USAA AUTO OWNER TRUST 2005-2
Not applicable.
Not applicable. The registrant is not an accelerated filer or a large accelerated filer.
USAA Auto Owner Trust 2005-2 (the Trust) is governed by an Amended and Restated Trust Agreement dated June 21, 2005, between USAA Acceptance, LLC, as Depositor and Wachovia Trust Company, National Association, as Owner Trustee. The Trust is party to a Sale and Servicing Agreement dated as of June 1, 2005 among USAA Auto Owner Trust 2005-2, as Issuer, USAA Acceptance, LLC, as Depositor, and USAA Federal Savings Bank as Seller and Servicer (the "Sale and Servicing Agreement").        The Trust was established solely for the purpose of acquiring the fixed rate simple interest motor vehicle installment loans and related collateral (the Receivables), issuing its 3.42% Class A-1 Asset Backed Trust Notes, 3.80% Class A-2 Asset Backed Trust Notes, 4.00% Class A-3 Asset Backed Trust Notes, 4.17% Class A-4 Asset Backed Trust Notes pursuant to an Indenture between the Trust and JPMorgan Chase Bank, National Association, as Indenture Trustee, dated as of June 21, 2005, and issuing 4.60% Class B Asset Backed Trust Certificates pursuant to the Trust Agreement, and engaging in related transactions.        The property of the Trust consists of the Receivables described above. A summary of Receivable activity and delinquency information follows (unaudited):                                                        Units    ($ in 000's)                                                     --------   ------------  Original Receivables outstanding,                     45,109   $    863,229    June 1, 2005 Prepayments                                            5,070   $     80,545  Receivables outstanding,                              40,066   $    690,061    December 31, 2005  Delinquent Receivables as of December 31, 2005:                                                        Units    ($ in 000's)                                                     --------   ------------  31-60 days                                               103   $      1,562 61-90 days                                                22   $        330 91 days or more                                           10   $        159                                                     --------   ------------    Total                                                 135   $      2,051  Gross losses for the period ending December 31, 2005 were approximately $1,112,275. Net losses for the period ending December 31, 2005 were approximately $ 935,580.  Summary of certain distributions made by the Trust as of December 31, 2005 (unaudited):                                             Ending                                          Total       Reserve Fund Class                                   Balance        Interest        Principal      Amount Paid    Withdrawals       A-1 Notes                            $    9,832,124  $   2,077,259   $ 173,167,876   $ 175,245,135   $          -  A-2 Notes                            $  191,000,000  $   4,112,867   $           -   $   4,112,867   $          -  A-3 Notes                            $  332,000,000  $   7,525,333   $           -   $   7,525,333   $          -  A-4 Notes                            $  130,469,000  $   3,082,983   $           -   $   3,082,983   $          -  B Certificates                       $   26,760,233  $     697,550   $           -   $     697,550   $          -                                                                                                       $          - Total Reserve Fund Withdrawal:  Total Deposits to Reserve Fund                                                                       $  3,022,422 Reserve Account Balance (% of Pool Balance)                                                                                                     1.25%  Total Servicing Fee:                                                                                 $  2,295,436
None.
None.                                       PART II
As of December 31, 2005, there are fewer than 300 direct participants of record of the Asset Backed Notes and Asset Backed Certificates. There is no secondary market for these securities.        The information required with respect to "Securities Authorized for Issuance Under Equity Compensation Plans" is not applicable to the registrant.
Not applicable.
None.
Not applicable.
None.
Not applicable.                                       PART IV
(a)   (1) Pursuant to the Sale & Servicing Agreement, the Servicer is             required (i) to deliver an annual statement as to compliance with             the provisions of the Sale & Servicing Agreement and certain other             matters, (the "Annual Statement of the Servicer") and (ii) to cause             a firm of independent public accountants to deliver an annual report             as to compliance with the servicing provisions of the Sale and             Servicing Agreement (the "Accountants' Annual Report"). Both the             Annual Statement of the Servicer and the Accountants' Annual Report             are attached as Exhibits 99.3 and 99.4, respectively, to this             Report.                    (2) Not applicable.              (3) Exhibits:                  3.1   Amended and Restated Limited Liability Company                       Agreement, as amended (incorporated by reference to the                       registrant's filing on Form 8-K filed with the                       Commission on October 4, 2006)                  4.1   Indenture dated as of June 21, 2005 (incorporated by                       reference to the Trust's filing on Form 8-K filed with                       the Commission on June 24, 2005)                  4.2   Amended and Restated Trust Agreement dated as of June                       21, 2005 (incorporated by reference to the Trust's                       filing on Form 8-K filed with the Commission on June 24,                       2005)                  10.1  Sale and Servicing Agreement dated as of June 1, 2005                       (incorporated by reference to the Trust's filing on Form                       8-K filed with the Commission on June 24, 2005)                  31.1  Rule 15d-14(a) Certification                  99.1  Administration Agreement dated as of June 21, 2005                       (incorporated by reference to the Trust's filing on Form                       8-K filed with the Commission on June 24, 2005)                  99.2  Receivables Purchase Agreement dated as of June 1, 2005                       (incorporated by reference to the Trust's filing on Form                       8-K filed with the Commission on June 24, 2005)                  99.3  Annual Statement of the Servicer.                  99.4  Accountant's Annual Report        (b)   See subparagraph (a) (3) above.        (c)   Not applicable.        SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURTIES PURSUANT TO SECTION 12 OF THE ACT.        No such annual report, proxy statement, form of proxy or other soliciting material has been sent to Noteholders. The registrant will not be sending an annual report or proxy material to its Noteholders subsequent to the filing of this form.                                     SIGNATURES        Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.                                    USAA FEDERAL SAVINGS BANK, as Servicer                                        /s/ MICHAEL J. BROKER                                   By: ---------------------------------------                                       Michael J. Broker                                       (Duly Authorized Officer of                                       USAA Federal Savings Bank, as Servicer,                                       on behalf of the Trust)                                          EXHIBIT INDEX                                                                           PAGE NUMBER EXHIBIT                                 DOCUMENT                       SEQUENTIAL - -------                                 --------                       ----------    3.1                      Amended and Restated Limited Liability        (incorporated by reference to                          Company Agreement, as amended                 the registrant's filing on Form 8-K                                                                        filed with the Commission on                                                                        October 4, 2006)  4.1                      Indenture dated as of June 21, 2005           (incorporated by reference to the                                                                        Trust's filing on Form 8-K filed                                                                        with the Commission on                                                                        June 24, 2005)  4.2                      Amended and Restated Trust Agreement          (incorporated by reference to the                          dated as of June 21, 2005                     Trust's filing on Form 8-K filed                                                                        with the Commission on                                                                        June 24, 2005)  10.1                     Sale and Servicing Agreement                  (incorporated by reference to the Trust's                          dated as of June 1, 2005                      filing on Form 8-K filed with                                                                        the Commission on June 24, 2005)  31.1                     Rule 15d-14(a) Certification                  Filed herein  99.1                     Administration Agreement                      (incorporated by reference to                          dated as of June 21, 2005                     the Trust's filing on Form 8-K filed                                                                        with the Commission on June 24, 2005)  99.2                     Receivables Purchase Agreement                (incorporated by reference to                          dated as of June 1, 2005                      the Trust's filing on Form 8-K filed                                                                        with the Commission on June 24, 2005)  99.3                     Annual Statement of the Servicer.             Filed herein  99.4                     Accountants' Annual Report -                  Filed herein                          Independent Accountants' Reports and                          Management Assertions.     EX-31 2 ex31-1.txt EXHIBIT 31.1    Exhibit 31.1                                    Certification  I, Fritz D. Bohne, 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 USAA Auto Owner Trust 2005-2;  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 pooling and servicing, or similar, agreement, for inclusion in these reports is included in these reports;  4. I am responsible for reviewing the activities performed by the servicer under the pooling and servicing, or similar, agreement and based upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under that 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 pooling and servicing, or similar, agreement, that is included in these reports.  Date: March 28, 2006  /s/ FRITZ D. BOHNE - ------------------------------------------------------ Fritz D. Bohne Vice President, Senior Financial Officer and Treasurer USAA Federal Savings Bank    EX-99 3 ex99-3.txt EXHIBIT 99.3    Exhibit 99.3                     OFFICER'S CERTIFICATE REGARDING COMPLIANCE                            USAA AUTO OWNER TRUST 2005-2                           3.42%, $183,000,000 CLASS A-1,                           3.80%, $191,000,000 CLASS A-2,                           4.00%, $332,000,000 CLASS A-3,                           4.17%, $130,469,000 CLASS A-4,                             4.60%, $26,760,233 CLASS B                      AUTOMOBILE LOAN PASS-THROUGH CERTIFICATES        The undersigned individual, a duly authorized officer of USAA Federal Savings Bank (the "Servicer"), acting on behalf of the Servicer, hereby CERTIFIES on behalf of the Servicer pursuant to Section 3.10(a) of the Sale and Servicing Agreement (the "Agreement") dated as of June 1, 2005, as follows:        1.    A review of the activities of the Servicer during the period January             1, 2005 through December 31, 2005, and of its performance under the             Agreement has been made under such officer's supervision, and        2.    To the best of such officer's knowledge, based on such review, the             Servicer has fulfilled all its obligations in all material respects             under the Agreement throughout such period.                                          USAA FEDERAL SAVINGS BANK                                         ("Servicer")                                          By: /s/ EDWIN T. MCQUISTON                                             ----------------------                                             Edwin T. McQuiston                                             Title:  Vice President                                          Date: March 28, 2006    EX-99 4 ex99-4.txt EXHIBIT 99.4    Exhibit 99.4  [Ernst & Young, LLP Letterhead]               Report of Independent Registered Public Accounting Firm  USAA Federal Savings Bank Wachovia Trust Company, National Association JPMorgan Chase Bank  We have examined management's assertion, included in the accompanying Management Assertion, that USAA Federal Savings Bank "the Bank" complied with Article III, Section 3.9 of the Sale and Servicing Agreement, dated as of June 1, 2005 "the Agreement," between USAA Federal Savings Bank as Seller and Servicer, and the USAA Auto Owner Trust 2005-2 as Issuer, with Wachovia Trust Company, National Association, as Owner Trustee, and JPMorgan Chase Bank as Indenture Trustee, for the year ended December 31, 2005. Management is responsible for the Bank's compliance with Article III, Section 3.9 of the Agreement, including the accuracy of the mathematical calculations of each amount set forth in the Monthly Servicer Certificates, delivered pursuant to Article III, Section 3.9, using the Bank's computer reports which were the source of such amounts. Our responsibility is to express an opinion on management's assertion about the Bank's compliance based on our examination.  Our examination was conducted in accordance with attestation standards established by the Public Company Accounting Oversight Board and, accordingly, included examining, on a test basis, evidence about the Bank's compliance with the aforementioned section of the Agreement 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 Bank's compliance with that section.  In our opinion, management's assertion that the Bank complied with the aforementioned section of the Agreement during the year ended December 31, 2005, is fairly stated, in all material respects.                                              /s/ ERNST & YOUNG LLP  February 17, 2006        Exhibit 99.4 Continued  [USAA Federal Savings Bank letterhead]                                Management Assertion  February 17, 2006  The management of USAA Federal Savings Bank (the "Bank") is responsible for the preparation of Monthly Servicer Certificates in compliance with Article III, Section 3.9 of the Sale and Servicing Agreement, dated as of June 1, 2005 (the "Agreement"), between USAA Federal Savings Bank, as Seller and Servicer, USAA Acceptance, LLC, as Depositor, and the USAA Auto Owner Trust 2005-2, as Issuer, with Wachovia Trust Company, National Association, as Owner Trustee, and JP Morgan Chase Bank, as Indenture Trustee. Management is also responsible for the accuracy of the mathematical calculations of each amount set forth in the Monthly Servicer Certificates, delivered pursuant to Article III, Section 3.9 of the Agreement, using the Bank's computer reports which were the source of such amounts.  Management has performed an evaluation of the Bank's compliance with Article III, Section 3.9 of the Agreement, including the accuracy of the related mathematical calculations, for the year ended December 31, 2005. Based on this evaluation, management believes that, for the year ended December 31, 2005, the Bank was materially in compliance with Article III, Section 3.9 of the Agreement, including the related mathematical calculations.  /s/ EDWIN T. MCQUISTON - ---------------------------- Edwin T. McQuiston SVP - Corporate Finance        Exhibit 99.4 Continued  [Ernst & Young, LLP letterhead]               Report of Independent Registered Public Accounting Firm  USAA Federal Savings Bank Wachovia Trust Company, National Association JPMorgan Chase Bank  We have examined management's assertion, included in the accompanying Management Assertion, that USAA Federal Savings Bank "the Bank" complied with the servicing requirements in Article III, Sections 3.1, 3.2, 3.3, 3.4, 3.5, and 3.14 of the Sale and Servicing Agreement, dated as of June 1, 2005 "the Agreement," between USAA Federal Savings Bank as Seller and Servicer, and the USAA Auto Owner Trust 2005-2 as Issuer, with Wachovia Trust Company, National Association, as Owner Trustee, and JPMorgan Chase Bank as Indenture Trustee, for the year ended December 31, 2005. Management is responsible for the Bank's compliance with those requirements. Our responsibility is to express an opinion on management's assertion about the Bank's compliance based on our examination.  Our examination was conducted in accordance with attestation standards established by the Public Company Accounting Oversight Board and, accordingly, included examining, on a test basis, evidence about the Bank's compliance with the aforementioned sections of the Agreement 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 Bank's compliance with those sections.  In our opinion, management's assertion that the Bank complied with the aforementioned sections of the Agreement during the year ended December 31, 2005, is fairly stated, in all material respects.                                              ERNST & YOUNG LLP  February 17, 2006        Exhibit 99.4 Continued  [USAA Federal Savings Bank letterhead]                                Management Assertion  February 17, 2006  The management of USAA Federal Savings Bank (the "Bank") is responsible for complying with the servicing requirements of Article III, Sections 3.1, 3.2, 3.3, 3.4, 3.5, and 3.14 of the Sale and Servicing Agreement, dated as of June 1, 2005 (the "Agreement"), between USAA Federal Savings Bank, as Seller and Servicer, USAA Acceptance, LLC, as Depositor, and the USAA Auto Owner Trust 2005-2, as Issuer, with Wachovia Trust Company, National Association, as Owner Trustee, and JP Morgan Chase Bank, as Indenture Trustee.  Management has performed an evaluation of the Bank's compliance with the aforementioned sections of the Agreement for the year ended December 31, 2005. Based on this evaluation, management believes that, for the year ended December 31, 2005, the Bank was materially in compliance with the aforementioned sections of the Agreement.  /s/ MICHAEL A. LUBY - --------------------------------- Michael A. Luby President and CEO  /s/ FRITZ D. BOHNE - --------------------------------- Fritz D. Bohne VP Senior Financial Officer    -----END PRIVACY-ENHANCED MESSAGE-----