-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UpQjf7m1sWAHtnjSEkSXpa9fe9cONM958CV5XJcyVTZFwKNr8gNWF3NfW3blz7WI DduxQ8d+KX3REGSJwEEA0g== 0000950136-06-005442.txt : 20060629 0000950136-06-005442.hdr.sgml : 20060629 20060629140210 ACCESSION NUMBER: 0000950136-06-005442 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20060331 FILED AS OF DATE: 20060629 DATE AS OF CHANGE: 20060629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Honda Auto Receivables 2005-5 Owner Trust CENTRAL INDEX KEY: 0001342022 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-125676-02 FILM NUMBER: 06932979 BUSINESS ADDRESS: STREET 1: 700 VAN NESS AVENUE STREET 2: C/O AMERICAN HONDA RECIEVABLES CORP CITY: TORRANCE STATE: CA ZIP: 90501 BUSINESS PHONE: 3107814318 MAIL ADDRESS: STREET 1: P O BOX 2295 CITY: TORRANCE STATE: CA ZIP: 90509-2295 10-K 1 file1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended March 31, 2006

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to

Commission file number 333-125676-02

Honda Auto Receivables 2005-5 Owner Trust

(Exact name of registrant as specified in its charter)


Delaware 20-6663735
(State or other jurisdiction of
incorporation)
(I.R.S Employer
Identification No.)

20800 Madrona Avenue
Torrance, CA
90503
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (310) 972-2511

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class Name of Each Exchange
on Which Registered
None None

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes [ ]    No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes [ ]    No [X]

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]

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

Large Accelerated Filer [ ]                Accelerated Filer [ ]                Non-Accelerated Filer [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes [ ]    No [X]

Registrant has no voting or non-voting class of common equity outstanding and held by nonaffiliates as of the date of this report.




PART I

Item 1. Business

N/A

Item 1A. Risk Factors

N/A

Item 1B. Unresolved Staff Comments

N/A

Item 2. Properties

The Honda Auto Receivables 2005-5 Owner Trust (the ‘‘Trust’’) is a statutory trust formed pursuant to the trust agreement (the ‘‘Agreement’’) between American Honda Receivables Corp., as Depositor (the ‘‘Depositor’’), and Deutsche Bank Trust Company Delaware, as Owner Trustee.

The Trust has issued four classes of notes (‘‘Class A-1 Notes 4.22063%’’; ‘‘Class A-2 Notes 4.54%’’; ‘‘Class A-3 Notes 4.61%’’ and ‘‘Class A-4 Notes 4.69%’’; collectively, the ‘‘Notes’’) and a class of certificates (the ‘‘Certificates’’). The Notes are backed by a pledge of the Trust's assets. Interest and principal collections from the Trust’s assets will be divided among the various classes of securities in specified proportions.

The Trust's assets include fixed rate motor vehicles retail installment sales contracts secured by new and used Honda and Acura motor vehicles (the ‘‘Receivables’’).

The following tables set forth the number and aggregate principal amount of delinquent receivables, the delinquency rates, and aggregate net losses of the Honda Auto Receivables 2005-5 Owner Trust as of March 31, 2006:

1. Delinquent Contracts:


  Contracts Amount ($000's)
a. 30 – 59 Days Delinquent 1436 20634
b. 60 – 89 Days Delinquent 175 2392
c. 90 Days or More Delinquent 17 189

2. Delinquent Ratio:


  Amount ($000's)
a. Delinquent Balance 23215
b. Total Pool Balance 1287179
c. Delinquency Ratio 1.80%

3. Aggregate Net Losses:


  Amount ($000's)
a. Cumulative Net Losses 1223
b. Original Portfolio 1549395
c. Aggregate Loss Ratio 0.08%

Item 3. Legal Proceedings

N/A

Item 4. Submission of Matters to a Vote of Security Holders

No vote or consent of the holders of the Notes (the ‘‘Noteholders’’) was solicited for any purpose during the year ended March 31, 2006.




PART II

Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

All Certificates issued by Honda Auto Receivables 2005-5 Owner Trust are held by American Honda Receivables Corp. All holders of record of the Notes issued by Honda Auto Receivables 2005-5 Owner Trust are registered through Cede & Co. as nominee for The Depository Trust Company (‘‘DTC’’). The records of DTC indicate that as of March 31, 2006, there were: (i) eleven (11) DTC participants holding a position in the Class A-1 Notes 4.22063%; (ii) fifteen (15) DTC participants holding a position in the Class A-2 Notes 4.54%; (iii) nineteen (19) DTC participants holding a position in the Class A-3 Notes 4.61%; and (iv) seventeen (17) DTC participants holding a position in the Class A-4 Notes 4.69%.

Item 6. Selected Financial Data

N/A

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

N/A

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

N/A

Item 8. Financial Statements and Supplementary Data

N/A

Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

N/A

Item 9A. Controls and Procedures

N/A

Item 9B. Other Information

N/A




PART III

Item 10. Directors and Executive Officers of the Registrant

N/A

Item 11. Executive Compensation

N/A

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

N/A

Item 13. Certain Relationships and Related Transactions

N/A

Item 14. Principal Accountant Fees and Services

N/A

PART IV

Item 15. Exhibits and Financial Statement Schedules

Exhibits required by Item 601 of Regulation S-K:


Exhibit No. 99(A) Independent Accountants’ Report
Exhibit No. 99(B) Servicer’s Annual Compliance Certificate
Exhibit No. 99(C) Annual Statement to Certificateholders

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.

Honda Auto Receivables 2005-5 Owner Trust
By: American Honda Finance Corporation, as Servicer(Registrant)

By:    /s/ Paul C. Honda

   Paul C. Honda, Assistant Vice President,
           Assistant Secretary and Compliance Officer




SERVICER CERTIFICATION

I, Paul C. Honda, certify that:

1.  I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report, of Honda Auto Receivables 2005-5 Owner Trust;
2.  Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report;
3.  Based on my knowledge, the distribution or servicing information required to be provided to the trustee by the servicer under the sale and servicing agreement, for inclusion in these reports is included in these reports;
4.  Based on my knowledge and upon the annual compliance statement included in the report and required to be delivered to the trustee in accordance with the terms of the sale and servicing agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under the sale and servicing agreement; and
5.  The reports disclose all significant deficiencies relating to the servicer's compliance with the minimum servicing standards, based upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the sale and servicing agreement, that is included in these reports.

Date: May 26, 2006


/s/ Paul C. Honda
Paul C. Honda
Assistant Vice President, Assistant Secretary and Compliance Officer of American Honda Finance Corporation,
as servicer of
Honda Auto Receivables 2005-5 Owner Trust



EX-99.(A) 2 file2.htm INDEPENDENT ACCOUNTANTS REPORT

Exhibit 99(A)

KPMG LLP

Suite 2000
355 South Grand Avenue
Los Angeles, CA 90071-1568

Independent Accountants’ Report

The Board of Directors
American Honda Finance Corporation

Members of the Board:

We have examined management’s assertion about American Honda Finance Corporation’s (the Company) compliance with the minimum servicing standards set forth in the Mortgage Bankers Association of America Uniform Single Attestation Program for Mortgage Bankers, as they relate to the servicing of retail automobile loan contracts, as of and for the year ended March 31, 2006 included in the accompanying management’s assertion. The minimum servicing standards not considered by the Company to be applicable to the servicing of retail automobile loans include procedures 2, 3, and 4 of Section I – Custodial Bank Accounts, procedures 1, 2, 3, and 4 of Section III – Disbursements, and procedures 2, 3, and 4 of Section V – Mortgage Loan Accounting. Management is responsible for the Company’s compliance with the applicable minimum servicing standards. Our responsibility is to express an opinion on management’s assertion about the Company’s compliance based on our examination.

Our examination was made in accordance with standards established by the American Institute of Certified Public Accountants and, accordingly, including examining, on a test basis, evidence about the Company’s compliance with the minimum servicing standards and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company’s compliance with the minimum servicing standards.

In our opinion, American Honda Finance Corporation has complied, in all material respects, with the aforementioned minimum servicing standards as of and for the year ended March 31, 2006.

This report is intended solely for the information and use of management and the board of directors, the Trustee, and the related beneficiaries and holders (as defined in the Agreement of Definitions Relating to the Trust and Servicing Agreement dated April 1, 1998).

/s/ KPMG LLP

June 9, 2006




HONDA FINANCIAL SERVICES

MANAGEMENT ASSERTION

As of and for the year ended March 31, 2006, American Honda Finance Corporation has complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America’s Uniform Single Attestation Program for Mortgage Bankers.

The minimum servicing standards not considered applicable to the servicing of automobile loan contracts include procedures 2, 3 and 4 of section I – Custodial Bank Accounts, procedures 1, 2, 3 and 4 of section III – Disbursements, and procedures 2, 3 and 4 of section V – Mortgage Loan Accounting.

As of and for the same period, American Honda Finance Corporation had in effect a fidelity bond in the amount of $20,000,000 and errors and omissions policy in the amount of $1,000,000.


/s/ Y. Takahashi
Y. Takahashi
President
/s/ Jon Nomura
Jon Nomura
Director of Securitization
June 9, 2006



EX-99.(B) 3 file3.htm SERVICER'S ANNUAL COMPLIANCE CERTIFICATE

Exhibit 99(B)

AMERICAN HONDA FINANCE CORPORATION
ANNUAL COMPLIANCE CERTIFICATE
PURSUANT TO SECTION 3.11(a) OF THE SALE AND SERVICING AGREEMENT

I, Paul Honda, do hereby certify that I am the Assistant Vice President, Assistant Secretary and Compliance Officer of American Honda Finance Corporation, a California corporation (the ‘‘Company’’), and further certify on behalf of the Company in its capacity as servicer (the ‘‘Servicer’’) under the Sale and Servicing Agreement (the ‘‘Agreement’’) dated as of October 1, 2005 among the Servicer, American Honda Receivables Corp., as Seller and Honda Auto Receivables 2005-5 Owner Trust as follows:

(i)  A review of the activities of the Servicer during the 5-month period ended March 31, 2006, and of its performance under the Agreement has been made under my supervision;
(ii)  To the best of my knowledge and information, based upon such review, the Servicer has fulfilled all its obligations under the Agreement throughout such period; and
(iii)  To the best of my knowledge and information, no event of default nor any event which with the giving of notice or lapse of time, or both, would become an event of default under the Agreement, has occurred or is continuing.

This certificate is being delivered to the Trustee pursuant to Section 3.11 of the Sale and Servicing Agreement effective October 1, 2005, which terms and conditions are incorporated in the Agreement.

IN WITNESS WHEREOF, I have hereunto set my hand this 26th day of May, 2006


/s/ Paul C. Honda
Paul C. Honda
Assistant Vice President,
Assistant Secretary and
Compliance Officer



EX-99.(C) 4 file4.htm ANNUAL STATEMENT TO CERTIFICATEHOLDER

CREDIT SUISSE FIRST BOSTON PAGE 1

AMERICAN HONDA FINANCE CORPORATION
Annual Statement to Certificateholder—Honda Auto Receivables 2005-5 Owner Trust
04/01/05 through 03/31/06


I. ORIGINAL DEAL PARAMETER INPUTS    
(A) Total Portfolio Balance $1,549,394,618.54  
(B) Total Securities Balance $1,549,394,618.54  
(C) Class A-1 Notes    
(i) Class A-1 Notes Balance $374,000,000.00  
(ii) Class A-1 Notes Percentage (C(i)/B) 24.14%  
(iii) Class A-1 Notes Rate 4.22063%  
(iv) Class A-1 Notes Accrual Basis Actual/360  
(D) Class A-2 Notes    
(i) Class A-2 Notes Balance $300,000,000.00  
(ii) Class A-2 Notes Percentage (D(i)/B) 19.36%  
(iii) Class A-2 Notes Rate 4.540%  
(iv) Class A-2 Notes Accrual Basis 30/360  
(E) Class A-3 Notes    
(i) Class A-3 Notes Balance $550,000,000.00  
(ii) Class A-3 Notes Percentage (E(i)/B) 35.50%  
(iii) Class A-3 Notes Rate 4.610%  
(iv) Class A-3 Notes Accrual Basis 30/360  
(F) Class A-4 Notes    
(i) Class A-4 Notes Balance $273,500,000.00  
(ii) Class A-4 Notes Percentage (F(i)/B) 17.65%  
(iii) Class A-4 Notes Rate 4.690%  
(iv) Class A-4 Notes Accrual Basis 30/360  
(G) Certificates    
(i) Certificates Balance $51,894,618.54  
(ii) Certificates Percentage (G(i)/B) 3.35%  
(iii) Certificates Rate 4.690%  
(iv) Certificates Accrual Basis 30/360  
(H) Servicing Fee Rate 1.00%  
(I) Portfolio Summary    
(i) Weighted Average Coupon (WAC) 4.35%  
(ii) Weighted Average Original Maturity (WAOM) 56.26 months
(iii) Weighted Average Remaining Maturity (WAM) 50.25 months
(iv) Number of Receivables 93,648  
(J) Reserve Fund    
(i) Reserve Account Initial Deposit Percentage 0.50%  
(ii) Reserve Account Initial Deposit $7,746,973.09  
(iii) Specified Reserve Account Percentage 0.75%  
(iv) Specified Reserve Account Balance $11,620,459.64  
(K) Yield Supplement Account Deposit $70,931,828.89  
II. INPUTS FROM PREVIOUS MONTHLY SERVICER REPORTS    
(A) Total Portfolio Balance $1,549,394,618.54  
(B) Total Securities Balance $1,549,394,618.54  
(C) Cumulative Note and Certificate Pool Factor 1.0000000  
(D) Class A-1 Notes    
(i) Class A-1 Notes Balance $374,000,000.00  
(ii) Class A-1 Notes Pool Factor 1.0000000  
(iii) Class A-1 Notes Interest Carryover Shortfall $0.00  
(iv) Class A-1 Notes Principal Carryover Shortfall $0.00  
(E) Class A-2 Notes    
(i) Class A-2 Notes Balance $300,000,000.00  
(ii) Class A-2 Notes Pool Factor 1.0000000  
(iii) Class A-2 Notes Interest Carryover Shortfall $0.00  
(iv) Class A-2 Notes Principal Carryover Shortfall $0.00  
(F) Class A-3 Notes    
(i) Class A-3 Notes Balance $550,000,000.00  
(ii) Class A-3 Notes Pool Factor 1.0000000  
(iii) Class A-3 Notes Interest Carryover Shortfall $0.00  
(iv) Class A-3 Notes Principal Carryover Shortfall $0.00  
(G) Class A-4 Notes    
(i) Class A-4 Notes Balance $273,500,000.00  




(ii) Class A-4 Notes Pool Factor 1.0000000  
(iii) Class A-4 Notes Interest Carryover Shortfall $0.00  
(iv) Class A-4 Notes Principal Carryover Shortfall $0.00  
(H) Certificates    
(i) Certificates Balance $51,894,618.54  
(ii) Certificates Pool Factor 1.0000000  
(iii) Certificates Interest Carryover Shortfall $0.00  
(iv) Certificates Principal Carryover Shortfall $0.00  
(I) Servicing Fee    
(i) Servicing Fee Shortfall $0.00  
(J) End of Prior Month Account Balances    
(i) Reserve Account $7,746,973.09  
(ii) Yield Supplement Account $70,931,828.89  
(iii) Payahead Account $0.00  
(iv) Advances Outstanding $0.00  
(K) Portfolio Summary as of End of Prior Year    
(i) Weighted Average Coupon (WAC) 4.35%  
(ii) Weighted Average Remaining Maturity (WAM) 50.25 months
(iii) Number of Receivables 93,648  
(L) Note and Certificate Percentages    
(i) Note Percentage 100.00%  
(ii) Certificate Percentage 0.00%  



CREDIT SUISSE FIRST BOSTON PAGE 2

AMERICAN HONDA FINANCE CORPORATION
Annual Statement to Certificateholder—Honda Auto Receivables 2005-5 Owner Trust
04/01/05 through 03/31/06


III. INPUTS FROM THE MAINFRAME    
(A) Precomputed Contracts Principal    
(i) Scheduled Principal Collections $0.00  
(ii) Prepayments in Full $0.00  
(iii) Prepayments in Full due to Repurchases $0.00  
(B) Precomputed Contracts Total Collections $0.00  
(C) Precomputed Interest Receivables Interest (B-A((i)+(ii)+(iii))) $0.00  
(D) Simple Interest Receivables Principal    
(i) Principal Collections $0.00  
(ii) Prepayments in Full $185,127,690.75  
(iii) Repurchased Receivables Related to Principal $74,272,215.84  
(E) Simple Interest Receivables Interest    
(i) Simple Interest Collections $31,153,014.11  
(F) Payment Advance for Precomputes    
(i) Reimbursement of Previous Advances $0.00  
(ii) Current Advance Amount $0.00  
(G) Interest Advance for simple Interest – Net $413,350.22  
(H) Payahead Account    
(i) Payments Applied $0.00  
(ii) Additional Payaheads $0.00  
(I) Portfolio Summary as of End of Month    
(i) Weighted Average Coupon (WAC) 4.35%  
(ii) Weighted Average Remaining Maturity (WAM) 44.38 months
(iii) Remaining Number of Receivables 88,181  

(J) Delinquent Receivables # Units Dollar Amount
(i) 30-59 Days Delinquent 1,436
1.63
%
$20,634,391.34 1.60
%
(ii) 60-89 Days Delinquent 175
0.20
%
$2,392,006.71 0.19
%
(ii) 90 Days or More Delinquent 17
0.02
%
$188,810.70 0.01
%
(K) Vehicles Repossessed During Collection Period 51
0.06
%
$872,678.35 0.07
%
(L) Total Accumulated Repossessed Vehicles in Inventory 83
0.09
%
$1,428,229.79 0.11
%

IV. INPUTS DERIVED FROM OTHER SOURCES  
(A) Collection Account Investment Income $0.00
(B) Reserve Account Investment Income $210,626.25
(C) Yield Supplement Account Investment Income $1,180,910.36
(D) Trust Fees Expense $9,500.00
(E) Aggregate Net Losses for Collection Period $1,223,292.26
(F) Liquidated Receivables Information  
(i) Gross Principal Balance on Liquidated Receivables $2,815,878.72
(ii) Liquidation Proceeds $1,454,709.26
(ii) Recoveries from Prior Month Charge Offs $137,877.20
(G) Days in Accrual Period 174
(H) Deal age 6
COLLECTIONS
V. INTEREST COLLECTIONS  
(A) Total Interest Collections (III(C+E(i)+G) $31,566,364.33
VI. PRINCIPAL COLLECTIONS  
(A) Principal Payments Received (III(A((i)+(ii))+(D(i)+(ii))) $259,399,906.59
(B) Liquidation Proceeds (IV(H(i))) $1,454,709.26
(C) Repurchased Loan Proceeds Related to Principal (III(A(iii)+D(iii))) $0.00
(D) Recoveries from Prior Charge Offs (IV(H(ii))) $137,877.20
(E) Total Principal Collections (A+B+C+D) 260,992,493.05
VII. TOTAL INTEREST AND PRINCIPAL COLLECTIONS (V(C)+VI(E)) 292,558,857.38
VIII. YIELD SUPPLEMENT DEPOSIT $20,385,383.47
IX. TOTAL AVAILABLE AMOUNT (VII+VIII) 312,944,240.85




DISTRIBUTIONS
X. FEE DISTRIBUTIONS  
(A) Servicing Fee  
(i) Servicing Fee Due (I(H)/12)(II(B))+(II(H)(i)) $ 7,210,155.04
(ii) Servicing Fee Paid 7,210,155.04
(iii) Servicing Fee Shortfall $ 0.00
(B) Reserve Account Investment Income (IV(B)) 210,626.25
(C) Yield Supplement Account Investment Income (IV(C)) 0.00
(D) Trust Fees Expense (IV(D)) 9,500.00
XI. DISTRIBUTIONS TO NOTEHOLDERS  
(A) Interest  
(i) Class A-1 Notes  
(a) Class A-1 Notes Interest Due $ 5,313,290.89
(b) Class A-1 Notes Interest Paid 5,313,290.89
(c) Class A-1 Notes Interest Shortfall $ 0.00
(ii) Class A-2 Notes  
(a) Class A-2 Notes Interest Due $ 6,431,666.67
(b) Class A-2 Notes Interest Paid 6,431,666.67
(c) Class A-2 Notes Interest Shortfall $ 0.00
(iii) Class A-3 Notes  
(a) Class A-3 Notes Interest Due $ 11,973,194.46
(b) Class A-3 Notes Interest Paid 11,973,194.46
(c) Class A-3 Notes Interest Shortfall $ 0.00
(iv) Class A-4 Notes  
(a) Class A-4 Notes Interest Due $ 6,057,265.29
(b) Class A-4 Notes Interest Paid 6,057,265.29
(c) Class A-4 Notes Interest Shortfall $ 0.00



CREDIT SUISSE FIRST BOSTON PAGE 3

AMERICAN HONDA FINANCE CORPORATION
Annual Statement to Certificateholder—Honda Auto Receivables 2005-5 Owner Trust
04/01/05 through 03/31/06


(v) Total Note Interest  
(a) Total Note Interest Due $29,775,417.31
(b) Total Note Interest Paid 29,775,417.31
(c) Total Note Interest Shortfall $0.00
(d) Reserve Fund Withdrawn for Note Interest $0.00
Amount available for distributions after Fees & Interest (VIII-(IX(A)(ii)-(D))-X(A)(v)(b)) 275,949,168.50
(B) Principal  
(i) Noteholders' Principal Distribution Amounts $262,215,785.31
(ii) Class A-1 Notes Principal  
(a) Class A-1 Notes Principal Due 262,215,785.31
(b) Class A-1 Notes Principal Paid 262,215,785.31
(c) Class A-1 Notes Principal Shortfall $0.00
(d) Reserve Fund drawn $0.00
(iii) Class A-2 Notes Principal  
(a) Class A-2 Notes Principal Due $0.00
(b) Class A-2 Notes Principal Paid 0.00
(c) Class A-2 Notes Principal Shortfall $0.00
(d) Reserve Fund drawn $0.00
(iv) Class A-3 Notes Principal  
(a) Class A-3 Notes Principal Due $0.00
(b) Class A-3 Notes Principal Paid 0.00
(c) Class A-3 Notes Principal Shortfall $0.00
(d) Reserve Fund drawn $0.00
(v) Class A-4 Notes Principal  
(a) Class A-4 Notes Principal Due $0.00
(b) Class A-4 Notes Principal Paid 0.00
(c) Class A-4 Notes Principal Shortfall $0.00
(d) Reserve Fund drawn $0.00
(vi) Total Notes Principal  
(a) Total Notes Principal Due $262,215,785.31
(b) Total Notes Principal Paid 262,215,785.31
(c) Total Notes Principal Shortfall $0.00
(d) Reserve Fund drawn $0.00
   
XII. RESERVE FUND DEPOSIT  
Amount available for deposit into reserve account $13,733,383.19
Amount deposited into reserve account 3,873,486.55
Excess Amount Released from Reserve Account 0.00
Excess funds available to Certificateholders 9,859,896.64
   
XIII. DISTRIBUTIONS TO CERTIFICATEHOLDERS  
(A) Interest  
(i) Certificate Monthly Interest Due $1,149,321.66
(ii) Certificate Interest Shortfall Beginning Balance $0.00
(iii) Total Certificate Interest Due $1,149,321.66
(iv) Certificate Interest Paid 1,149,321.66
(v) Certificate Interest Shortfall Ending Balance $0.00
(B) Principal  
(i) Certificate Monthly Principal Due ($0.00)
(ii) Certificate Principal Shortfall Beginning Balance $0.00
(iii) Total Certificate Principal Due ($0.00)
(iv) Certificate Principal Paid (0.00)
(v) Certificate Principal Shortfall Ending Balance $0.00
(C) Release to Seller $8,710,574.98




DISTRIBUTIONS SUMMARY
(A) Total Collections $312,944,240.85
(B) Service Fee $7,210,155.04
(C) Trustee Fees 9,500.00
(D) Class A1 Amount $267,529,076.20
(E) Class A2 Amount $6,431,666.67
(F) Class A3 Amount $11,973,194.46
(G) Class A4 Amount $6,057,265.29
(H) Amount Deposited into Reserve Account $3,873,486.55
(I) Certificateholders $1,149,321.66
(J) Release to seller $8,710,574.98
(K) Total amount distributed $312,944,240.85
(L) Amount of Draw from Reserve Account 0.00
(M) Excess Amount Released from Reserve Account 0.00

PORTFOLIO AND SECURITY SUMMARY


  Beginning
of Period
  End
of Period
 
XIV. POOL BALANCES AND PORTFOLIO INFORMATION      
(A) Balances and Principal Factors        
(i) Aggregate Balance of Notes $1,497,500,000.00   $1,235,284,214.69  
(ii) Note Pool Factor 1.0000000   0.8248976  
(iii) Class A-1 Notes Balance 374,000,000.00   111,784,214.69  
(iv) Class A-1 Notes Pool Factor 1.0000000   0.2988883  
(v) Class A-2 Notes Balance 300,000,000.00   300,000,000.00  
(vi) Class A-2 Notes Pool Factor 1.0000000   1.0000000  
(vii) Class A-3 Notes Balance 550,000,000.00   550,000,000.00  
(viii) Class A-3 Notes Pool Factor 1.0000000   1.0000000  
(ix) Class A-4 Notes Balance 273,500,000.00   273,500,000.00  
(x) Class A-4 Notes Pool Factor 1.0000000   1.0000000  
(xi) Certificates Balance 51,894,618.54   51,894,618.54  
(xii) Certificates Pool Factor 1.0000000   1.0000000  
(xiii) Total Principal Balance of Notes and Certificates 1,549,394,618.54   1,287,178,833.23  
(B) Portfolio Information        
(i) Weighted Average Coupon (WAC) 4.35%   4.35%  
(ii) Weighted Average Remaining Maturity (WAM) 50.25 months 44.38 months
(iii) Remaining Number of Receivables 93,648   88,181  
(iv) Portfolio Receivable Balance $1,549,394,618.54   $1,287,178,833.23  
(C) Outstanding Advance Amount $0.00   $413,350.22  
(D) Outstanding Payahead Balance $0.00   $0.00  



CREDIT SUISSE FIRST BOSTON PAGE 4

AMERICAN HONDA FINANCE CORPORATION
Annual Statement to Certificateholder—Honda Auto Receivables 2005-5 Owner Trust
04/01/05 through 03/31/06

SUMMARY OF ACCOUNTS


XV. RECONCILIATION OF RESERVE ACCOUNT  
(A) Beginning Reserve Account Balance $7,746,973.09
(B) Draws  
(i) Draw for Servicing Fee 0.00
(ii) Draw for Interest 0.00
(iii) Draw for Realized Losses 0.00
(C) Excess Interest Deposited into the Reserve Account 3,873,486.55
(D) Reserve Account Balance Prior to Release 11,620,459.64
(E) Reserve Account Required Amount 11,620,459.64
(F) Final Reserve Account Required Amount 11,620,459.64
(G) Excess Reserve Account Amount 0.00
(H) Ending Reserve Account Balance 11,620,459.64
XVI. RECONCILIATION OF YIELD SUPPLEMENT ACCOUNT  
(A) Beginning Yield Supplement Account Balance 70,931,828.89
(B) Investment Earnings 1,180,910.36
(C) Investment Earnings Withdraw 0.00
(D) Additional Yield Supplement Amounts 0.00
(E) Yield Supplement Deposit Amount 20,385,383.47
(F) Release of Yield Deposit Account Balance to Seller 0.00
(G) Ending Yield Supplement Account Balance 51,727,355.78
XVII. NET LOSS AND DELINQUENCY ACCOUNT ACTIVITY  
(A) Liquidated Contracts  
(i) Liquidation Proceeds $1,454,709.26
(ii) Recoveries on Previously Liquidated Contracts 137,877.20
(B) Aggregate Net Losses for Collection Period 1,223,292.26
(C) Net Loss Rate for Collection Period (annualized) 0.09%
(D) Cumulative Net Losses for all Periods $1,223,292.26

(E) Delinquent Receivables # Units Dollar Amount
(i) 30-59 Days Delinquent 1,436
1.63
%
$20,634,391.34 1.60
%
(ii) 60-89 Days Delinquent 175
0.20
%
$2,392,006.71 0.19
%
(ii) 90 Days or More Delinquent 17
0.02
%
$188,810.70 0.01
%
XVIII. REPOSSESSION ACTIVITY # Units Dollar Amount
(A) Vehicles Repossessed During Collection Period 51
0.06
%
$872,678.35 0.07
%
(B) Total Accumulated Repossessed Vehicles in Inventory 83
0.09
%
$1,428,229.79 0.11
%

XIX. TESTS FOR INCREASE IN SPECIFIED RESERVE ACCOUNT BALANCE  
(A) Ratio of Net Losses to the Pool Balance as of Each Collection Period  
(i) Second Preceding Collection Period 0.38%
(ii) Preceding Collection Period 0.29%
(iii) Current Collection Period 0.33%
(iv) Three Month Average (Avg(i,ii,iii)) 0.33%
(B) Ratio of Balance of Contracts Delinquent 60 Days or More to the Outstanding Balance of Receivables.  
(i) Second Preceding Collection Period 0.46%
(ii) Preceding Collection Period 0.37%
(iii) Current Collection Period 0.31%
(iv) Three Month Average (Avg(i,ii,iii)) 0.38%
(C) Loss and Delinquency Trigger Indicator Trigger was not hit.

I hereby certify that the servicing report provided is true
and accurate to the best of my knowledge.

/s/ Paul C. Honda
Paul C. Honda
Assistant Vice President, Assistant Secretary and Compliance Officer




GRAPHIC 5 ebox.gif begin 644 ebox.gif M1TE&.#EA"@`*`(```````/___R'Y!```````+``````*``H```(1A(\0RVO= - -'G1J!CDQU+'FE!0`.S\_ ` end GRAPHIC 6 xbox.gif begin 644 xbox.gif M1TE&.#EA"@`*`(```````/___R'Y!```````+``````*``H```(6A(\0RVNA 2F'K0N0@QS3+Z6TE GRAPHIC 7 spacer.gif begin 644 spacer.gif K1TE&.#EA`0`!`(```````````"'Y!`$`````+``````!``$```("1`$`.S\_ ` end
-----END PRIVACY-ENHANCED MESSAGE-----