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 [FEE REQUIRED]
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]
For the transition period from________________to_______________.
Commission file number 333-21265
ADVANTA Home Equity Loan Trust 1997-3
New York 33-0776740
(State of other jurisdictio (IRS Employer
incorporation or organizat Identification No.)
c/o Bankers Trust Company
4 Albany Street
New York, NY 10015
Registrant's telephone number, including area code: (212) 250-2500
Securities registered pursuant to Section 12(b) of the Act.
Title of each class Name of each exchange on
which registered:
None None
Securities registered pursuant to Section 12(g) of the Act:
None
(Title of class)
Indicated 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 ($ 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. [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:
$839,518,157.38
Documents Incorporated by Reference: Not Applicable
PART 1
ITEM 1 - BUSINESS
The ADVANTA Home Equity Loan Trust 1997-3, (the "Trust" or "Issuer") is
a New York common law trust established as of September 1, 1997,
pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") between ADVANTA Mortgage Conduit Services, Inc. as spon-
sors (the "Sponsor") and ADVANTA Mortgage Corp. USA as Master Servicer
(the "Master Servicer") (together, the "Companies") and Bankers Trust
Company, acting thereunder not in its individual capacity but solely as
trustee (the "Trustee"). The Issuer's only purpose is the issuance of
$900,000,000.00 principal amount of ADVANTA Home Equity Loan Pass-
Through Certificates, Series 1997-3, Class A-1, Class A-2, Class A-3,
Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class
M-1, Class M-2, and Class B-1, (the "Certificates") and the subordinated
residual certificates pursuant to the Pooling and Servicing Agreement.
On September 18, 1997, the Sponsor sold $900,000,000.00 aggregate
principal amount of mortgage loans (the "Mortgage Loans"), to the Issuer in
in exchange for the Certificates, and sold the Certificates pursuant to a public
offering, the underwriting of which was co-managed by Lehman Brothers,
Bear Stearns & Co.Inc., J.P. Morgan & Co., Morgan Stanley Dean Witter,
and Prudential Securities Incorporated. The Mortgage Loans and the
distributions thereon, along with certain insurance proceeds, certain
proceeds obtained on foreclosure and any investment income
earned thereon, are the only significant assets of the Issuer. The Certificates
represent obligations solely of the Issuer. The Certificates were registered
under a Registration Statement (file no. 333-21265) on Form S-3
declared effective on March 10, 1997.
ITEM 2 - PROPERTIES
The Issuer neither owns nor leases any physical properties.
ITEM 3 - LEGAL PROCEEDINGS
The Master Servicer is not aware of any material pending legal proceedings
involving either the Issuer, the Trustee, the Sponsor or the Master Servicer
with respect to the Certificates or the Issuer's property.
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 Issuer through the solicitation of proxies or otherwise.
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED STOCK-
HOLDER MATTERS
The Trust is not an issuer of common stock in a corporation, although the
Certificates represent equity interest that has voting rights. The equity of
the Trust consists of the beneficial or ownership interest therein for which,
to the best knowledge of the Master Servicer, there is no established
public trading market.
As of March 4, 1998, there were approximately 4 holders of the Class A-1
Certificates, 17 holders of the Class A-2 Certificates, 12 holders of the Class
A-3 Certificates, 5 holders of the Class A-4 Certificates, 1 holder of the Class
A-5 Certificates, 1 holder of the Class A-6 Certificate, 13 holders of the Class
A-7 Certificates, 8 holders of the Class A-8 Certificates, 9 holders of the
Class A-9 Certificates, 1 holder of the Class A-IO Certificate, 3 holders of the
Class B-1 Certificates, 2 holders of the Class M-1 Certificates, and 3 holders
of the Class M-2 Certificates. The number of holders includes individual
participants in security position listings. As of December 26, 1997, 3
monthly distributions had been made to the holders of the Certificates.
ITEM 6 - SELECTED FINANCIAL DATA
Not applicable.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATION
On September 18, 1997, the Issuer issued $147,390,000.00 aggregate
principal amount of Class A-1 Certificates having a variable monthly rate,
and $68,375,000.00 aggregate principal amount of Class A-2 Certificates
having a pass-thru rate of 6.61% per annum, $37,587,000 aggregate
principal amount of Class A-3 Certificates having a pass-thu rate of 6.69% per
annum, $23,612,000 aggregate principal amount of Class A-4 Certificates
having a pass-thru rate of 6.87% per annum, $19,000,000 aggregate
principal amount of Class A-5 Certificates having a pass-thru rate of 6.97%
per annum, $33,411,000 aggregate principal amount of Class A-6 Certificates
having a pass-thru rate of 7.30% per annum, $42,500,000 aggregate principal
amount of Class A-7 Certificates having a pass-thru rate of 6.92% per annum,
$110,000,000 aggregate principal amount of Class A-8 Certificates having a
variable monthly rate, $365,000,000 aggregate principal amount of Class A-9
Certificates having a variable monthly rate, $14,875,000 aggregate principal
amount of Class M-1 Certificates having a pass-thru rate of 7.20% per
annum, $22,500,000 aggregate principal amount of Class M-2 Certificates
having a pass-thru rate of 7.37% per annum, $12,750,000 aggregate principal
amount of Class B-1 Certificates having a pass-thru rate of 7.72% per annum,
which are collateralized by Mortgage Loans. The sale of the Mortgage Loans
to the Issuer, the issuance of the Certificates and the simultaneous delivery
of the Certificates to the Companies for sale pursuant to a public offering, the
underwriting of which was co-managed by Lehman Brothers, Bear, Stearns
& Co.Inc., J.P. Morgan & Co., Morgan Stanley Dean Witter, and Prudential
Securities Incorporated, has been accounted for as a sale of the Certificates.
The value of the Certificates issued by the Issuer equaled the value of the
Mortgage Loans conveyed to the Issuer by the Companies, plus funds held in
the Prefunding Account (if any) and subsequently used to acquire additional
mortgage loans. Accordingly, there was no income, expense, gain or loss
resulting from the aforementioned transaction.
CAPITAL RESOURCES AND LIQUIDITY
The Issuer's primary sources of funds with respect to the Certificates will be
receipts of interest on and principal of the Mortgage Loans, along with certain
insurance proceeds, certain proceeds obtained on foreclosure and any
investment income earned thereon. The respective management's of the
Companies believe that the Issuer will have sufficient liquidity and capital
resources to pay all amounts on the Certificates as they become due and
all other anticipated expenses of the Issuer. The Issuer does not have, nor
will it have in the future, any significant source of capital for payment of the
Certificates and its operating expenses other than the receipt of interest on
and principal of the mortgage loans, certain insurance proceeds and certain
proceeds obtained on foreclosure and any payments made by the Certificate
Insurer. The Issuer is a limited purpose trust. The Certificates represent
obligations solely of the Issuer.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Not applicable.
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
The Issuer does not have any directors or officers.
ITEM 11 - EXECUTIVE COMPENSATION
Not applicable.See "Item 10-Directors and Executive Officers of the Registrant".
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 the ADVANTA Home
Equity Loan Certificates, Series 1997-3, Class A-1 ("Class A-1 Certificates"),
Class A-2 ("Class A-2 Certificates"), Class A-3 ("Class A-3 Certificates"),
Class A-4 ("Class A-4 Certificates"), Class A-5 ("Class A-5 Certificates"),
Class A-6 ("Class A-6 Certificates"), Class A-7 ("Class A-7 Certificates"),
Class A-8 ("Class A-8 Certificates"), Class A-9 ("Class A-9 Certificates"),
Class M-1 ("Class M-1 Certificates"), Class M-2 ("Class M-2 Certificates"),
and Class B-1 ("Class B-1 Certificates").; (ii) the principal amount of the
Class A-1 Certificates, Class A-2 Certificates, Class A-3 Certificates, Class
A-4 Certificates, Class A-5 Certificates, Class A-6 Certificates, Class A-7
Certificates, Class A-8 Certificates, Class A-9 Certificates, Class M-1
Certificates, Class M-2 Certificates, and Class B-1 Certificates and (iii) the
percent that the principal amount of Class A-1 Certificates, Class A-2
Certificates, Class A-3 Certificates, Class A-4 Certificates, Class A-5
Certificates, Class A-6 Certificates, Class A-7 Certificates, Class A-8
Certificates, Class A-9 Certificates, Class M-1 Certificates, Class M-2
Certificates, or Class B-1 Certificates owned represents of the outstanding
principal amount of the Class A-1 Certificates, Class A-2 Certificates, Class
A-3 Certificates, Class A-4 Certificates, Class A-5 Certificates, Class A-6
Certificates, Class A-7 Certificates, Class A-8 Certificates, Class A-9
Certificates, Class M-1 Certificates, Class M-2 Certificates or Class B-1
Certificates, respectively. The information set forth in the table is based
upon information obtained by the Issuer from Depository Trust Company.
The Master Servicer is not aware of any Schedules 13D or 13G filed with
the Securities and Exchange Commission in respect of the Certificates.
Amount Owned
(All Dollar Amounts are in Thousands)
Name and Address Principal Percent
Class A-1 Certificates
Bank of New York
925 Patterson Plank Road
Secaucus, NJ 07094 67.77%
Bankers Trust Company
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211 13.23%
Bear, Stearns Securities Corp.
One Metrotech Center North
4th Floor
Brooklyn, NY 11201-3862 9.50%
French American Banking Corp.
200 Liberty Street
20th Floor
New York, NY 10281 9.50%
Class A-2 Certificates
Bankers Trust Company
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211 35.81%
Corestates Bank/Commonwealth of PA
Global Corp Action Dept. JAB5W
P.O. Box 1631
Boston, MA 0215-1631 12.35%
Chase Manhattan Bank
4 New York Plaza 13th Floor
New York, NY 10004 25.26%
Northern Trust Company
801 S. Canal C-IN
Chicago, IL 60607 6.51%
SSB - Custodian
Global Corp. Action Dept. JAB5W
P.P. Box 1631
Boston, MA 02105-1631 6.43%
Class A-3 Certificates
Bank of New York
925 Patterson Plank Road
Secaucus, NJ 07094 29.05%
Bankers Trust Company
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211 13.44%
Boston Safe Deposit & Trust Co.
c/o Mellon Bank N.A.
Three Mellon Bank Center, Rm 153-3015
Pittsburgh, PA 15259 15.84%
SSB - Custodian
Global Corp. Action Dept. JAB5W
P.P. Box 1631
Boston, MA 02105-1631 27.00%
Class A-4 Certificates
Amalgamated Bank of New York
11-15 Union Square West
New York, NY 10285 20.10%
Chase Manhattan Bank/Chemical
4 New York Plaza
Proxy Dept., 13th Floor
New York, NY 10004 57.65%
Comerica Bank
Cap.Chg./Proxy 7CBB/MC 3530
Detroit, MI 48275-3530 21.18%
Class A-5 Certificates
Bankers Trust Company
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211 100.00%
Class A-6 Certificates
Citibank, N.A.
P.O. Box 30576
Tampa, FL 33630-3576 100.00%
Class A-7 Certificates
Boston Safe Deposit & Trust Co.
c/o Mellon Bank N.A.
Three Mellon Bank Center, Rm 153-3015
Pittsburgh, PA 15259 24.21%
Investors Bank & Trust/M.F. Custody
200 Clarendon Street
15th Floor Hancock Tower
Boston, MA 02116 42.82%
SSB - Custodian
Global Corp Action Dept. JAB5W
P.P. Box 1631
Boston, MA 02105-1631 18.52%
Class A-8 Certificates
Bank of New York
925 Patterson Plank Road
Secaucus, NJ 07094 5.00%
Bankers Trust Company
c/o BT Services Tennessee, Inc.
648 Grassmere Park Drive
Nashville, TN 37211 23.18%
Bear, Stearns Securities Corp.
One Metrotech Center North
4th Floor
Brooklyn, NY 11201-3862 10.46%
Boston Safe Deposit & Trust Company
c/o Mellon Bank N.A.
Three Mellon Center, Rm 153-3015
Pittsburgh, PA 15259 10.00%
Chase Manhattan Bank
4 New York Plaza
13th Floor
New York, NY 10004 22.72%
Citibank, N.A.
P.O. Box 30576
Tampa, FL 33630-3576 9.09%
French American Banking Corporation
200 Liberty Street, 20th Floor
New York, NY 10281 10.46%
Northern Trust Company
801 S. Canal C-IN
Chicago, IL 60607 9.09%
Class A-9 Certificates
Bank of New York
925 Patterson Plank Road
Secaucus, NJ 07094 1 49.32%
Bankers Trust Company
c/o BT Services Tennessee Inc.
648 Grassmere Park Drive
Nashville, TN 37211 6.85%
French American Banking Corporation
200 Liberty Street, 20th Floor
New York, NY 10281 13.70%
SSB - Custodian
Global Corp. Action Dept. JAB5W
P.P. Box 1631
Boston, MA 02105-1631 9.18%
Swiss American Securities Inc.
100 Wall Street
New York, NY 10005 12.74%
Class A-IO Certificates
Salomon Brothers Inc.
8800 Hidden River Parkway
Tampa, FL 33637 100.00%
Class B-1 Certificates
Boston Safe Deposit & Trust Co.
c/o Mellon Bank N.A.
Three Mellon Bank Center, Rm 153-3015
Pittsburgh, PA 15259 31.37%
Citibank, N.A.
P.O. Box 30576
Tampa, FL 33630-3576 37.26%
Star Bank, National Assn, Cincinnati
P.O. Box 1118
Mail Location 6120
Cincinnati, OH 45201-1118 31.37%
Class M-1 Certificates
Bank of New York
925 Patterson Plank Road
Secaucus, NJ 07094 50.00%
Chase Manhattan Bank
4 New York Plaza
13th Floor
New York, NY 10004 50.00%
Class M-2 Certificates
Boston Safe Deposit & Trust Co.
c/o Mellon Bank N.A.
Three Mellon Bank Center, Rm 153-3015
Pittsburgh, PA 15259 58.82%
Citibank, N.A.
P.O. Box 30576
Tampa, FL 33630-3576 25.49%
Northern Trust Company
801 S. Canal C-IN
Chicago, IL 60607 15.69%
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: As the Issuer was established as of September 1,
1997, the Master Servicer was obligated to prepare an Annual Statement to
Certificateholders as to Compliance for the year ended December 31, 1997,
and mail such statement to the Certificateholders on or before the last day
of March, 1998 and Independent Certified Public Accountants were required
to prepare an annual report pertaining to the compliance of the Master Servicer
with its servicing obligations pursuant to the Pooling and Servicing Agreement
on or before the last day of March, 1998. The Annual Statement to Certificate-
holders as to Compliance is included herewith as Exhibit 28.1 and the Annual
Independent Certified Public Accountants' Report is included herewith as
Exhibit 28.2. The Statement to Certificateholders on December 26, 1997, is
included herewith as Exhibit 28.3.
Exhibit No. Description
*3.1 Certificates of Incorporation of the
Companies
*3.2 By-laws of the Companies
*4 Pooling and Servicing Agreement
28.1 Annual Statement to Certificateholders
as to Compliance for the year ended
December 31, 1997.
28.2 Annual Independent Certified Public
Accountants' Report.
28.3 Statement to Certificateholders on
December 26, 1997.
* Incorporated by reference to the Exhibit of the same designation filed with
the Issuer's Form S-3 registration statement declared effective March 10,
1997.
(b) Reports on Form 8-K.
Three reports on Form 8-K have been filed by the Issuer during the
period covered by this report.
Items Reported/Financial
Date of Reports on Form 8-K Statements Filed
October 30, 1997Monthly Report for the September 1997 Monthly
Period relating to the ADVANTA Home Equity
Loan Pass-through Certificates 1997-3, Class
A-1, Class A-2, Class A-3, Class A-4, Class A-5,
Class A-6, Class A-7, Class A-8, Class A-9,
Class A-IO, Class B-1, Class M-1, and Class M-2
issued by the Advanta Home Equity Loan Trust
1997-3.
December 1, 1997Monthly Report for the October 1997 Monthly
Period relating to the ADVANTA Home Equity
Loan Pass-through Certificates 1997-3, Class
A-1, Class A-2, Class A-3, Class A-4, Class A-5,
Class A-6, Class A-7, Class A-8, Class A-9,
Class A-IO, Class B-1, Class M-1, and Class M-2
issued by the Advanta Home Equity Loan Trust
1997-3.
December 29, 199Monthly Report for the November 1997 Monthly
Period relating to the ADVANTA Home Equity
Loan Pass-through Certificates 1997-3, Class
A-1, Class A-2, Class A-3, Class A-4, Class A-5,
Class A-6, Class A-7, Class A-8, Class A-9,
Class A-IO, Class B-1, Class M-1, and Class M-2
issued by the Advanta Home Equity Loan Trust
1997-3.
(c) See "Item 14(a) (3)-Exhibits".
(d) Not applicable.
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.
ADVANTA Mortgage Corp., USA,
as Master Servicer and on behalf of
ADVANTA Home Equity Loan Trust 1997-3
Registrant
BY; /s/ William P. Garland
William P. Garland
Senior Vice President
Loan Service Administration
March 31, 1998
INDEX TO EXHIBITS (Item 14(c))
Exhibit # Description
*3.1 Certificates of Incorporation of the Companies
*3.2 By-laws of the Companies.
*4 Pooling and Servicing Agreement
28.1 Annual Statement to Certificateholders as to
Compliance for the year ended December 31,
1997.
28.2 Annual Independent Certified Public Account-
ants' Report.
28.3 Statement to Certificateholders on December 26,
1997.
* Incorporated by reference to the Exhibit of the same designation filed with
the Issuer's Form S-3 registration statement declared effective March 10,
1997.
<TABLE>
EXHIBIT 28.1
<S>
March 31, 1998
Bankers Trust Company(293)
Attention: Erin Deegan
3 Park Plaza -- 16th Floor
Irvine, CA 92714
RE: Annual Statement as to Compliance
Pursuant to that certain Loan Servicing Agreement ("Agreement") dated as of
September 1, 1997, relating to ADVANTA Home Equity Loan Trust 1997-3, 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,
BY; /s/ William P. Garland
William P. Garland
Senior Vice President
Loan Service Administration
WPG/cg
cc: Mr. James L. Shreero
Annette Aguirre, Esq.
Mr. Mark Casale
<S>
</TABLE>
<TABLE>
EXHIBIT 28.2
<S>
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, 1997 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, 1997
is fairly stated, in all material respects.
BY; /s/ Arthur Andersen LLP
Philadelphia, PA
March 20, 1998
<S>
</TABLE>
<TABLE>
EXHIBIT 28.3
ADVANTA Mortgage Loan Trust 1997-3
Statement to Certificateholders
<CAPTION>
Original Prior
Face Principal
Class Value Balance Interest Principal Total
<S> <C> <C> <C> <C> <C>
A-1 147,390,000. 138,531,968. 689,2 6,167,522 6,856,728.16
A-2 68,375,000 68,375,000 376,6 376,632.29
A-3 37,587,000 37,587,000 209,5 209,547.52
A-4 23,612,000 23,612,000 135,1 135,178.70
A-5 19,000,000 19,000,000 110,3 110,358.33
A-6 33,411,000 33,411,000 203,2 203,250.25
A-7 42,500,000 42,500,000 245,0 245,083.33
A-8 110,000,000. 106,274,722. 535,8 2,217,592 2,753,464.67
A-9 365,000,000. 357,866,289. 1,823,55 4,246,564 6,070,116.79
A-IO 42,500,000 42,500,000 177,0 177,083.33
B-1 12,750,000 12,750,000 82,0 82,025.00
M-1 14,875,000 14,875,000 89,2 89,250.00
M-2 25,500,000 25,500,000 156,6 156,612.50
R -
Totals 942,500,000. 922,782,979. 4,833,65 12,631,678. 17,465,330.87
</TABLE>
<TABLE>
<CAPTION>
Current Pass-Through
Realized Deferred Principal Rates
Class Losses Interest Balance Current Next
<S> <C> <C> <C> <C> <C>
A-1 132,364,446. 5.777500% 6.058750%
A-2 68,375,000 6.610000% 6.610000%
A-3 37,587,000 6.690000% 6.690000%
A-4 23,612,000 6.870000% 6.870000%
A-5 19,000,000 6.970000% 6.970000%
A-6 33,411,000 7.300000% 7.300000%
A-7 42,500,000 6.920000% 6.920000%
A-8 104,057,130. 5.817500% 6.098750%
A-9 353,619,724. 5.917500% 6.198750%
A-IO 5.000000% 5.000000%
B-1 12,750,000 7.720000% 7.720000%
M-1 14,875,000 7.200000% 7.200000%
M-2 25,500,000 7.370000% 7.370000%
R 0.000000% 0.000000%
Totals 867,651,301.61
</TABLE>
<TABLE>
<CAPTION>
Prior Current
Principal Principal
Class CUSIP Balance Interest Principal Total Balance
<S> <C> <C> <C> <C> <C> <C>
A-1 00755WDP8 939.900726 4.676071 41.844915 46.520986 898.055811
A-2 00755WDQ6 1000 5.508333 0 5.508333 1000
A-2 00755WDR4 1000 5.575 0 5.575 1000
A-2 00755WDS2 1000 5.725 0 5.725 1000
A-2 00755WDT0 1000 5.808333 0 5.808333 1000
A-2 00755WDU7 1000 6.083333 0 6.083333 1000
A-2 00755WDV5 1000 5.766667 0 5.766667 1000
A-2 00755WDW3 966.133843 4.87157 20.159927 25.031497 945.973915
A-2 00755WDX1 980.455587 4.996034 11.634423 16.630457 968.821164
A-2 00755WEB8 1000 4.166667 0 4.166667 0
A-2 00755WEA0 1000 6.433333 0 6.433333 1000
A-2 00755WDY9 1000 6 0 6 1000
A-2 00755WDZ6 1000 6.141667 0 6.141667 1000
R AM9703114 0 0 0 0 0
</TABLE>
<TABLE>
Delinquent and Foreclosure Loan Information:
<CAPTION>
90+ Days Loans Loans
30-59 60-89 excldg f/c,REO in in
Days Days & Bkrptcy REO Foreclosure
<S> <C> <C> <C> <C> <C>
Group 1 Principal Balanc 10,336,030 3,153,94 839,86 632,63
% of Pool Balanc 2.4982% 0.7623% 0.2030% 0.0000% 0.1529%
Number of Loans 207 61 21 0 15
% of Loans 2.6730% 0.7877% 0.2712% 0.0000% 0.1937%
Group 2 Principal Balanc 10,501,760 4,970,36 553,64 1,859,051
% of Pool Balanc 2.2716% 1.0751% 0.1198% 0.0000% 0.4021%
Number of Loans 109 63 5 0 20
% of Loans 2.2549% 1.3033% 0.1034% 0.0000% 0.4137%
Loans in Bankruptcy: Group 1 899,468.96
Group 2 908,136.98
Total 1,807,605.94
</TABLE>
<TABLE>
General Mortgage Loan Information:
<CAPTION>
Group I Group II Total
<S> <C> <C> <C>
Beginning Aggregate Mortgage Loan Balance 418,668,710. 467,259,251. 885,927,962.
Principal Reduction 4,931,876 4,959,64 9,891,521
Ending Aggregate Mortgage Loan Balance 413,736,834. 462,299,606. 876,036,440.
Beginning Aggregate Mortgage Loan Count
Ending Aggregate Mortgage Loan Count
Current Weighted Average Coupon Rate 11.12113% 10.52857% 10.80860%
Next Weighted Average Coupon Rate 11.11138% 10.52895% 10.80402%
</TABLE>
<TABLE>
Mortgage Loan Principal Reduction Information:
<CAPTION>
Group I Group II Total
<S> <C> <C> <C>
Scheduled Principal 618,15 240,3 858,47
Curtailments
Prepayments 4,313,725 4,719,19 9,032,923
Repurchases/Substitutions
Liquidation Proceeds
Other Principal
Less: Realized Losses
Less: Delinquent Principal not Advanced by Servicer
Total Principal Reduction 4,931,876 4,959,64 9,891,521
</TABLE>
<TABLE>
Servicer Information:
<CAPTION>
Group I Group II Total
<S> <C> <C> <C>
Accrued Servicing Fee for the Current Period 137,73 162,0 299,81
Less: Amounts to Cover Interest Shortfalls 2,4 3,0
Less: Delinquent Service Fees 36,7 32,6 69,3
Collected Servicing Fees for Current Period 98,5 128,8 227,42
Advanced Principal 73,2 12,6 85,8
Advanced Interest 829,81 695,5 1,525,402
</TABLE>
<TABLE>
<CAPTION>
Other Subordination
Prepayment Unscheduled Increase Applied Realized Loss Unpaid
Principal Principal Principal Realized Loss Amortization Realized Loss
Class Distributed Distributed Distributed Amount Amount Amount
<S> <C> <C> <C> <C> <C> <C>
A-1 4,313,72 1,235,64
A-2
A-3
A-4
A-5
A-6
A-7
A-8 1,092,86 348,4
A-9 3,626,33 1,156,09
A-IO
B-1
M-1
M-2
R
Total 9,032,92 2,740,15
</TABLE>
<TABLE>
<CAPTION>
Prior Current Target
Has a Senior Overcolla- Extra Overcolla- Overcolla-
Trigger Ever Enhancement Teralization Principal Teralization Teralization
Class Occurred Percentage Amount Distributed Amount Amount
<S> <C> <C> <C> <C> <C> <C>
Group I No 13.749655% 2,526,74 1,235,645 3,762,38 10,625,000.
Group II No N/A 3,118,23 1,504,511 4,622,75 15,437,500.
Total 5,644,98 2,740,156 8,385,13 26,062,500.
</TABLE>
<TABLE>
Miscellaneous Information:
<CAPTION>
<S> <C>
Class A-IO Notional Balance 42,500,000.00
Group II Insured Payment Included in amounts Distributed to Cl -
</TABLE>
<TABLE>
TOTAL AVAILABLE FUNDS:
<CAPTION>
<S> <S> <C> <C> <C>
Current Interest Collected: 6,384,980.60
Principal Collected: 9,805,650.11
Insurance Proceeds Received: -
Net Liquidation Proceeds: -
Delinquency Advances on Mortgage Interest: 1,525,402.17
Delinquency Advances on Mortgage Principal: 85,871.40
Substitution Amounts: -
Trust Termination Proceeds: -
Investment Earnings on Certificate Account: 15,473.84
Capitalized Interest Requirement: -
Pre-Funding Account: N/A
Sum of the Above Amounts: 17,817,378.12
LESS:
Servicing Fees (including PPIS): 299,819.67
Dealer Reserve: -
Trustee Fees: 6,459.89
Insurance Premiums: 45,767.69
Reimbursement of Delinquency Advances: -
Reimbursements of Servicing Advances: -
Total Reductions to Available Funds Amount: 352,047.25
Total Available Funds: 17,465,330.
</TABLE>
