UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
[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
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 333-08687-01
AMRESCO Residential Securities Corporation Mortgage Loan Trust 1996-5
(Exact name of registrant as specified in its charter)
New York 133-925-682
(State of other jurisdiction
of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o The Chase Manhattan Bank-
ASPG
450 West 33rd Street, 10th 10001
Floor (Zip Code)
New York, New York
(Address of principal executive offices)
Registrant's telephone number, including area code: (909) 605-7600
Securities registered pursuant to Section 12(b) of the Act:
None None
(Title of each class) (Name of each exchange on which registered)
Securities registered pursuant to Section 12 (g) of the Act:
None
(Title of class)
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 ]
State the aggregate market value of the voting stock held by
non-affiliates of registrant. The aggregate market value shall
be computed by reference to the price at which the stock was
sold, or the average bid and asked prices of such stock, as of
specified date within 60 days prior to the date of filing: Not
Applicable
Documents Incorporated by Reference
The Form 8-K dated December 18, 1996 is incorporated by reference
in Part IV.
PART I
ITEM 1 - BUSINESS
Not Applicable.
ITEM 2 - PROPERTIES
Not Applicable.
ITEM 3 - LEGAL PROCEEDINGS
AMRESCO Residential Securities Corporation (the "Depositor")
is not aware of any material pending legal proceedings involving
either the AMRESCO Residential Securities Corporation Mortgage
Loan Trust 1996-5 (the "Trust") established pursuant to the
Pooling and Servicing Agreement dated December 1, 1996, among the
Depositor, AMRESCO Residential Mortgage Corporation in its
capacity as seller, Advanta Mortgage Corp. USA and Option One
Mortgage Corporation as the servicers (the "Servicers"), and The
Chase Manhattan Bank, a New York banking corporation, in its
capacity as trustee.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter has been submitted to a vote of the holders of
beneficial interests in the Trust through the solicitation of
proxies or otherwise.
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS
To the best knowledge of the Depositor, there is no
established public trading market for any beneficial interests in
the Trust.
All of the Class A-1, A-2, A-3, A-4, A-5, A-6, A-7, and A-8
Certificates issued by the Trust are held by the Depository Trust
Company ("DTC") which in turn maintains records of holders of
beneficial interests in such Certificates. Based on information
obtained from the DTC as of March 17, 1997, there was 1 holder of
the Class A-1 Certificates, 12 holders of the Class A-2
Certificates, 2 holders of the Class A-3 Certificates, 1 holder
of the Class A-4 Certificates, 2 holders of the Class A-5
Certificates, 6 holders of the Class A-6 Certificates, 5 holders
of the Class A-7 Certificates, and 6 holders of the Class A-8
Certificates.
ITEM 6 - SELECTED FINANCIAL DATA
Not applicable.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Not applicable.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
In addition to the information included in the Annual
Compilation of Monthly Trustee's Statements attached as Exhibit
99.3 hereto, the gross servicing compensation paid to the
Servicers for the year ended December 31, 1996 was $231,777.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
There were no changes of accountants or disagreements on
accounting or financial disclosures between the Issuer and its
accountants.
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Not applicable.
ITEM 11 - EXECUTIVE COMPENSATION
Not applicable.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The following table sets forth (i) the name and address of
each entity owning more than 5% of the outstanding principal
amount of each Class of Class A Certificates of the Trust; (ii)
the principal amount of the Class of Certificates owned by each
and (iii) the percent that the principal amount of the Class of
Certificates owned by such entity represents of the outstanding
principal amount of such Class of Certificates. The information
set forth in the table for the Class A Certificates is based upon
information obtained from the DTC and represents ownership of
beneficial interest in the Certificates held by the DTC. The
Depositor is not aware of any Schedules 13D or 13G's filed with
the Securities and Exchange Commission in respect of the
Certificates.
Amount Owned
(All Dollar Amounts Are
in Thousands)
Name and Address Class Principal Percent
Chase Manhattan Bank/Chemical A-1 42,200,000 100.0%
Auto Settle Department
4 New York Plaza, 4th Floor
New York, NY 10081
Bankers Trust Company A-2 2,925,000 10.1%
c/o BT Services Tennessee Inc.
Pension Trust Services
648 Grassmere Park Drive
Nashville, TN 37211
Northern Trust Company A-2 8,200,000 28.3%
801 S. Canal C-In
Chicago, IL 60607
PCN National Association A-2 5,250,000 18.1%
1835 Market Street
11 Penn Center, 15th Floor
Philadelphia, PA 19103
First Bank, N.A. A-2 7,750,000 26.7%
c/o ICE Proxy Services
71 Executive Blvd.
Farmingdale, NY 11735
Chase Manhattan Bank/Chemical A-3 10,000,000 60.6%
Auto Settle Department
4 New York Plaza, 4th Floor
New York, NY 10004
UMB Bank, N.A. A-3 6,500,000 39.4%
P.O. Box 419260
Kansas City, MO 64141
Chase Manhattan Bank/Chemical A-4 17,000,000 100%
Auto Settle Department
4 New York Plaza, 4th Floor
New York, NY 10004
Amount Owned
(All Dollar Amounts Are
in Thousands)
Name and Address Class Principal Percent
Bank of New York (The) A-5 13,000,000 86.7%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Chase Manhattan Bank/Chemical A-5 2,000,000 13.3%
Auto Settle Department
4 New York Plaza, 4th Floor
New York, NY 10004
Bank of New York (The) A-6 1,000,000 6.3%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Bankers Trust Company A-6 2,355,000 14.8%
C/O BT Services Tennessee Inc.
Pension Trust Services
648 Grassmere Park Road
Nashville, TN 37211
Investors Bank & Trust/ A-6 2,395,000 15.1%
M. F. Custody
89 South Street, 6th Floor
Corp. Action Department
Boston, MA 02111
Northern Trust Company A-6 7,000,000 44.0%
801 S. Canal C-In
Chicago, IL 60607
Prudential Securities Incorporated A-6 2,900,000 18.2%
111 8th Avenue, 4th Floor
New York, NY 10011
Bank of New York(The) A-7 3,000,000 20.8%
925 Patterson Plank Rd.
Secaucus, NJ 07094
Boatmen's Trust Company A-7 1,600,000 11.1%
100 N. Broadway
St. Louis, MO 63102
Amount Owned
(All Dollar Amounts Are
in Thousands)
Name and Address Class Principal Percent
Chase Manhattan Bank A-7 5,000,000 34.7%
Two Chase Manhattan Plaza,
5th Floor
New York, NY 10081
North Trust Company A-7 1,700,000 21.5%
801 S. Canal C-In
Chicago, IL 60607
Wachovia Bank North Carolina A-7 3,100,000 11.9%
100 N. Main Street, NC 37121
Winston-Salem, NC 27150
Chase Manhattan Bank A-8 494,500,000 89.9%
Two Chase Manhattan Plaza,
5th Floor
New York, NY 10081
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
[None]
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) The following documents are filed as part of this report:
1. Financial Statements:
Not applicable.
2. Financial Statement Schedules:
Not applicable.
3. Exhibits:
Exhibit No. Description
99.1(a) Statement of Compliance of the
Servicer. - Advanta
99.1(b) Statement of Compliance of the
Servicer. - Option One
99.2(a) Annual Report of Independent Accountants with
respect to the Servicer's overall
servicing operations. - Arthur Andersen LLP
99.2(b) Annual Report of Independent Accountants with
respect to the Servicer's overall
servicing operations. - KPMG Peat Marwick LLP
99.3 Annual compilation of Monthly Trustee's
Statement filed as an exhibit to the Form 8-K
dated December 18, 1996 is incorporated herein
by reference.
(b) Reports on Form 8-K.
Reports on Form 8-K have been filed by the Issuer during the
last quarter of the period covered by this report.
Items Reported/Financial
Date of Reports on Statements Filed
Form 8-K
December 18, 1996 Trustee's Monthly Report for the
December 1996 Monthly Period.
SIGNATURES
Pursuant to the requirements of Section 13 and 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.
AMRESCO RESIDENTIAL SECURITIES CORPORATION
on behalf of AMRESCO Residential Securities Corporation
Mortgage Loan Trust 1996-5
By: /s/ Ronald B. Kirkland
Name: Ronald B. Kirkland
Title: Vice President and Chief Accounting
Officer
Date: March 26, 1997
INDEX TO EXHIBITS
Item 14(C)
Exhibit No. Description
99.1(a) Statement of Compliance of the
Servicer. - Advanta
99.1(b) Statement of Compliance of the
Servicer. - Option One
99.2(a) Annual Report of Independent
Accountants with respect to
the Servicer's overall
servicing operations. - Arthur
Andersen LLP
99.2(b) Annual Report of Independent
Accountants with respect to
the Servicer's overall
servicing operations. - KPMG
Peat Marwick LLP
99.3 Annual compilation of Monthly
Trustee's Statement filed as
an exhibit to the Form 8-K
dated December 18, 1996 is
incorporated herein by
reference.
Exhibit 99.1(a)
ADVANTA Advanta Mortgage
Suite 400
Fort Washington, PA 19034
215-283-4200
Report of Management on Compliance with Minimum Servicing Standards
As of and for the year ended December 31, 1995, Advanta Mortgage
Corp. USA 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 the same period, Advanta Mortgage Corp.
USA had in effect fidelity bond coverage in the amount of $10
million and mortgage contingent liability protection coverage in
the amount of $2 million.
\s\ William P. Garland \s\ James L. Shreero
William P. Garland James L. Shreero
Senior Vice President Vice President
Loan Servicing Finance and Accounting
Exhibit 99.1(b)
OPTION
ONE
MORTGAGE CORPORATION
As of and for the year ended December 31, 1996, Option One
Mortgage 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 (USAP). As of and for this same period, Option
One Mortgage Corporation had in effect a fidelity bond and errors
and omissions policy in the amount of $50 Million.
\s\ Robert E. Dubrish 12/15/97 \s\ William L. O'Neill 02/15/97
Robert E. Dubrish William L. O'Neill
Chief Executive Officer Chief Financial Officer
\s\ Jill Bright 2/15/97
Jill Bright
Controller
Exhibit 99.2 (a)
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Advanta Mortgage Corp. USA:
We have examined management's assertion about Advanta Mortgage
Corp. USA'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, 1995 included in the
accompanying management assertion. Management is responsible for
Advanta Mortgage Corp. USA'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
Advanta Mortgage Corp. USA'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
Advanta Mortgage Corp. USA'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 Advanta
Mortgage Corp. USA's compliance with the minimum servicing
standards.
In our opinion, management's assertion that Advanta Mortgage
Corp. USA complied with the aforementioned minimum servicing
standards as of and for the year ended December 31, 1995 is
fairly stated, in all material respects.
\s\ Arthur Andersen
Philadelphia, PA
January 22, 1996
Exhibit 99.2 (b)
KPMG Peat Marwick LLP
Center Tower
650 Town Center Drive
Costa Mesa, CA 92626
INDEPENDENT ACCOUNTANT'S REPORT
A. The Board of Directors
Option One Mortgage Corporation:
We have examined management's assertion about Option One Mortgage
Corporation's (the Company) 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.
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 Option One Mortgage
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.
\s\ KPMG Peat Marwick LLP
February 18, 1997
