LIFE FINANCIAL HOME LOAN OWNER TRUST 1997-3
10-K/A, 1998-09-29
ASSET-BACKED SECURITIES
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                       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, 1997

/   /  Transition report pursuant to section 13 or 15(d) of the Securities
       Exchange Act of 1934 

Commission File No.:  333-40467



                                     Life
                        Home Loan Owner Trust 1997-03
             (Exact name of registrant as specified in its charter)

NY                                            Pending
(State or other jurisdiction                        (I.R.S. Employer
of incorporation or organization)                   Identification No.)


c/o Norwest Bank Minnesota, N.A.
7485 New Horizon Way
Frederick, MD                                        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__


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, 1998,  on behalf of
Life Home Loan Owner  Trust  1997-03  established  pursuant  to a  Adminstration
Agreement among Life Bank, (the "Company"), and Norwest Bank Minnesota, National
Association, as Indenture Trustee and Administrator,  pursuant to which the Life
Home Loan Owner Trust 1997-03  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 Independent  Accountants'  Servicing  Reports  concerning
                servicing activities for the year ended December 31, 1997.

               (a) Life Financial Corporation, as Servicer<F1>

          99.2  Report of Management  as to  Compliance  with Minimum  Servicing
                Standards for the year ended  December 31, 1997.

               (a) Life Financial Corporation, as Servicer <F1>

          99.3  Annual Statements of Compliance  under the Pooling and Servicing
                Agreements for the year ended  December 31, 1997.

               (a) Life Bank, as Servicer <F1>

          99.4  Aggregate Statement of Principal and Interest
                Distributions to Certificate Holders.
                
                No distributions to certificate holders were made during 1997
 
     (b)  On December 24, 1997, a report on Form 8-K was filed by the Company in
          order  to  provide  the  Pooling  and  Servicing   Agreement  for  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>  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:


Life Financial Services,
Home Loan Owner Trust 1997-03


Signed     NORWEST BANK MINNESOTA, N.A.,
           as Indenture Trustee
By:        /s/Sherri J. Sharps
By:        Sherri J. Sharps
Title:  Vice President -- Securities Administration Services
Dated:  August 31, 1998




EXHIBIT INDEX

Exhibit No.

99.1 Annual  Independent  Accountants'  Servicing Reports  concerning  servicing
     activities for the year ended December 31, 1997.


     (a)  Life Financial Corporation, as Servicer <F1>

99.2 Report of Management as to Compliance with Minimum Servicing  Standards for
     the year ended December 31, 1997.

     (a) Life Financial Corporation, as Servicer <F1>

99.3 Annual Statements of Compliance for the year ended December 31, 1997.

     (a) Life Bank, as Servicer <F1>

99.4 Aggregate Statement of Principal and Interest  Distributions to Certificate
     Holders.  

     No distributions to certificate holders were made during 1997
 

<F1>  Filed herewith.





(LOGO) DELOITTE & TOUCHE LLP

Suite 1200
695 Town Center Drive
Costa Mesa, California 92626-1924
Telephone: (714) 436-71O0 Facsimile: (714) 436-7200


INDEPENDENT ACCOUNTANTS' REPORT

To LIFE Financial Corporation:

We have  examined  management's  assertion  about LIFE  Financial  Corporation's
compliance  with the minimum  servicing  standards  identified  in the  Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS (USAP) as of, and for the year ended, December 31, 1997, included in the
accompanying management assertion.  Management is responsible for LIFE Financial
Corporation's   compliance   with  those  minimum   servicing   standards.   Our
responsibility  is to express an opinion  on  management's  assertion  about the
entity'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  LIFE  Financial  Corporation'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 LIFE Financial  Corporation's  compliance
with the minimum servicing standards.

In our opinion,  management's assertion that LIFE Financial Corporation complied
with the  aforementioned  minimum  servicing  standards  as of, and for the year
ended, December 31, 1997 is fairly stated, in all material respects.


/S/Deloitte & Touche LLP
February 27, 1998

(LOGO)

February 27,1998

As of and for the year ended December 31, 1997,  LIFE Financial  Corporation has
complied in all material respects 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,  LIFE  Financial
Corporation had in effect a fidelity bond in the amount of $2,000,000 and errors
and omissions policy in the amount of $1,000,000. 
                                                     

/s/Daniel L. Perl
Daniel L. Perl 
President and Chief Executive 
Officer

/s/L. Bruce Mills
L. Bruce Mills
Executive Vice President and
Chief Financial Officer

/s/Steven Sandoval
Steven Sandoval
Vice President

(LOGO)

ANNUAL OFFICER'S CERTIFICATE



                                March 31, 1998

I, DANIEL L. PERL,  Chairman,  President and CEO of Life Bank (the  "Servicer"),
pursuant to the provisions of the Section Servicing Agreement dated September 1,
1997, (the "Agreement"),  by and among Norwest Bank,  Minnesota,  Life Financial
Home Loan Owner Trust 1997-2 and the Servicer, do hereby certify as follows:

(i)      the Servicer has fully complied with the provisions of the Agreement

(ii)     a  review  of  activities  of the Servicer  during the  preceding  year
         and  of the  Servicer's  performance  under the Agreement has been made
         under my supervision; and

(iii)    to the best of my knowledge,  based on the  review referred  to in (ii)
         above, the Servicer has  fulfilled  all of  its obligations, duties and
         responsibilities    under   the   Agreement  throughout  the  preceding
         quarterly period,  and unless otherwise specified on Schedule I hereto,
         no Servicer Default exists.



         Capitalized  terms used but not  otherwise  defined  herein  shall have
meanings ascribed to such terms in the Agreement.

IN WITNESS  WHEREOF,  I have  executed this  certificate  this 31st day of March
1998.

                                                       SERVICER:
                                                       By:/s/Daniel L. Perl
                                                       Daniel L. Perl
                                                       Chairman, President & CEO


                                    LIFE BANK
 A LIFE FINANCIAL COMPANY 10540 MAGNOLIA AVE., SUITE B, RIVERSIDE, CA 92505-1814
 (888) 388-5433   (909) 637-4000




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