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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR L5(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997
Commission file number 333-20817
THE MONEY STORE INC. (AS REPRESENTATIVE UNDER A POOLING AND
SERVICING AGREEMENT, DATED AS OF AUGUST 31, 1997 PROVIDING FOR THE
ISSUANCE OF THE MONEY STORE HOME EQUITY ASSET BACKED CERTIFICATES
SERIES 1997-C).
THE MONEY STORE INC.
(Exact name of registrant as specified in its charter)
NEW JERSEY 68-0400266
(State or other jurisdiction (Trust I.R.S. Employer
of incorporation or organization) Identification No.)
2840 MORRIS AVENUE, UNION, NJ 07083
- ----------------------------- -------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 686-2000
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.
x/ Yes |_| No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss. 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.
<PAGE>
Not Applicable.
State the aggregate market value of the Voting Stock held by non-affiliates of
the registrant.
Not Applicable
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of December 31, 1996.
Not Applicable
This Annual Report on Form 10-K is filed pursuant to a request for no-action
letter forwarded to the Office of Chief Counsel Division of Corporate Financing,
dated June 18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
PART I
ITEM 1. BUSINESS
Omitted pursuant to the "Request for no-action letter forwarded to the
Office of Chief Counsel Division of Corporate Financing," dated June
18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
ITEM 2. PROPERTIES
Reference is made to the Annual Compliance Certificate attached hereto
as Exhibit 20.
Reference is made to the Annual Statement attached hereto as Exhibit
13.
ITEM 3. LEGAL PROCEEDINGS
None.
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
There is no established trading market for Registrant's securities
subject to this filing.
Number of holders of record of the Certificates as of March 20, 1998:
173
ITEM 6. SELECTED FINANCIAL DATA
Omitted pursuant to the "Request for no-action letter forwarded to the
Office of Chief Counsel Division of Corporate Financing," dated June
18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Omitted pursuant to the "Request for no-action letter forwarded to the
Office of Chief Counsel Division of Corporate Financing," dated June
18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
Not Applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Reference is made to the Annual Compliance Certificate attached as
Exhibit 20.
Reference is made to the annual Independent Accountant's Report on the
Servicer's compliance with loan servicing standards as prepared by KPMG
Peat Marwick, the Servicer's and Registrant's Independent Certified
Public Accountants, accompanied by the Registrant's Management
Assertion, and attached as Exhibit 99 hereto.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
Omitted pursuant to the "Request for no-action letter
forwarded to the Office of Chief Counsel Division of Corporate
Financing," dated June 18, 1993, and the response of the SEC, dated
August 4, 1993, to the no-action request.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Omitted pursuant to the "Request for no-action letter forwarded to the
Office of Chief Counsel Division of Corporate Financing," dated June
18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
ITEM 11. EXECUTIVE COMPENSATION
Omitted pursuant to the "Request for no-action letter forwarded to the
Office of Chief Counsel Division of Corporate Financing," dated June
18, 1993, and the response of the SEC, dated August 4, 1993, to the
no-action request.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The following information is furnished as of March 20, 1998 as
to each Certificateholder of record of more than 5% of the
Certificates:
<TABLE>
<CAPTION>
Title of Class Name and Address of Beneficial Amount of % of Class
Owner Security of
Beneficial Owner
<S> <C> <C> <C>
The Money Store Chase Manhattan Bank 4,300,000 6.9
Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-C,
Class AF-1
Compass Bank 3,000,000 5
701 South 20th Street, 11th Floor
Birmingham, AL 35233
Merrill Lynch, Pierce 9,000,000 14.3
Fenner & Smith
Safekeeping
4 Corporate Place
Corporate Park 287
Piscataway, NJ 08855
Republic National Bank of 6,500,000 10.4
New York
Investment Account
One Hanson Place, Lower Level
Brooklyn, NY 11243
SSB Custodian 32,960,000 52.4
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 12,120,000 20.1
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AF-2
Citibank, N.A. 5,000,000 8.3
P.O. Box 30576
Tampa, FL 33630-3576
Merrill Lynch, Pierce 5,000,000 8.3
Fenner & Smith
Safekeeping
4 Corporate Place
Corporate Park 287
Piscataway, NJ 08855
The Northern Trust 20,500,000 34
Company
801 S. Canal C-IN
Chicago, IL 60607
SSB Custodian 10,670,000 17.7
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 14,180,000 17.8
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AF-3
Bankers Trust Company 20,675,000 25.9
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Boston Safe Deposit and Trust 5,720,000 7.2
Company
c/o Mellon Bank N.A.
Three Mellon Bank Center,
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 10,765,000 13.5
4 New York Plaza, 13th Floor
New York, NY 10004
Chase Manhattan 10,000,000 12.5
Bank/Chemical
4 New York Plaza, Proxy
Department-13th Floor
New York, NY 10004
Citibank, N.A. 6,450,000 8.1
P.O. Box 30576
Tampa, FL 33630-3576
The Northern Trust Company 5,255,000 6.6
801 S. Canal C-IN
Chicago, IL 60607
The Money Store The Bank of New York 4,345,000 9.3
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AF-4
Chase Manhattan Bank 4,100,000 8.8
4 New York Plaza, 13th Floor
New York, NY 10004
Chase Manhattan 22,305,000 47.5
Bank/Chemical
4 New York Plaza, Proxy
Department-13th Floor
New York, NY 10004
Corestates Bank, N.A. 2,990,000 6.4
P.O. Box 7618 F.C. #1-9-1-21
Philadelphia, PA 19106-7618
The Fifth Third Bank 3,000,000 6.4
Dept. 00850-Proxy
38 Fountain Square Plaza
Cincinnati, OH 45263
The Money Store The Amalgamated Bank of 3,085,000 9.4
Asset Backed New York
Certificates, 11-15 Union Square West
Series 1997-C, New York, NY 10003
Class AF-5
Chase Manhattan Bank 8,155,000 24.8
4 New York Plaza, 13th Floor
New York, NY 10004
Chase Manhattan Bank, Trust 1,845,000 5.6
4 New York Plaza, 13th Floor
New York, NY 10004
Citibank, N.A. 7,000,000 21.3
P.O. Box 30576
Tampa, FL 33630-3576
Corestates Bank, N.A. 5,000,000 15.2
P.O. Box 7618 F.C. #1-9-1-21
Philadelphia, PA 19106-7618
SSB Custodian 3,320,000 10.1
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
Wilmington Trust Company 3,000,000 9.2
Rodney Square North
1100 North Market Street
Wilmington, DE 19890-0001
The Money Store Chase Manhattan Bank 17,750,000 45.6
Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-C,
Class AF-6
Chase Manhattan Bank 3,000,000 7.7
Broker & Dealer Clearance Dept.
4 New York Plaza, 21st Floor
New York, NY 10015
Citibank, N.A. 7,000,000 18.0
P.O. Box 30576
Tampa, FL 33630-3576
Firstar Trust Company 2,000,000 5.2
777 E. Wisconsin Avenue
Milwaukee, WI 53202
First Union National Bank 2,000,000 5.2
401 South Tryon Street
TR OPSCMG NC 1151
Charlotte, NC 28288
The Northern Trust Company 2,250,000 5.8
801 S. Canal C-IN
Chicago, IL 60607
SSB Custodian 4,000,000 10.3
Global Corp. Action. Dept.
JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 20,000,000 53.1
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AF-7
Bankers Trust Company 3,200,000 8.5
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Chase Manhattan Bank 10,000,000 26.6
4 New York Plaza, 13th Floor
New York, NY 10004
SSB Custodian 3,900,000 10.4
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 16,500,000 41.3
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AF-8
Bankers Trust Company 23,500,000 58.7
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
The Money Store The Bank of New York 52,265,000 10.5
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AV
Bankers Trust Company 193,000,000 38.8
c/o BT Services Tennessee.
648 Grassmere Park Drive
Nashville, TN 37211
Chase Manhattan Bank 25,000,000 5.1
4 New York Plaza, 13th Floor
New York, NY 10004
Citibank, N.A. 40,000,000 8.1
P.O. Box 30576
Tampa, FL 33630-3576
SSB Custodian 125,000,000 25.1
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
Swiss American Securities Inc. 40,000,000 8.1
100 Wall Street
New York, NY 10005
The Money Store Firstar Trust Company 20,000,000 44.5
Asset Backed 777 E. Wisconsin Avenue
Certificates, Milwaukee, WI 53202
Series 1997-C,
Class MV-1
LBI-Lehman 25,000,000 55.5
Government Securities Inc.
(LBI)
200 Vesey Street
New York, NY 10285
The Money Store The Bank of New York 5,000,000 16.7
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class MV-2
Bank One Trust Company, N.A. 5,000,000 16.7
Corp. Reorg. Proxy Specialist
235 W. Schrock Road
Brooksedge Village
Westerville, OH 43081
Lehman Brothers, Inc. 13,000,000 43.4
c/o BSSC attn.: Proxy Dept.
P.O. Box 29198
Brooklyn, NY 11202-9198
LBI-Lehman 7,000,000 23.4
Government Securities Inc. (LBI)
200 Vesey Street
New York, NY 10285
The Money Store The Bank of New York 5,000,000 18.6
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class BV
Chase Manhattan Bank 12,000,000 44.5
4 New York Plaza, 13th Floor
New York, NY 10004
Chase Manhattan Bank 10,000,000 37.1
Broker & Dealer Clearance Dept.
4 New York Plaza, 21st Floor
New York, NY 10015
The Money Store Deutsche Bank A.G., 25,137,000 66.8
Asset Backed New York Branch
Certificates, 31 West 52nd Street
Series 1997-C, New York, NY 10019
Class AH-1
SSB Custodian 12,500,000 33.2
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store Chase Manhattan Bank 12,300,000 26.3
Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-C,
Class AH-2
Chase Manhattan Bank/Salomon 11,200,000 24
4 New York Plaza-21st Floor
New York, NY 10004
Chase Manhattan Bank, Trust 3,000,000 6.5
4 New York Plaza, 13th Floor
New York, NY 10004
The Northern Trust Company 18,265,000 39.1
801 S. Canal C-IN
Chicago, IL 60607
The Money Store Chase Manhattan 36,005,000 100
Asset Backed Bank/Chemical
Certificates, 4 New York Plaza, Proxy
Series 1997-C, Department-13th Floor
Class AH-3 New York, NY 10004
The Money Store The Bank of New York 18,065,000 47.7
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AH-4
Bankers Trust Company 2,500,000 6.6
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Fiduciary SSB 10,000,000 26.4
108 Myrtle Street
Newport Office Building
N. Quincy, MA 02171
LBI-Lehman 4,300,000 11.3
Government Securities Inc.
(LBI)
200 Vesey Street
New York, NY 10285
The Northern Trust Company 3,000,000 7.9
801 S. Canal C-IN
Chicago, IL 60607
The Money Store The Bank of New York 17,295,000 32.2
Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-C,
Class AH-5
Bankers Trust Company 7,385,000 13.8
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Chase Manhattan Bank 5,154,000 9.6
4 New York Plaza, 13th Floor
New York, NY 10004
Citibank, N.A. 6,000,000 11.2
P.O. Box 30576
Tampa, FL 33630-3576
Mercantile Safe Deposit & Trust 3,979,000 7.4
766 Old Hammonds Ferry Road
Proxy Unit #230-20
Linthicum, MD 21090
The Money Store Boston Safe Deposit and 7,029,000 62.1
Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-C, Three Mellon Bank Center,
Class AH-6 Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 600,000 5.3
4 New York Plaza, 13th Floor
New York, NY 10004
SSB Custodian 3,000,000 26.5
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store Citibank, N.A. 24,910,000 100
Asset Backed P.O. Box 30576
Certificates, Tampa, FL 33630-3576
Series 1997-C,
Class MH-1
The Money Store Chase Manhattan Bank 8,000,000 53.5
Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-C,
Class MH-2
PNC Bank, National Association 3,975,000 26.6
1835 Market Street
11 Penn Center, 15th Floor
Philadelphia, PA 19103
SSB Custodian 1,000,000 6.7
Global Corp. Action. Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
TOYO Trust Company of New York 2,000,000 13.4
280 Park Avenue
39th Floor West Building
New York, NY 10017
The Money Store Star Bank, National 11,705,000 100
Asset Backed Association, Cincinnati
Certificates, P.O. Box 1118
Mail Location 6120
Cincinnati, OH 45201-1118
The Money Store Boston Safe Deposit and 15,000,000 60
Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-C, Three Mellon Bank
Class AMF Center, Room 153-3015
Pittsburgh, PA 15259
Prudential Securities 10,000,000 40
Incorporated
Issuer Services
c/o ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717
</TABLE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(A) None
(B)-(D) Omitted pursuant to the "Request for no-action letter
forwarded to the Office of Chief Counsel Division of Corporate
Financing," dated June 18, 1993, and the response of the SEC,
dated August 4, 1993, to the no-action request.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, AND REPORTS ON FORM 8-K
(A)
1. The consolidated financial statements of MBIA Insurance
Corporation (the surety provider for The Money Store Home
Equity Asset Backed Certificates, Series 1997-C) and
subsidiaries contained in the annual report on form 10-K for
the year ended December 31, 1997 which has been filed with the
SEC by MBIA Inc. on March 26, 1998 is hereby incorporated
herein by reference.
2. Not applicable
3. Exhibits
13. Annual Statement
20. Annual Compliance Certificate
99. Annual Independent Accountant's Report on the
Servicer's compliance with loan servicing
standards as prepared by KPMG Peat Marwick, the
Servicer's and Registrant's Independent Certified
Public Accountants, accompanied by the
Registrant's Management Assertion.
(B)-(D) Omitted pursuant to the "Request for no-action letter forwarded to
the Office of Chief Counsel Division of Corporate Financing,"
dated June 18, 1993, and the response of the SEC, dated August 4,
1993, to the no-action request.
<PAGE>
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 as representative on behalf
of the trust on the 31st day of March, 1998.
THE MONEY STORE INC., as Representative
By: /S/ MICHAEL BENOFF
Name: Michael Benoff
Title: Executive Vice President and
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
DESCRIPTION PAGE NUMBER
Annual Statement 18
Annual Compliance Certificate 22
Annual Independent Accountant's Report 23
EXHIBIT 13
SERVICER'S CERTIFICATE
In Accordance with Section 6.10 of the Pooling and Servicing Agreement dated as
of August 31, 1997, The Money Store, Inc. reports the following information
pertaining to Series 1997-C, for the calendar year 1997:
(IX) Amount of Interest Received:
Pool I 8,662,723.16
Pool II 13,455,929.41
Pool III 8,890,108.38
Pool IV 819,201.73
(XIII) Class "AF-1" Remittance Amount
(A) Current Interest Requirement 1,237,368.60
(B) Principal Distribution Amount 18,052,201.10
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-1" REMITTANCE AMOUNT 19,289,569.70
Class "AF-2" Remittance Amount:
(A) Current Interest Requirement 1,270,413.32
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-2" REMITTANCE AMOUNT 1,270,413.32
Class "AF-3" Remittance Amount:
(A) Current Interest Requirement 1,681,866.68
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-3" REMITTANCE AMOUNT 1,681,866.68
Class "AF-4" Remittance Amount:
(A) Current Interest Requirement 97,966.68
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-4" REMITTANCE AMOUNT 997,966.68
Class "AF-5" Remittance Amount:
(A) Current Interest Requirement 716,671.68
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-5" REMITTANCE AMOUNT 716,671.68
Class "AF-6" Remittance Amount:
(A) Current Interest Requirement 867,100.00
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-6" REMITTANCE AMOUNT 867,100.00
Class "AF-7" Remittance Amount:
(A) Current Interest Requirement 872,755.00
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-7" REMITTANCE AMOUNT 872,755.00
Class "AF-8" Remittance Amount:
(A) Current Interest Requirement 876,666.68
(B) Principal Distribution Amount 0.00
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-8" REMITTANCE AMOUNT 876,666.68
Pool I Remittance Amount:
(A) Current Interest Requirement 8,520,808.64
(B) Principal Distribution Amount 18,052,201.10
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL POOL I REMITTANCE AMOUNT 26,573,009.74
Class "AV" Remittance Amount:
(A) Current Interest Requirement 9,818,808.19
(B) Principal Distribution Amount 31,173,395.89
TOTAL CLASS AV REMITTANCE AMOUNT 40,992,204.08
Class "MV-1" Remittance Amount:
(A) Current Interest Requirement 776,993.75
(B) Principal Distribution Amount 0.00
(C) Principal Not Distributed 0.00
TOTAL CLASS "MV-1" REMITTANCE AMOUNT 776,993.75
Class "MV-2" Remittance Amount:
(A) Current Interest Requirement 527,116.67
(B) Principal Distribution Amount 0.00
(C) Principal Not Distributed 0.00
TOTAL CLASS "MV-2" REMITTANCE AMOUNT 527,116.67
Class BV Remittance Amount:
(A) Current Interest Requirement 612,807.81
(B) Principal Distribution Amount 0.00
TOTAL CLASS BV REMITTANCE AMOUNT 612,807.81
Pool II Remittance Amount:
(A) Current Interest Requirement 11,735,726.42
(B) Principal Distribution Amount 31,173,395.89
(C) Principal Not Distributed 0.00
TOTAL POOL II REMITTANCE AMOUNT 42,909,122.31
Class "AH-1" Remittance Amount:
(A) Current Interest Requirement 710,285.17
(B) Principal Distribution Amount 14,954,336.77
TOTAL CLASS "AH-1"
REMITTANCE AMOUNT 1 5,664,621.94
Class "AH-2" Remittance Amount:
(A) Current Interest Requirement 986,741.52
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-2" REMITTANCE AMOUNT 986,741.52
Class "AH-3" Remittance Amount:
(A) Current Interest Requirement 760,905.68
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-3" REMITTANCE AMOUNT 760,905.68
Class "AH-4" Remittance Amount:
(A) Current Interest Requirement 804,631.24
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-4" REMITTANCE AMOUNT 804,631.24
Class "AH-5" Remittance Amount:
(A) Current Interest Requirement 916,004.36
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-5" REMITTANCE AMOUNT 916,004.36
Class "AH-6" Remittance Amount:
(A) Current Interest Requirement 254,902.52
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-6" REMITTANCE AMOUNT 254,902.52
Class "MH-1" Remittance Amount:
(A) Current Interest Requirement 572,099.68
(B) Principal Distribution Amount 0.00
TOTAL CLASS "MH-1" REMITTANCE AMOUNT 572,099.68
Class "MH-2" Remittance Amount:
(A) Current Interest Requirement 367,137.08
(B) Principal Distribution Amount 0.00
TOTAL CLASS "MH-2" REMITTANCE AMOUNT 367,137.08
Class "BH" Remittance Amount:
(A) Current Interest Requirement 288,918.40
(B) Principal Distribution Amount 0.00
TOTAL CLASS "BH" REMITTANCE AMOUNT 288,918.40
POOL III Remittance Amount:
(A) Current Interest Requirement 5,927,625.63
(B) Principal Distribution Amount 14,954,336.77
TOTAL POOL III REMITTANCE AMOUNT 20,881,962.40
Class "AMF" (POOL IV) Remmittance Amount:
(A) Current Interest Requirement 570,863.37
(B) Principal Distribution Amount 636,665.80
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL POOL IV REMITTANCE AMOUNT 1,207,529.17
(XIX) (A) Servicing Fee for the Related Due Period
POOL I 186,955.95
POOL II 329,238.14
POOL III 172,564.66
POOL IV 17,780.47
(B) Contingency fee for the related due period
POOL I 186,955.95
POOL II 329,238.14
POOL III 172,564.66
POOL IV 17,780.47
(C) Amount to be deposited to the expense account -
TRUSTEE
POOL I 56,016.75
POOL II 83,888.38
POOL III 54,131.52
POOL IV 3,527.95
(D) Amount to be deposited to the insurance account-
MBIA
POOL I 126,532.00
POOL II 0.00
POOL III 0.00
POOL IV 54,786.00
(E) FHA Premium Account 20,384.78
(F) CLASS MV-1 Auction Agent Fee 31,666.25
CLASS MV-2 Auction Agent Fee 22,661.67
By: /S/ HARRY PUGLISI
Harry Puglisi
Treasurer
EXHIBIT 20
OFFICER'S CERTIFICATE
I, Harry Puglisi, Treasurer of The Money Store Inc., a New Jersey
Corporation (the "Company") do hereby certify that the Company (as Servicer
under the following Pooling and Servicing Agreements):
a. TMS Home Equity Loan Asset Backed Certificates,
Series 1997-A, under the Pooling and Servicing
Agreement dated as of February 28, 1997;
b. TMS Home Equity Loan Asset Backed Certificates,
Series 1997-B, under the Pooling and Servicing
Agreement dated as of May 31, 1997;
c. TMS Asset Backed Certificates, Series 1997-C,
under the Pooling and Servicing Agreement dated as
of August 31, 1997;
d. TMS Asset Backed Certificates, Series 1997-D,
under the Pooling and Servicing Agreement dated as
of November 30, 1997;
e. TMS Home Improvement Loan Certificates, Series
1997-I, under the Pooling and Servicing Agreement
dated as of February 28, 1997;
f. TMS Home Improvement Loan Certificates, Series
1997-II, under the Pooling and Servicing Agreement
dated as of May 31, 1997;
has fulfilled all of its obligations pursuant to the above referenced agreement,
as described in Section 7.04 (Annual Statements as to Compliance) for the period
of January 1, 1997 through December 31, 1997, and for those transactions which
closed in 1997, from their closing dates through December 31, 1997.
The Company has provided this Officer's Certificate to those parties
listed in Section 7.04 of the respective Pooling and Servicing Agreements.
IN WITNESS WHEREOF, the undersigned has executed this Certificate as of
March 31, 1998.
/S/ HARRY PUGLISI
Harry Puglisi
Treasurer
<PAGE>
INDEPENDENT ACCOUNTANTS' REPORT
The Board of Directors
The Money Store Inc.:
We have examined Management's Assertion about The Money Store Inc. and
subsidiaries (the Company) compliance with the minimum servicing standards
relating to mortgage loans, commercial loans and auto loans, identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers (USAP), except for minimum servicing standard V. 4 which is
inapplicable to the servicing of auto loans, as of and for the year ended
December 31, 1997 included in the accompanying Management Assertion. 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 the Company complied with the
aforementioned minimum servicing standards as of and for the year ended December
31, 1997 is fairly stated, in all material respects.
February 11, 1998
