SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended
December 31, 1997
Commission file number: 333-3418
DELTA FUNDING CORPORATION
(as Seller and Servicer under the Pooling and Servicing
Agreement, dated as of February 28, 1997, providing for the
issuance of Home Equity Loan Asset-Backed Certificates,
Series 1997-1)
DELTA FUNDING CORPORATION
(Exact name of Registrant as specified in its Charter)
NEW YORK 11-2609517
(State or other jurisdiction (I.R.S. Employer
incorporation or organization) Identification Number)
1000 WOODBURY ROAD
WOODBURY, NEW YORK 11797
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(516) 364-8500
Securities registered pursuant to Section 12(b) of the Act:
NOT APPLICABLE.
Securities registered pursuant to Section 12(g) of the Act:
NOT APPLICABLE.
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 the Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of the Form
10-K or any amendment to this Form 10-K. [ ].
Aggregate market value of voting stock held by non-affiliates of the
Registrant as of December 31, 1997: NOT APPLICABLE.
Number of shares of common stock outstanding as of December 31, 1997: NOT
APPLICABLE.
DOCUMENTS INCORPORATED BY REFERENCE
Documents in Part I and Part IV incorporated herein by reference are as
follows:
Pooling and Servicing Agreement of Registrant dated as of February 28,
1997 (hereby incorporated herein by reference as part of the Registrant's
Current Report on Form 8-K filed with Securities and Exchange Commission
on March 25, 1997).
Documents in Part II and Part IV incorporated herein by reference are as
follows:
Monthly Report to Certificateholders as to distributions made on April
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on May
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on June
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on July
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on August
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on September
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on October
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on November
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on December
26, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on January
27, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on February
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on March
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
PART I
ITEM 1. Business.
The trust fund (the "Trust") created pursuant to a Pooling and Servicing
Agreement dated as of February 28, 1997 (the "Pooling and Servicing
Agreement") among Delta Funding Corporation, as seller and servicer
(the "Seller" and "Servicer") and Bankers Trust Company of California,
N.A., as trustee (the "Trustee").
The Home Equity Loan Asset-Backed Certificates, Series 1997-1 (the
"Certificates"), will consist of seven Classes (each, a "Class")
(collectively, the "Class A Certificates"), the Class S Certificates
(collectively with the Class A Certificates, the "Senior
Certificates"), and one or more Classes which are subordinated to the
Senior Certificates. Only the Class A Certificates are being offered
hereby. The Senior Certificates will have the benefit of an
irrevocable and unconditional certificate guaranty insurance policy
(the "Policy") issued by MBIA Insurance Corporation (the "Certificate
Insurer") pursuant to which the Certificate Insurer will guaranty
certain payments to the holders of Senior Certificates as described
in the Prospectus Supplement dated March 21, 1997.
Information with respect to the business of the Trust would not be
meaningful because the only "business" of the Trust is the collection on
the Mortgage Loans and distribution of payments on the Certificates to
Certificateholders. This information is accurately summarized in the
Monthly Reports to Certificateholders, which are filed on Form 8-K. There
is no additional relevant information to report in response to Item 101 of
Regulation S-K.
ITEM 2. Properties.
The Seller and Servicer owns no property. The Home Equity Loan
Asset-Backed Certificates, Series 1997-1, in the aggregate, represent the
beneficial ownership in a Trust consisting primarily of the Mortgage
Loans. The Trust will acquire title to real estate only upon default of
the mortgagors under the Mortgage Loan. Therefore, this item is
inapplicable.
ITEM 3. Legal Proceedings.
None.
ITEM 4. Submission of Matters to a Vote of Security Holders.
No matters were submitted to a vote of Certificateholders during the
fiscal year covered by this report.
PART II
ITEM 5. Market for Registrant's Common Equity and Related Stockholder
Matters.
The Home Equity Loan Asset-Backed Certificates, Series 1997-1 represent,
in the aggregate, the beneficial ownership in a trust fund consisting
primarily of the Mortgage Certificates. The Certificates are owned by
Certificateholders as trust beneficiaries. Strictly speaking, Registrant
has no "common equity," but for purposes of this Item only, Registrant's
Home Equity Loan Asset-Backed Certificates, Series 1997-1 are treated as
"common equity."
(a) Market Information. There is no established public trading market
for Registrant's Certificates. Registrant believes the Certificates are
traded primarily in intra-dealer markets and non-centralized inter-dealer
markets.
(b) Holders. The number of registered holders of all classes of
Certificates on December 31, 1997 was: [Participant listings for Cede &
Co, as a representative nominee for Class A-1, Class A-2, Class A-3,
Class A-4, Class A-5, Class A-6, Class A-7, and Class R-2 were
unavailable from The Depository Trust Company. Total number of registered
holders of all classes of Certificates will be reported on Form 10-K/A
once participant listings become available].
(c) Dividends. Not applicable. The information regarding dividends
required by sub-paragraph (c) of Item 201 of Regulation S-K is
inapplicable because the Trust does not pay dividends. However,
information as to distribution to Certificateholders is provided in the
Monthly Reports to Certificateholders for each month of the fiscal year
in which a distribution to Certificateholders was made.
ITEM 6. Selected Financial Data.
Not Applicable. Because of the limited activities of the Trust, the
Selected Financial Data required by Item 301 of Regulation S-K does not
add relevant information to that provided by the Monthly Reports to
Certificateholders, which are filed on a monthly basis on Form 8-K.
ITEM 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Not Applicable. The information required by Item 303 of Regulation S-K is
inapplicable because the Trust does not have management per se, but rather
the Trust has a Trustee who causes the preparation of the Monthly Reports
to Certificateholders. The information provided by the Monthly Reports to
Certificateholders, which are filed on a monthly basis on Form 8-K, does
provide the relevant financial information regarding the financial status
of the Trust.
ITEM 8. Financial Statements and Supplementary Data.
Monthly Report to Certificateholders as to distributions made on April
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on May
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on June
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on July
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on August
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on September
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on October
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on November
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on December
26, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on January
27, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on February
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on March
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Annual Statement of Compliance by the Master Servicer is not currently
available and will be subsequently filed on Form 8.
Independent Accountant's Report on Servicer's will be subsequently filed
on Form 8.
ITEM 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
PART III
ITEM 10. Directors and Executive Officers of Registrant.
Not Applicable. The Trust does not have officers or directors.
Therefore, the information required by items 401 and 405 of Regulation S-K
are inapplicable.
ITEM 11. Executive Compensation.
Not Applicable. The Trust does not have officers or directors to whom
compensation needs to be paid. Therefore, the information required by
item 402 of regulation S-K is inapplicable.
ITEM 12. Security Ownership of Certain Beneficial Owners and Management.
(a) Security ownership of certain beneficial owners. Under the Pooling
and Servicing Agreement governing the Trust, the holders of the
Certificates generally do not have the right to vote and are prohibited
from taking part in management of the Trust. For purposes of this Item
and Item 13 only, however, the Certificateholders are treated as "voting
security" holders.
As of December 31, 1997, the following are the only persons known to the
Registrant to be the beneficial owners of more than 5% of any class of
voting securities: [Participant listings for Cede & Co , as a
representative nominee for Class A-1, Class A-2, Class A-3,
Class A-4, Class A-5, Class A-6, Class A-7, and Class R-2 were
unavailable from The Depository Trust Company. Total number of registered
holders of all classes of Certificates will be reported on Form 10-K/A
once participant listings become available].
(b) Security ownership of management. Not Applicable. The Trust does
not have any officers or directors. Therefore, the information required
by Item 403 of Regulation S-K is inapplicable.
(c) Changes in control. Not Applicable. Since Certificateholders do not
possess, directly or indirectly, the power to direct or cause the
direction of the management and policies of the Trust, other than in
respect to certain required consents regarding any amendments to the
Pooling and Servicing Agreement, the information requested with respect to
item 403 of Regulation S-K is inapplicable.
ITEM 13. Certain Relationships and Related Transactions.
(a) Transactions with management and others. Registrant knows of no
transaction or series of transactions during the fiscal year ended
December 31, 1997, or any currently proposed transaction or series of
transactions, in an amount exceeding $60,000 involving the Registrant in
which the Certificateholders identified in Item 12(a) had or will have a
direct or indirect material interest. There are no persons of the types
described in Item 404(a)(1),(2) and (4) of Regulation S-K, however, the
information required by Item 404(a)(3) of Regulation S-K is hereby
incorporated by reference in Item 12 herein.
(b) Certain business relationships. None.
(c) Indebtedness of management. Not Applicable. The Trust does not have
management consisting of any officers or directors. Therefore, the
information required by item 404 of Regulation S-K is inapplicable.
(d) Transactions with promoters. Not Applicable. The Trust does not use
promoters. Therefore, the information required by item 404 of Regulation
S-K is inapplicable.
PART IV
ITEM 14. Exhibits, Financial Statement Schedules, and Reports on Form
8-K.
(a) The following is a list of documents filed as part of this report:
EXHIBITS
Monthly Report to Certificateholders as to distributions made on April
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on May
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on June
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on July
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on August
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on September
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on October
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on November
25, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on December
26, 1997, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on January
27, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on February
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Monthly Report to Certificateholders as to distributions made on March
25, 1998, and filed with the Securities and Exchange Commission on Form
8-K on March 30, 1998.
Annual Statement of Compliance by the Master Servicer is not currently
available and will be subsequently filed on Form 8.
Independent Accountant's Report on Servicer's servicing activities is not
currently available and will be subsequently filed on Form 8.
(b) The following Reports on Form 8-K were filed during the last quarter
of the period covered by this Report:
Monthly Report to Certificateholders as to distributions made on January
27, 1998 filed with the Securities and Exchange Commission on Form 8-K on
March 30, 1998.
Monthly Report to Certificateholders as to distributions made on February
25, 1998 filed with the Securities and Exchange Commission on Form 8-K on
March 30, 1998.
Monthly Report to Certificateholders as to distributions made on March
25, 1998 filed with the Securities and Exchange Commission on Form 8-K on
March 30, 1998.
(c) The exhibits required to be filed by Registrant pursuant to Item
601 of Regulation S-K are listed above and in the Exhibit Index that
immediately follows the signature page hereof.
(d) Not Applicable. The Trust does not have any subsidiaries or
affiliates. Therefore, no financial statements are filed with respect
to subsidiaries or affiliates.
Supplemental information to be furnished with reports filed pursuant to
Section 15(d) by registrants which have not registered securities
pursuant to Section 12 of the Act.
No annual report, proxy statement, form of proxy or other soliciting
material has been sent to Certificateholders, and the Registrant does not
contemplate sending any such materials subsequent to the filing of this
report.
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.
By: Bankers Trust Company of California, N.A.
not in its individual capacity but solely
as a duly authorized agent of the
Registrant pursuant to the Pooling and
Servicing Agreement, dated as of February
28, 1997.
By: /s/Judy L. Gomez
Judy L. Gomez
Assistant Vice President
Date: March 30, 1998
EXHIBIT INDEX
Exhibit Document
1.1 Monthly Report to Certificateholders as to distributions made on
April 25, 1997, and filed with the Securities and Exchange Commission
on Form 8-K on March 30, 1998.
1.2 Monthly Report to Certificateholders as to distributions made on May
25, 1997, and filed with the Securities and Exchange Commission on
Form 8-K on March 30, 1998.
1.3 Monthly Report to Certificateholders as to distributions made on
June 25, 1997, and filed with the Securities and Exchange Commission
on Form 8-K on March 30, 1998.
1.4 Monthly Report to Certificateholders as to distributions made on
July 25, 1997, and filed with the Securities and Exchange Commission
on Form 8-K on March 30, 1998.
1.5 Monthly Report to Certificateholders as to distributions made on
August 25, 1997, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
1.6 Monthly Report to Certificateholders as to distributions made on
September 25, 1997, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
1.7 Monthly Report to Certificateholders as to distributions made on
October 25, 1997, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
1.8 Monthly Report to Certificateholders as to distributions made on
November 25, 1997, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
1.9 Monthly Report to Certificateholders as to distributions made on
December 26, 1997, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
2.0 Monthly Report to Certificateholders as to distributions made on
January 27, 1998, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
2.1 Monthly Report to Certificateholders as to distributions made on
February 25, 1998, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
2.2 Monthly Report to Certificateholders as to distributions made on
March 25, 1998, and filed with the Securities and Exchange
Commission on Form 8-K on March 30, 1998.
2.3 The Pooling and Servicing Agreement of the Registrant dated as of
February 28, 1997 (hereby incorporated herein by reference and filed
as part of the Registrant's Current Report on Form 8-K filed with
Securities and Exchange Commission on March 27, 1997).
