SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(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, 1997
OR
/ /TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File No.:333-02209-12
Norwest Asset Securities Corporation,
Mortgage Pass-Through Certificates, Series 1997-01 Trust
(Exact name of registrant as specified in its charter)
NY 52-2016580 52-2016581
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
c/o Norwest Bank Minnesota, N.A.
7485 New Horizon Way
Frederick, Maryland 21703
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (301) 696-7900
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__
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K (Section 229.405 of this chapter) 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.
Not Applicable
State the aggregate market value of the voting stock held by non-
affiliates of the 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 a specified date within
60 days prior to the date of filing. (See definition of affiliate in
Rule 405.)
Not Applicable
Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of the latest practicable date.
Not Applicable
PART I
Item 1. Business.
Omitted
Item 2. Properties.
See Item 14(a), Exhibits 99.1, 99.2, and 99.3, for information
provided in lieu of information required by Item 102 of
Regulation S-K.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings
involving the trusts created under the Pooling and Servicing
Agreement (the "Trusts"), the Trustee, the Servicer or the
registrant with respect to the Trusts other than routine
litigation incidental to the duties of the respective parties.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters. (Subsection references herein refer to
Section 201 of Regulation S-K.)
(a) No established public trading market for the Certificates
exists.
(b) As of December 31, 1997, the number of holders of the
publicly offered Certificates was 33.
(c) Omitted.
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Omitted.
Item 8. Financial Statements and Supplementary Data.
See Item 14(a), Exhibits 99.1, 99.2, and 99.3, for information
provided in lieu of information required by Item 102 of
Regulation S-K.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.
None.
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.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) Exhibits
99.1 Annual Independent Accountants' Servicing Reports
concerning servicing activities for the year ended
December 31, 1997.
(a) Citicorp Mortgage, Inc., as Servicer <F1>
(b) Country Wide Funding, as Servicer <F1>
(c) First Bank National Association, as Servicer <F1>
(d) First Union Mtg. Corp., as Servicer <F1>
(e) Homeside Lending, Inc. (FL), as Servicer <F1>
(f) National City Mortgage Co., as Servicer <F1>
(g) Norwest Mortgage, Inc., as Servicer <F1>
(h) Sun Trust Mortgage, Inc., as Servicer <F1>
99.2 Report of Management as to Compliance with Minimum
Servicing Standards for the year ended December 31, 1997.
(a) Citicorp Mortgage, Inc., as Servicer <F1>
(b) Country Wide Funding, as Servicer <F1>
(c) First Bank National Association, as Servicer <F1>
(d) First Union Mtg. Corp., as Servicer <F1>
(e) Homeside Lending, Inc. (FL), as Servicer <F1>
(f) National City Mortgage Co., as Servicer <F1>
(g) Norwest Mortgage, Inc., as Servicer <F1>
(h) Sun Trust Mortgage, Inc., as Servicer <F1>
99.3 Annual Statements of Compliance under the Pooling and
Servicing Agreements for the year ended December 31, 1997.
(a) Citicorp Mortgage, Inc., as Servicer <F1>
(b) Country Wide Funding, as Servicer <F1>
(c) First Bank National Association, as Servicer <F1>
(d) First Union Mtg. Corp., as Servicer <F1>
(e) Homeside Lending, Inc. (FL), as Servicer <F1>
(f) National City Mortgage Co., as Servicer <F1>
(g) Norwest Mortgage, Inc., as Servicer <F1>
(h) Sun Trust Mortgage, Inc., as Servicer <F1>
99.4 Aggregate Statement of Principal and Interest
Distributions to Certificate Holders.
(b) On October 24, 1997, a report on Form 8-K was filed in order to
provide the Pooling and Servicing Agreement for the Certificates.
On October 9, 1997, November 10, 1997, and December 9, 1997,
reports on Form 8-K were filed by the Company 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) Not applicable.
(d) Omitted.
<F1> 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 an amendment to this report on
Form 10-K/A to be filed within 30 days of the Reporting Person's receipt of
such document.
SIGNATURES
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:
Norwest Asset Securities Corporation,
Mortgage Pass-Through Certificates, Series 1997-01 Trust
Signed Norwest Bank Minnesota, N.A.
as Master Servicer
By: Sherri J. Sharps
By: /s/Sherri J. Sharps
Title: Vice President
Dated: March 20, 1998
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
(a)(1) No annual report is provided to the Certificateholders
other than with respect to aggregate principal and interest
distributions.
(a)(2) No proxy statement, form of proxy or other proxy
soliciting material has been sent to any Certificateholder with
respect to any annual or other meeting of Certificateholders.
<TABLE>
<CAPTION>
Schedule of Year-To-Date Principal and Interest Distributions
to
Certificate Holders
Ending
Class Interest Principal Losses Balance
<S> <C> <C> <C> <C>
A1 1494350.37 7448655.48 0.00 20765344.51
A2 1309403.37 0.00 0.00 21976000.00
A3 1656774.13 0.00 0.00 27806000.00
A4 1370343.37 0.00 0.00 21356000.00
A5 563617.15 0.00 0.00 0.00
A6 2675890.38 13945515.78 0.00 31888484.22
A7 790590.35 (790590.35) 0.00 12331590.35
A8 1274928.83 684001.73 0.00 18805998.27
ALR 114.55 0.00 0.00 25.00
APO 0.00 138696.22 0.00 1734465.81
AR 1.65 0.00 0.00 25.00
B1 121016.84 64925.77 0.00 1785074.23
B2 60508.43 32462.88 0.00 892537.12
B3 36305.06 19477.74 0.00 535522.27
B4 18185.23 9756.42 0.00 268243.59
B5 36321.44 14470.43 5016.09 535763.96
M 181590.69 97423.73 0.00 2678576.25
</TABLE>
