8.1).
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