SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
CURRENT REPORT
ANNUAL REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 1996
Commission File No. 33-82746
NOMURA ASSET SECURITIES CORPORATION
(Exact name of registrant as specified in charter
documents)
Delaware 13-3672336
(State or other (IRS Employer
jurisdiction of Identification
organization) No.)
2 World Financial Center, Building B, 21st Floor,
New York, New York 10281-1198
(Address of principal executive offices)
Registrant's telephone number, including area code:
(212) 667-9300
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 to be filed under Section
13 or 15(d) of the Securities Exchange Act 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
Exhibit Index located on page 4.
<PAGE>
TABLE OF CONTENTS
Part I
Page No.
Item 1. Business 1
Item 2. Properties 1
Item 3. Legal Proceedings 1
Item 4. Submission of Matter to Vote of
Security Holders 1
Part II
Item 5. Market for Registrant's Common Equity
and Related Stockholder Matters 1
Item 6. Selected Financial Data 1
Item 7. Management's Discussion and Analysis
of Financial Condition and Results of Operations 1
Item 8. Financial Statements and Supplementary Data 1
Item 9. Changes in and Disagreements With
Accountants on Accounting and
Financial Disclosure 2
Part III
Item 10. Directors and Executive Officers of the Registrant 2
Item 11. Executive Compensation 2
Item 12. Security Ownership of Certain Beneficial
Owners and Management 2
Item 13. Certain Relationships and Related
Transactions 2
Part IV
Item 14. Exhibits, Financial Statement
Schedules, and Reports on Form 8-K 2
Signatures 3
Index to Exhibits 4
Exhibits 5
<PAGE>
Item 1. Business.
This Annual Report on Form 10-K relates to the Trust Fund formed, and
the Home Equity Loan Pass-Through Certificates Series 1995-2 issued,
pursuant to a Pooling and Servicing Agreement, dated as of December 1, 1995 (the
"Pooling and Servicing Agreement"), by and among Nomura Asset Securities
Corporation (the "Registrant"), as depositor, Advanta Mortgage Corp. U.S.A.
("Advanta") and PHH Mortgage Services Corporation ("PHH"), as servicers,
LaSalle National Bank, as trustee and ABN AMRO Bank N.V., as fiscal agent.
Pursuant to an Assumption Agreement between Advanta and Industry Mortgage
Company L.P. ("IMC") dated as of August 15, 1996, IMC assumed Advanta's
servicing obligations under the Pooling and Servicing Agreement.
Capitalized terms used herein and not defined herein have the same
meanings ascribed to such terms in the Pooling and Servicing Agreement.
Item 2. Properties.
Information not provided pursuant to Exemptive
Order.
Item 3. Legal Proceedings
There are no pending legal proceedings related
to the Nomura Asset Securities Corporation Home Equity Loan
Pass-Through Certificates, Series 1995-2 involving any of the
Trust Fund, Mortgage Pool, Trustee, either
Servicer or the Registrant, other than ordinary routine
litigation incidental to the Trustee's, any
custodian's, the Servicer's or the Registrant's duties
under the Pooling and Servicing Agreement.
Item 4. Submission of Matter to Vote of
Security-Holders.
For the fiscal year ended December 31, 1996, no
vote or consent of Certificateholders was
solicited for any purposes.
PART II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters.
(a) There is no established public trading
market for the Certificates.
(b) There were two registered holders of
record of the Certificates representing
an equity interest in the Trust as of
December 31, 1996.
(c) Not Applicable.
Item 6. Selected Financial Data.
Information not provided pursuant to Exemptive
Order.
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of
Operations.
Information not provided pursuant to Exemptive
Order.
Item 8. Financial Statements and Supplementary
Data.
Information not provided pursuant to Exemptive
Order.
<PAGE>
Item 9. Changes in and Disagreements With
Accountants on Accounting and Financial
Disclosure.
For the fiscal year ended December 31, 1996,
there were no changes in or disagreements with
accountants with respect to accounting and
financial disclosure.
PART III
Item 10. Directors and Executive Officers of the
Registrant.
Information not provided pursuant to Exemptive
Order.
Item 11. Executive Compensation.
Information not provided pursuant to
Exemptive Order.
Item 12. Security Ownership of Certain Beneficial
Owners and Management.
Information not provided pursuant to Exemptive
Order.
Item 13. Certain Relationships and Related
Transactions.
Information not provided pursuant to Exemptive
Order.
PART IV
Item 14. Exhibits, Financial Statement Schedules,
and Reports on Form 8-K.
(a)
Exhibits
(1) Annual Statement of Compliance of
Industry Mortgage Company L.P. 99.1
(2) Annual Statement of Compliance of
PHH Mortgage Services Corporation 99.2
(3) Annual Servicing Report of Industry
Mortgage Company L.P. 99.3
(4) Annual Servicing Report of PHH
Mortgage Services Corporation 99.4
(b) Current Reports on Form 8-K were
filed during the last quarter of the
period covered by this report on October
29, 1996, December 5, 1996 and January 2,
1997.
(c) Not Applicable.
(d) Information not provided pursuant to
Exemptive Order.
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH
REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT
BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES
PURSUANT TO SECTION 12 OF THE ACT.
No annual reports or proxy material have been
sent to Certificateholders.
<PAGE>
SIGNATURES
Pursuant to the requirements 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.
NOMURA ASSET SECURITIES CORPORATION
By: /s/ Helaine Fisher Hebble
Name: Helaine Fisher Hebble
Title: Vice President
Dated: March 31, 1997
Pursuant to the Exemptive Order, this report is not
required to be signed by a majority of the directors
of the Registrant or by any individuals other than
an authorized officer of the Registrant.
<PAGE>
INDEX OF EXHIBITS
Exhibit Description Page
2. Not Applicable.
3. (i) Not filed pursuant to Exemptive Order.
3 (ii) Not filed pursuant to Exemptive Order.
4. Not filed pursuant to Exemptive Order.
9. Not Applicable.
10. Not Applicable.
11. Not Applicable.
12. Not Applicable.
13. Not Applicable.
16. Not Applicable.
18. Not Applicable.
21. Not Applicable.
22. Not Applicable.
23. Not Applicable.
24. Not Applicable.
27. Not Applicable.
99.1 Annual Statement of Industry Mortgage
Company L.P. 5
99.2 Annual Statement of PHH Mortgage Services
Corporation 6
99.3 Annual Servicing Report of Industry
Mortgage Company L.P. 7
99.4 Annual Servicing Report of PHH Mortgage 8
Services Corporation
Exhibit 99.1
Annual Statement of Industry Mortgage Company L.P.
IMC MORTGAGE COMPANY
3450 Buschwood Park Drive, Suite 250
Tampa, FL 33618
(813) 932-2211
March 25, 1997
Asset-Backed Securities Trust Services Group
LaSalle National Bank
135 South LaSalle Street, Suite 200
Chicago, Illinois 60603
Nomura Asset Securities Corporation
Home Equity Loan Pass-Through Certificates
Series 1995-2
OFFICER'S CERTIFICATE
Pursuant to the requirements of that certain Pooling and
Servicing Agreement governing the referenced Trust, it is hereby
certified that (i) the undersigned has completed a review of the
Servicer's performance of its obligations under the PSA for the
current calendar year, (ii) to the best of the undersigned's
knowledge on the basis of that review the Servicer has fulfilled
all of its obligations under the PSA throughout such period,
(iii) to the best of the undersigned's knowledge, the
sub-servicer, if any, has fulfilled its obligations under its
sub-servicing agreement in all material respects, and (iv) no notice
has been received from any governmental agency or body which
would indicate a challenge or question as to the status of the
Trust's qualification as a REMIC under the Code.
Signed: /s/ Jeff Ault
By: Jeff Ault, Secretary
For: IMC Mortgage Company
Exhibit 99.2
Annual Statement of PHH Mortgage Services Corporation
PHH Mortgage Services
6000 Atrium Way
Mt. Laurel, NJ 08054
March 28, 1997
Jay Strauss
Nomura Securities
2 World Financial Center
New York, New York 10281
RE: Officer's Certificate
Nomura Securities
Dear Master Servicer:
The undersigned officer certifies the following for the 1996 calendar year:
a) I have reviewed the activities and performances of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Servicer Guide and to
the best of my knowledge, the Servicer has fulfilled all of its duties,
responsibilities or obligations under these Agreements throughout such
year;
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
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 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;
f) All Custodial Accounts have been reconciled and are properly funded; and
g) All annual reports of Foreclosure and Abandonment of Mortgaged Property
required per section 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified by:
/s/ Judith P. Kent
Judith P. Kent, Vice President
Exhibit 99.3
Annual Servicing Report of Industry Mortgage Company L.P.
COOPERS & LYBRAND
Report of Independent Accountants--Uniform Single Attestation Program
To the Board of Directors of
IMC Mortgage Company and Subsidiaries
We have examined the assertion by IMC Mortgage Company and Subsidiaries'
management about 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 IMC Mortgage Company and Subsidiaries' 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 Accounts and accordingly, included
examining, on a test basis, evidence about IMC Mortgage Company and
Subsidiaries' 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 IMC Mortgage Company and
Subsidiaries' compliance with the minimum servicing standards.
In our opinion, management's assertion that IMC Mortgage Company and
Subsidiaries 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/ Coopers & Lybrand L.L.P.
Tampa, Florida
February 21, 1997
As of and for the year ended December 31, 1996, IMC Mortgage Company and
Subsidiaries 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, IMC Mortgage Company and Subsidiaries had in effect a fidelity bond and
errors and omissions policy in the amount of $7,000,000.
/s/ Thomas G. Middleton
Thomas G. Middleton, President and
Chief Operating Officer
/s/ Stuart D. Marvin
Stuart D. Marvin, Chief Financial
Officer
Exhibit 99.4
Annual Servicing Report of PHH Mortgage Services Corporation
(Since PHH Mortgage Services Corporation's fiscal year ends April 30, the
following report is for the period ending April 30, 1996, the most recent such
report.)
KPMG Peat Marwick LLP
1600 Market Street
Philadelphia, PA 19103-7212
Independent Accountant's Report
The Board of Directors
PHH Mortgage Services Corporation:
We have examined management's assertion about PHH Mortgage Services
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 April 30, 1996 included in
the accompanying management assertion. Management is responsible for PHH
Mortgage Services Corporation'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 PHH Mortgage Services 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 of PHH Mortgage Services
Corporation's compliance with the minimum servicing standards.
In our opinion, management's assertion that PHH Mortgage Services Corporation
complied with the aforementioned minimum servicing standards as of and for the
year ended April 30, 1996 is fairly stated, in all material respects.
/s/ KPMG Peat Marwick LLP
May 15, 1996
