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.: 333-15473-01
Southern Pacific Secured Assets Corporation,
Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1996-4 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)
52-2011594
(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 Southern Pacific Secured
Assests Corporation, Mortgage Loan Asset-Backed Pass-Through Certificates,
Series 1996-4 Trust (the "Trust"), established pursuant to a Pooling and
Servicing Agreement (the "Pooling & Servicing Agreement") among Southern Pacific
Secured Assets Corp., as The Company, (the "Company"), Advanta Mortgage Corp.
USA, as Master Servicer, (the "Master Servicer"), and Norwest Bank Minnesota,
N.A., as Trustee, (the "Trustee"), pursuant to which the Southern Pacific
Secured Assests Corporation, Mortgage Loan Asset-Backed Pass-Through
Certificates, Series 1996-4 Trust, 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) Advanta Mortgage Corp. USA, as Servicer<F1>
99.2 Management Assertion Letter:
(a) Advanta Mortgage Corp. USA, as Servicer<F1>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) Advanta Mortgage Corp. USA, as Servicer<F1>
99.4 Aggregate Statement of Financial Information.
Monthly distributions to certificateholders commenced in January
1997. As of December 31, 1996, no information not already
disclosed in the Prospectus Supplement was available to be
included in this report on Form 10-K.
(b) No reports on Form 8-K were filed during last quarter of the period
covered by this report.
(c) Omitted.
(d) Omitted.
<F1> Filed herewith.
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:
Southern Pacific Secured Assests Corporation,
Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1996-4 Trust
By: Norwest Bank Minnesota, N.A.,
as Trustee
By: /s/ Sherri J. Sharps
By: Sherri J. Sharps
Title: Vice President
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) Advanta Mortgage Corp. USA, as Servicer<F1>
99.2 Management Assertion Letter:
(a) Advanta Mortgage Corp. USA, as Servicer<F1>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) Advanta Mortgage Corp. USA, as Servicer<F1>
<F1> Filed herewith.
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) and that Advanta Mortgage Corp. USA had in effect fidelity bond
coverage in the amount of $15 million and mortgage contingent liability
protection coverage in the amount of $2 million as of and for the year ended
December 31, 1996 included in the accompanying management assertion. Management
is responsible for Advanta Mortgage Corp. USA's compliance with those minimum
servicing standards and for maintaining fidelity bond and mortgage contingent
liability protection coverage policies. Our responsibility is to express an
opinion on management's assertion about the entity's compliance with the minimum
servicing standards and maintenance of fidelity bond and mortgage contingent
liability protection coverage policies 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 and that Advanta Mortgage
Corp. USA had in effect fidelity bond coverage in the amount of $15 million and
mortgage contingent liability protection coverage in the amount of $2 million as
of and for the year ended December 31, 1996 is fairly stated, in all material
respects.
/s/ Arthur Andersen LLP
Philadelphia, PA
January 21, 1997
ADVANTA Advanta
Mortgage
500 Office Center Drive
Suite 400
Fort Washington, PA 19034
215-263-4200
REPORT OF MANAGEMENT ON COMPLIANCE WITH MINIMUM SERVICING STANDARDS
As of and for the year ended December 31, 1996, Advanta Mortgage Corp. USA has
complied 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, Advanta Mortgage Corp. USA had in
effect fidelity bond coverage in the amount of $15 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 Officer Finance and Accounting
Advanta Mortgage is a Division of
Colonial National Bank USA
(Logo)
Equal Housing
Lender
QUALITY SERVICE IS OUR ADVANTage.
ADVANTA Advanta
Mortgage
P.O. Box 509011
San Diego, CA 92150-9011
March 27, 1997
16875 West Bernardo Drive
San Diego, CA 92127
(619) 674-1800
Norwest Bank Minnesota, N.A. (338)
Tim Knight
11000 Brokenland Parkway
Columbia, MD 21004-3562
RE: ANNUAL STATEMENT AS TO COMPLIANCE
Pursuant to that certain LOAN SERVICING AGREEMENT ("Agreement") dated as of
DECEMBER 1, 1996, Southern Pacific Trust 1996-4. , I, William P. Garland, hereby
certify that (I) a review of the activities of the Servicer during the preceding
year and the performance under this Agreement has been made under my
supervision, and (II) to the best of my knowledge, based on such review, the
Servicer has fulfilled all its obligations under this Agreement for such year.
Sincerely,
/s/ William P. Garland
William P. Garland
Sr. Vice President, Loan Service
WPG/cg
cc: Mr. James L. Shreero
Annette Aguirre, Esq.
Mr. Mark Casale