WEIL, GOTSHAL & MANGES LLP A LIMITED LIABILITY PARTNERSHIP INCLUDING PROFESSIONAL CORPORATIONS 767 FIFTH AVENUE NEW YORK, NY 10153 212-310-8000 (FAX) 212-310-8007 August 10, 2000Tax Counsel Opinion • August 11th, 2000 • Auto Nations Receivables Corp • Asset-backed securities
In so acting, we have examined originals or copies, certified or otherwise identified to our satisfaction, of (i) the Prospectus, (ii) the Notes, (iii) the Indenture, dated as of August 10, 2000, between the Trust and The Chase Manhattan Bank, as Indenture Trustee (the "Trustee"), (iv) the Insurance Agreement, dated as of August 10, 2000, among MBIA Insurance Corporation (the "Insurer"), AutoNation Financial Services Corp. ("FS"), AutoNation Receivables Corporation ("AutoNation"), the Trustee, The Bank of New York (Delaware), as owner trustee (the "Owner Trustee"), the Trustee and the Trust, (v) the Amended and Restated Owner Trust Agreement, dated as of August 10, 2000, between AutoNation and the Owner Trustee, (vi) the Sale and Servicing Agreement, dated as of August 10, 2000, by and among the Trust, AutoNation, FS and the Trustee, (vii) the Receivables Purchase Agreement, dated as of August 10, 2000, between FS and Autonation, and (viii) such corporate records, agreements, documents
