SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 1
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 333-03574-01
Morgan Stanley Capital I, Inc.,
Mortgage Pass-Through Certificates, Series 1996-1 Trust
(Exact name of registrant as specified in its charter)
New York (governing law of pooling and servicing agreement)
State or other jurisdiction of incorporation or organization)
52-1982286
(I.R.S. Employer Identification No.)
c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (410) 884-2000
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: NONE
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
This Amendment No. 1 on Form 10-K/A amends Item 14 of the original Annual Report
on Form 10-K (the "Original Form 10-K") filed on March 26, 1997, by Norwest Bank
Minnesota, N.A. (the "Reporting Person"), on behalf of Morgan Stanley Capital
I, Inc., Mortgage Pass-Through Certificates, Series 1996-1 (the "Trust"),
established pursuant to a Pooling and Servicing Agreement (the "Pooling and
Servicing Agreement") among Morgan Stanley Capital I, Inc., as Depositor,
(the "Depositor"), Norwest Mortgage, Inc., as Seller and Servicer, (the
"Seller" and "Servicer"), The Chase Manhattan Bank, N.A., as Trustee (the
"Trustee") and Norwest Bank Minnesota, N.A., as Securities Administrator,
(the "Securities Administrator"), pursuant to which the Morgan Stanley Capital
I, Inc., Mortgage Pass-Through Certificates, Series 1996-1, certificates
registered under the Securities Act of 1933 (the "Certificates") were issued.
Item 14 of the Original Form 10-K is amended to read in its entirety as follows:
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Exhibits
99.1 Annual Report of Independent Public Accountants' as to master
servicing activities or servicing activities as applicable:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F2>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
99.2 Management Assertion Letter:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F2>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F1>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
(b) On October 8, 1996, November 14, 1996, and December 13, 1996, a report
on Form 8-K was filed in order to provide the statements for the
monthly distributions to holders of the Certificates. No other reports
on Form 8-K have been filed during the last quarter of the period
covered by this report.
(c) Omitted.
(d) Omitted.
<F1> Filed herewith.
<F2> Such document (i) is not filed herewith since such document was not
received by the Reporting Person at least three business days prior to the due
date of this report; and (ii) will be included in a further amendment
to the Original Form 10-K to be filed within 30 days of the Reporting Person's
receipt of such document.
SIGNATURE
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:
Morgan Stanley Capital I, Inc.,
Mortgage Pass-Through Certificates, Series 1996-1
By: Norwest Bank Minnesota, N.A.,
as Securities Administrator
By: /s/ Sherri J. Sharps
By: Sherri J. Sharps
Title: Vice President - Securities Administration Services
Dated: June 24, 1997
EXHIBIT INDEX
Exhibit No.
99.1 Annual Report of Independent Public Accountants' as to master
servicing activities or servicing activities as applicable:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F2>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
99.2 Management Assertion Letter:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F2>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) Chase Manhattan Mortgage Corporation, as Servicer<F1>
(b) HomeSide Lending, Inc., as Servicer<F1>
(c) NationsBanc Mortgage Corporation, as Servicer <F1>
(d) Norwest Mortgage, Inc., as Servicer <F1>
<F1> Filed herewith.
<F2> Such document (i) is not filed herewith since such document was not
received by the Reporting Person at least three business days prior to the due
date of this report; and (ii) will be included in a further amendment to the
Original Form 10-K to be filed within 30 days of the Reporting Person's receipt
of such document.
1177 Avenue of the Americas Telephone 212-596-7000
New York, NY 10036 Facsimile 212-596-8910
PRICE WATERHOUSE LLP (LOGO)
REPORT OF INDEPENDENT ACCOUNTANTS
March 28, 1997
To the Stockholder and Board of Directors
of Chase Manhattan Mortgage Corporation
We have examined management's assertion about Chase Manhattan Mortgage
Corporation's (the "Corporation") compliance with the minimum servicing
standards identified in the Mortgage Bankers Association of America's UNIFORM
SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP) as of and for the year
ended December 31, 1996 included in the accompanying management assertion (see
Exhibit 1). The Corporation performs loan subservicing functions for the
residential loan servicing portfolios of Chase Mortgage Services, Inc. and
Chemical Mortgage Company. Management is responsible for the Corporation's
compliance with the minimum servicing standards. Our responsibility is to
express an opinion on management's assertion about the entity'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, included
examining, on a test basis, evidence about the Corporation'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 Corporation's compliance with the minimum servicing
standards.
In our opinion, management's assertion that, except for instances of
noncompliance described in management's assertion, the Corporation complied with
the aforementioned minimum servicing standards as of and for the year ended
December 31, 1996 is fairly stated, in all material respects.
Instances of noncompliance which occurred during 1996 are more fully discussed
in management's assertion which is set forth in Exhibit I.
/s/ Price Waterhouse LLP
NationsBank Corporate Center Telephone 704 372 9923
Suite 5400
100 N. Tryon Street
Charlotte, NC 28202
PRICE WATERHOUSE LLP (LOGO)
REPORT OF INDEPENDENT ACCOUNTANTS
January 29, 1997
To the Board of Directors and Shareholder
of NationsBanc Mortgage Corporation
We have examined management's assertion about NationsBanc Mortgage Corporation's
compliance with the minimum servicing standards identified in the Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS (USAP) as of and for the year ended December 31, 1996, included in the
accompanying management assertion. Management is responsible for the Company's
compliance with those 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, included
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, management's assertion that the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 1996 is fairly stated, in all material respects.
/s/ Price Waterhouse LLP
KPMG Peat Marwick LLP
2500 Ruan Center
P.O. Box 772
Des Moines, IA 50303
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Norwest Mortgage, Inc.:
We have examined management's assertion about Norwest Mortgage Banking's
compliance with the minimum servicing standards identified in the Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS (USAP) as of and for the year ended December 31, 1996, included in the
accompanying management assertion. Management is responsible for Norwest
Mortgage Banking's compliance with those minimum servicing standards. Our
responsibility is to express an opinion on management's assertion about the
entity'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, included
examining, on a test basis, evidence about Norwest Mortgage Banking'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 Norwest Mortgage Banking's compliance with the minimum
servicing standards.
In our opinion, management's assertion that Norwest Mortgage Banking complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1996, is fairly stated, in all material respects.
/s/ KPMG Peat Marwick LLP
January 15, 1997
Member Firm of
KPMG International
(logo) CHASE
EXHIBIT I
MANAGEMENT'S ASSERTION
As of and for the year ended December 31, 1996, except as specifically noted
below, Chase Manhattan Mortgage Corporation ("CMMC"), Chase Mortgage Services
incorporated ("CMSI") and Chemical MORTGAGE Company ("CMC") and their
subsidiaries (collectively, the "Group") has complied in all material respects,
with the minimum servicing standards (the "Standard(s)") set forth in the
Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS (USAP). During the year ended December 31, 1996, certain
instances of non-compliance with the Standards occurred. Except as specifically
noted, the following instances of non-compliance have been remedied and
procedural enhancements have been implemented.
BANK ACCOUNTS
STANDARD: CUSTODIAL BANK ACCOUNTS AND RELATED BANK CLEARING ACCOUNTS
RECONCILIATION SHALL BE PREPARED WITHIN FORTY-FIVE (45) DAYS AFTER THE
CUTOFF DATE AND DOCUMENTED RECONCILING ITEMS SHALL BE RESOLVED FROM
THESE RECONCILIATIONS WITHIN NINETY (90) CALENDAR DAYS OF THEIR
ORIGINAL IDENTIFICATIOIN.
Certain of the Group's custodial accounts and related bank clearing
accounts were not consistently reconciled within 45 days during the
year. In addition, reconciling items documented on the reconciliations
were not always resolved within 90 days after identification. Weekly
management reviews have been initiated for the higher volume accounts
to ensure reconciliations are performed and reconciling items are
cleared in accordance with the Standards and new company policy.
Specific project plans have been placed in operation to ensure that the
population of reconciling items is worked and eventually cleared.
Additionally, work orders for technological enhancements to facilitate
the reconciliation process are being developed.
DISBURSEMENTS
STANDARD: UNISSUED CHECKS SHALL BE SAFEGUARDED SO AS TO PREVENT
UNAUTHORIZED ACCESS.
Controls surrounding the Corporation's safeguarding of unissued checks
were determined to be inadequate. There was limited accountability for
checks printed and issued, and multiple employees had system access to
reprint checks. In addition, blank checks for various disbursing
amounts do not have pre-printed serial numbers which would enable area
management to effectively track missing and voided checks. Management
has requested new checks with pre-printed serial numbers on them.
Additionally, management has placed into operation new scanners to be
installed on the Corporation's check printers, which will enable
management to print detailed reports on check printing, handling and
reconciliation via the printer account logs.
(logo) CHASE
MORTGAGOR LOAN ACCOUNTING
STANDARD: ESCROWS ACCOUNTS SHALL BE ANALYZED, IN ACCORDANCE WITH THE
MORTGAGOR'S LOAN DOCUMENTS, AT LEAST ON AN ANNUAL BASIS.
During 1996, there were instances in which an escrow analysis was not
performed on certain loans within the required 12-month cycle. These
exceptions were primarily attributed to missing tax or insurance
details required by area management to effectively perform an escrow
analysis. Management is currently utilizing tracking worksheets to
accelerate the information gathering, process and is investigate system
upgrades to enable it to more efficiently perform the required escrow
analyses within the established timeframe.
Management believes it has taken definitive actions and implemented controls and
procedures to address and correct the instances of noncompliance which occurred
during 1996.
As of and for the year ended December 31, 1996, the Corporation had in effect
fidelity bond and errors and omissions policies in the amounts of $200,000,000
and $25,000,000, respectively.
/s/ Thomas Jacob 3-25-97
Thomas Jacob Date
Chief Executive Officer
/s/ Steve Rotella 3-24-97
Steve Rotella Date
Executive Vice President
/s/ Glenn Mouridy 3-25-97
Glenn Mouridy Date
Executive Vice President
Chief Financial Officer
/s/ Lucy Gambino 3-24-97
Lucy Gambino Date
Asisstant Vice President - Risk Management
NATIONSBANC Mortgage Corporation
PO Box 35140
Louisville, KY 40232-5140
NationsBank
MANAGEMENT'S ASSERTION CONCERNING COMPLIANCE
WITH THE USAP MINIMUM SERVICING STANDARDS
January 29, 1997
As of and for the year ended December 31, 1996, NationsBanc Mortgage Corporation
(the "Company"), a wholly-owned subsidiary of NationsBank of Texas, N.A., 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. As of and for this same period, the Company
maintained fidelity bond coverage and mortgage servicing errors and omissions
coverage of $149,500,000 and $105,000,000, respectively.
/s/ Andrew D. Woodward, Jr. /s/ J. Mark Hanson
Andrew D. Woodward, Jr. J. Mark Hanson
President Senior Vice President
Servicing Director
/s/ Denise C. Sawyer /s/ H. Randall Chestnut
Denise C. Sawyer H. Randall Chestnut
Executive Vice President Senior Vice President
Chief Financial Officer Servicing Director
/s/ Gary K. Bettin
Gary K. Bettin
Senior Vice President
Director of Mortgage Operations
A subsidiary of NationsBank Corporation
(logo) NORWEST MORTGAGE Norwest Mortgage, Inc.
Home Campus
Des Moines, IA 50328
515/221-7300
Management Assertion
As of and for the period ended December 31, 1996, Norwest Mortgage Banking 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. As of and for this same period, Norwest Mortgage
Banking had in effect a fidelity bond and errors and omissions policy in the
amount of $20 Million.
/s/ Mark Oman January 15, 1997
Mark Oman, President and CEO Date
/s/ Alta Jones January 15, 1997
Alta Jones, Senior Vice President & CFO Date
/s/ Cara Heiden January 15, 1997
Cara Heiden, Executive Vice President, Loan Admin. Date
NMFL #0820H 5/96
(logo) CHASE
CHASE MANHATTAN MORTGAGE CORPORATION
200 Old Wilson Bridge Road
Worthington, OH 43085-8500
1-800-848-9136 Customer Service
1-800-582-0542 TDD / Text Telephone
Ms Kristen Cronin
Norwest Bank Minnesota, N. A.
Attn: Master Servicing Department
11000 Broken Land Parkway
Columbia, MD 21044
RE: ANNUAL CERTIFICATION
Dear Ms Cronin:
Pursuant to the servicing agreement, the undersigned Officer certifies to the
following:
a) All hazard (or mortgage impairment, if applicable) flood or other
casualty insurance and primary mortgage guaranty insurance premiums,
taxes, ground rents, assessments and other changes have been paid by/in
connection with the Mortgaged Properties;
b) All property inspections have been completed;
c) Compliance relative to Adjustable Rate Mortgages have been met;
d) Compliance with IRS Foreclosure reporting regulations enacted as
IRS Section 6060J by the Deficit Reduction Act, regarding Acquired
and/or Abandonment property have been completed;
e) All loans CMMC services in state that have statutes requiring
payment of interest on escrow/impound accounts have been completed;
f) That such officer has confirmed that the Fidelity Bond, the Errors and
Omissions Insurance Policy, and any other bonds required under the
terms of the Servicing Agreement are in full force and effect.
g) Enclosed is a copy of our most recent independent audit statement.
CERTIFIED BY: /s/ Lucy P. Gambino DATE: March 28, 1997
Lucy P. Gambino
Assistant Vice President
Chase Manhattan Mortgage Corporation
200 Old Wilson Bridge Road
Worthington, OH 43085
S:/rishare/offcert.doc
(logo) HOMESIDE
LENDING, INC.
March 26, 1997
Ms. Tracey A. Waldman
Servicer Compliance Supervisor
Norwest Bank Minnesota, N.A.
I 1000 Broken Land Parkway
Columbia, MD 21044-3562
Re: Officer's Certificate
Calendar Year Ending December 31, 1996
Dear Ms. Waldman:
As an officer of HomeSide Lending, Inc. (HomeSide), I certify to the best of my
knowledge on behalf of the loans HomeSide services for Norwest Bank Minnesota,
N.A. as to the following:
1. I have reviewed the activities and performance of HomeSide during the
preceding fiscal year under the terms of the Servicing Agreement and to the
best of this officer's knowledge, HomeSide has fulfilled all of its duties,
responsibilities or obligations under this Agreement throughout such year;
2. I have confirmed that HomeSide is currently an approved FNMA or FHLMC
Servicer in good standing;
3. I have confirmed that the fidelity bond and errors and omissions insurance
policy required under the Servicing Agreement is in full force and effect;
4. All premiums for each hazard insurance policy, flood insurance policy (if
applicable) and PMI policy (if applicable), with respect to each mortgaged
property, have been paid and that all such insurance policies are in full
force and effect;
5. All real estate taxes, governmental assessments and other expenses accrued
and due, that if not paid could result in a lien or encumbrance on any
mortgaged property, have been paid;
6. All custodial accounts have been reconciled and are properly funded; and
Post Office BOX 44090, Jacksonville, FL 32231-4090 904-281-3000
(logo)
Equal Housing
Lender
(logo) HOMESIDE
LENDING, INC.
7. All annual reports of Foreclosure and Abandonment of Mortgage Property
required per Section 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
HomeSide has recently renewed its errors and omissions and fidelity bond
coverage. An Evidence of Insurance form will be sent to the attention of Ms.
Kimberly Ferrel within ten days. You have previously been advised of our change
of fiscal year end to the twelve month period ending the last day of February.
The audited financial statements with accompanying audit letters will be sent
within 90 days of our new fiscal year end, also to the attention of Ms. Ferrel.
Finally, enclosed is the completed Servicer Information form as supplied by you.
Should you have any questions please contact Lynda M. Pohwat at (904)281-4705.
Sincerely,
/s/ Terry Salazar
Terry Salazar
Vice President
lp
enc.
ANNUAL OFFICER CERTIFICATION
In accordance with the Servicing Agreement, I, the undersigned, hereby certify
as to each Mortgage Loan being serviced by NationsBanc Mortgage Corporation, the
following:
1. I am a duly authorized officer of NationsBanc Mortgage Corporation and am
empowered and authorized to issue this Annual Certification.
2. All taxes, ground rents and assessments for the Mortgages covered herein
have been paid.
3. All insurance premiums for flood or other casualty insurance; and FHA
premiums or Private Mortgage premiums on conventional loans have been
paid, and such are in full force.
4. Interest is being paid on escrow in accordance to any laws, regulations,
or contracts that require payment of interest on mortgagors' escrow
deposit accounts.
5. Analysis has been made to ensure sufficient moneys are being collected in
escrow year.
6. All required interest rate and/or monthly payment adjustments for ARM
loans were made in accordance with the mortgage terms and that timely and
proper notice was provided to the mortgagors.
7. All FHA Section 221 mortgages that have reached the 20th anniversary of
their endorsement for mortgage insurance to determine their status and
that it has assigned those mortgages that are eligible for assignment
under HUD's special assignment procedures, or we will take steps to assure
that they are assigned within the required time frame.
8. We have reported all ninety day delinquencies, completed foreclosures,
accepted deed-in-lieu, and reinstated mortgages to the major credit
repositories in accordance with our reporting requirements.
9. Property inspections have been made where appropriate.
10. We have complied with the Internal Revenue Service's requirements for
reporting the receipt of $600 or more of interest payments (IRS 1098) from
a mortgagor, for filing statements for recipients of miscellaneous income
(IRS 1099-Misc) to report payments of fees to attorneys for handling
liquidation proceedings, and for filing notices of acquisition of
abandonment of secured property (IRS 1099-A) to report the acquisition of
property by foreclosure or acceptance of a deed-in-lieu or by a
mortgagor's abandonment of a property.
11. The Fidelity Bond and Errors and Omissions Coverage has been reviewed, all
required coverage is in existence and none of our principal officers have
been removed from coverage.
12. A viable contingency plan is in place to minimize financial loss and
disruptions of service to the institution and its customers, as required
by federal regulations.
I FURTHER CERTIFY:
A.To the best of my knowledge and upon reasonable investigation, the
servicing of the Mortgage Loans during the year of 1996 has been conducted
in compliance with the Agreement except for such exceptions as I am
setting forth below.
Exceptions (if any): None
B.A review of activities with respect to performance under the Agreement has
been made under my supervision and to the best of my knowledge, based on
such review, no default exists as of 12/31/96 in the fulfillment of any
obligations under the Agreement other than the events of default, if any,
which I am listing below with the nature and status thereof
Events of Default (if any): None
NationsBanc Mortgage Corporation
/s/ J. Mark Hanson
J. Mark Hanson
Servicing Director - Kentucky
Sr. Vice President
NORWEST MORTGAGE, INC.
405 S.W. 5th 3treet
Des Moines, IA 50328
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Tracey Waldman
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 1996 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during
the preceding fiscal year under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer
Guide and to the best of these Officers' knowledge, the Servicer has
fulfilled all of its duties, responsibilities or obligations under these
Agreements throughout such year, or if there has been a default or
failure of the servicer to perform any of such duties, responsibilities
or obligations, a description of each default or failure and the nature
and status thereof has been reported to Norwest Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or
FHLMC servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions
Insurance Policy and any other bonds required under the terms of the
Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement
and/or Seller/Servicer Guide are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
(if applicable) and Primary Mortgage Insurance Policy (if applicable),
with respect to each Mortgaged Property, have been paid and that all
such insurance policies are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance
on any Mortgaged Property, have been paid, or if any such costs or
expenses have not been paid with respect to any Mortgaged Property, the
reason for the non-payment has been reported to Norwest Bank Minnesota,
N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
CERTIFIED By:
/s/ John B. Brown
Officer
Vice President
Title
3-18-97
Date