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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 NOVEMBER 30, 1997 PROVIDING FOR THE
ISSUANCE OF THE MONEY STORE HOME EQUITY ASSET BACKED CERTIFICATES
SERIES 1997-D).
THE MONEY STORE INC.
(Exact name of registrant as specified in its charter)
NEW JERSEY 68-0405088
(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.
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:
123
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.
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 Cerrtificateholder 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 Boston Safe Deposit and 20,500,000 16.8
Trust Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-D, Three Mellon Bank Center, Room
Class AF-1 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 7,000,000 5.8
4 New York Plaza, 13th Floor
New York, NY 10004
Citibank, N.A. 22,625,000 18.6
P.O. Box 30576
Tampa, FL 33630-3576
Deutsche Bank A.G., 19,000,000 15.6
New York Branch
31 West 52nd Street
New York, NY 10019
Investors Fiduciary 30,200,000 24.6
Trust Company/SSB
Global Corp. Action Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
Morgan Stanley Trust Company 10,000,000 8.2
Investor Communcations Services
51 Mercedes Way
Edgewood, NY 11717
The Money Store Boston Safe Deposit and 32,000,000 36.4
Trust Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-D, Three Mellon Bank Center,
Class AF-2 Room 153-3015
Pittsburgh, PA 15259
Daiwa Securities 8,000,000 9.1
Trust Company
One Evertrust Plaza
Jersey City, NJ 07302
The Northern Trust 36,400,000 41.4
Company
801 S. Canal C-IN
Chicago, IL 60607
SSB Custodian 7,100,000 8.1
Global Corp. Action. Dept.
JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 25,000,000 10.1
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AF-3
Bankers Trust Company 36,600,000 14.7
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Bear, Stearns Securities Corp. 34,000,000 13.7
One Metrotech Center North,
4th Floor
Brooklyn, NY 11201-3862
Boston Safe Deposit and 33,500,000 13.5
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center,
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 12,000,000 5
4 New York Plaza, 13th Floor
New York, NY 10004
Daiwa Securities 21,500,000 8.7
Trust Company
One Evertrust Plaza
Jersey City, NJ 07302
The First National 15,350,000 6.2
Bank of Maryland
Trust Division-Operations
Dept. 101-62
25 S. Charles Street
Baltimore, MD 21201
Mercantile Bank of St. Louis 15,000,000 6.1
National Association Bond
P.O. Box 349
St. Louis, MO 63166
997 41,900,000 16.9
The Money Store The Bank of New York 40,400,000 59.5
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AF-4
Chase Manhattan 10,000,000 14.7
Bank/Chemical
4 New York Plaza, Proxy
Department-13th Floor
New York, NY 10004
SSB Custodian 15,100,000 22.2
Global Corp. Action. Dept.
JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store Boston Safe Deposit and 4,375,000 11.9
Trust Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-D, Three Mellon Bank Center, Room
Class AF-5 153-3015
Pittsburgh, PA 15259
Custodial Trust Company 1,600,000 5
101 Carnegie Center
Princeton, NJ 08540
The First National 8,910,000 24.1
Bank of Maryland
Trust Division-Operations Dept.
101-62
25 S. Charles Street
Baltimore, MD 21201
Investors Fiduciary 5,000,000 13.6
Trust Company/SSB
Global Corp. Action Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
National City Bank 4,000,000 10.9
1900 East 9th Street
Cleveland, OH 44114
SSB Custodian 7,600,000 20.6
Global Corp. Action. Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store Morgan Stanley & Co. 67,100,000 88.3
Trust Asset Backed Incorporated
Certificates, One Pierrepont Plaza, 7th Floor
Series 1997-D, Brooklyn, NY 11201
Class AF-6
Morgan Stanley Trust Company 5,900,000 7.8
Investor Communcations Services
51 Mercedes Way
Edgewood, NY 11717
The Money Store The Bank of New York 16,395,000 19.3
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AF-7
Bankers Trust Company 4,360,000 5.2
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Boston Safe Deposit and 8,50,000 10
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center,
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 20,000,000 23.6
4 New York Plaza, 13th Floor
New York, NY 10004
Corestates Bank, N.A. 9,625,000 11.4
P.O. Box 7618 F.C. #1-9-1-21
Philadelphia, PA 19106-7618
National City Bank 9,700,000 11.5
1900 East 9th Street
Cleveland, OH 44114
SSB Custodian 4,235,000 5
Global Corp. Action. Dept.
JAB5W
P.O. Box 1631
Boston, MA 02105-1631
Union Bank of California, N.A. 8,000,000 9.5
P.O. Box 109
San Diego, CA 92112-4103
The Money Store The Bank of New York 466,750,000 100
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AV-1
The Money Store Boston Safe Deposit and 17,695,000 23.3
Trust Asset Backed Trust Company
Certificates, c/o Mellon Bank N.A.
Series 1997-D, Three Mellon Bank Center,
Class AV-2 Room 153-3015
Pittsburgh, PA 15259
Comerica Bank 4,900,000 6.5
CAP.CHG./Proxy 7
CBB/MC 3530
Detroit, MI 48275-3530
The Northern Trust Company 14,900,000 19.6
801 S. Canal C-IN
Chicago, IL 60607
Salomon Brothers Inc. 25,000,000 32.9
8800 Hidden River Parkway
Tampa, FL 33637
The Money Store The Bank of New York 2,000,000 5.4
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class MV-1
Bankers Trust Company 3,950,000 10.6
c/o BT Services Tennessee
648 Grassmere Park Drive
Nashville, TN 37211
Smith Barney Inc. 31,425,000 84
333 W. 34th Street
New York, NY 10001
The Money Store Chase Manhattan Bank 6,000,000 16.1
Trust Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-D,
Class MV-2
Smith Barney Inc. 31,375,000 83.9
333 W. 34th Street
New York, NY 10001
The Money Store Bank One Trust Company, N.A. 7,000,000 21.5
Trust Asset Backed Corp. Reorg. Proxy Specialist
Certificates, 235 W. Schrock Road
Series 1997-D, Brooksedge Village
Class BV Westerville, OH 43081
Boston Safe Deposit and 6,500,000 20
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center,
Room 153-3015
Pittsburgh, PA 15259
Chase Manhattan Bank 8,000,000 24.6
4 New York Plaza, 13th Floor
New York, NY 10004
Smith Barney Inc. 11,000,000 33.8
333 W. 34th Street
New York, NY 10001
The Money Store Bankers Trust Company 9,700,000 11.5
Trust Asset Backed c/o BT Services Tennessee
Certificates, 648 Grassmere Park Drive
Series 1997-D, Nashville, TN 37211
Class AH-1
Boston Safe Deposit and 11,300,000 13.4
Trust Company
c/o Mellon Bank N.A.
Three Mellon Bank Center, Room
153-3015
Pittsburgh, PA 15259
Investors Fiduciary Trust
Company/SSB 50,371,000 59.6
Global Corp. Action Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Northern Trust Company 5,100,000 6
801 S. Canal C-IN
Chicago, IL 60607
SSB Custodian 4,000,000 5
Global Corp. Action. Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store The Bank of New York 10,000,000 35.7
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AH-2
Chase Manhattan Bank 18,024,000 64.3
4 New York Plaza, 13th
Floor
New York, NY 10004
The Money Store The Bank of New York 2,000,000 10.1
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AH-3
The Bank of 6,500,000 32.6
New York/Western Trust
Company
One Wall Street
New York, NY 10286
Citibank, N.A. 7,000,000 35.1
P.O. Box 30576
Tampa, FL 33630-3576
2697 1,500,000 7.6
LBI-Lehman 2,947,000 14.8
Government Securities Inc.
(LBI)
200 Vesey Street
New York, NY 10285
The Money Store The Bank of New York 13,457,000 65.8
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class AH-4
Comerica Bank 5,000,000 24.5
CAP.CHG./Proxy 7
CBB/MC 3530
Detroit, MI 48275-3530
Norwest Bank Minnesota, 2,000,000 9.8
National Association
733 Marquette Avenue
Minneapolis, MN 55479-0056
The Money Store The Bank of New York 13,500,000 100
Trust Asset Backed 925 Patterson Plank Rd.
Certificates, Secaucus, NJ 07094
Series 1997-D,
Class MH-1
The Money Store Chase Manhattan Bank 7,500,000 50
Trust Asset Backed 4 New York Plaza, 13th Floor
Certificates, New York, NY 10004
Series 1997-D,
Class MH-2
SSB Custodian 7,500,000 50
Global Corp. Action.
Dept. JAB5W
P.O. Box 1631
Boston, MA 02105-1631
The Money Store LBI-Lehman 18,501,000 100
Trust Asset Backed Government Securities Inc.
Certificates, (LBI)
Series 1997-D, 200 Vesey Street
Class BH New York, NY 10285
The Money Store BankBoston, N.A. 10,000,000 100
Trust Asset Backed 150 Royal Street
Certificates, Canton, MA 02021
Series 1997-D,
Class AMF
</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-D) 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 17
Annual Compliance Certificate 21
Annual Independent Accountant's Report 22
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-D, for the calendar year 1997:
(IX) Amount of Interest Received:
Pool I 3,335,316.10
Pool II 2,988,145.48
Pool III 1,362,215.70
Pool IV 46,829.81
AF
(XIII) Class "AF-1" Remittance Amount
(A) Current Interest Requirement 692,858.33
(B) Principal Distribution Amount 4,598,711.16
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL CLASS "AF-1" REMITTANCE AMOUNT 5,291,569.49
Class "AF-2" Remittance Amount:
(A) Current Interest Requirement 470,433.33
(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 470,433.33
Class "AF-3" Remittance Amount:
(A) Current Interest Requirement 1,316,587.50
(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 1,316,587.50
Class "AF-4" Remittance Amount:
(A) Current Interest Requirement 364,933.33
(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 364,933.33
Class "AF-5" Remittance Amount:
(A) Current Interest Requirement 202,112.50
(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 202,112.50
Class "AF-6" Remittance Amount:
(A) Current Interest Requirement 188,020.83
(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 188,020.83
Class "AF-7" Remittance Amount:
(A) Current Interest Requirement 459,354.17
(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 459,354.17
Pool I Remittance Amount:
(A) Current Interest Requirement 3,694,299.99
(B) Principal Distribution Amount 4,598,711.16
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL POOL I REMITTANCE AMOUNT 8,293,011.15
Class "AV-1" Remittance Amount:
(A) Current Interest Requirement 2,436,034.89
(B) Principal Distribution Amount 3,397,820.76
TOTAL CLASS AV REMITTANCE AMOUNT 5,833,855.65
Class "AV-2" Remittance Amount:
(A) Current Interest Requirement 411,033.33
(B) Principal Distribution Amount 0.00
TOTAL CLASS AV REMITTANCE AMOUNT 411,033.33
Class "MV-1" Remittance Amount:
(A) Current Interest Requirement 94,216.15
(B) Principal Distribution Amount 0.00
(C) Principal Not Distributed 0.00
TOTAL CLASS "MV-1" REMITTANCE AMOUNT 94,216.15
Class "MV-2" Remittance Amount:
(A) Current Interest Requirement 94,994.79
(B) Principal Distribution Amount 0.00
(C) Principal Not Distributed 0.00
TOTAL CLASS "MV-2" REMITTANCE AMOUNT 94,994.79
Class BV Remittance Amount:
(A) Current Interest Requirement 88,020.83
(B) Principal Distribution Amount 0.00
(C) Principal Not Distributed 0.00
TOTAL CLASS BV REMITTANCE AMOUNT 88,020.83
Pool II Remittance Amount:
(A) Current Interest Requirement 3,124,300.00
(B) Principal Distribution Amount 3,397,820.76
(C) Principal Not Distributed 0.00
TOTAL POOL II REMITTANCE AMOUNT 6,522,120.76
Class "AH-1" Remittance Amount:
(A) Current Interest Requirement 459,502.43
(B) Principal Distribution Amount 1,622,801.72
TOTAL CLASS "AH-1" REMITTANCE AMOUNT 2,082,304.15
Class "AH-2" Remittance Amount:
(A) Current Interest Requirement 148,643.97
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-2" REMITTANCE AMOUNT 148,643.97
Class "AH-3" Remittance Amount:
(A) Current Interest Requirement 109,209.83
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-3" REMITTANCE AMOUNT 109,209.83
Class "AH-4" Remittance Amount:
(A) Current Interest Requirement 118,480.13
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-4" REMITTANCE AMOUNT 118,480.13
Class "MH-1" Remittance Amount:
(A) Current Interest Requirement 78,075.00
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-5" REMITTANCE AMOUNT 78,075.00
Class "MH-2" Remittance Amount:
(A) Current Interest Requirement 91,000.00
(B) Principal Distribution Amount 0.00
TOTAL CLASS "AH-6" REMITTANCE AMOUNT 91,000.00
Class "BH" Remittance Amount:
(A) Current Interest Requirement 116,787.56
(B) Principal Distribution Amount 0.00
TOTAL CLASS "MH-1" REMITTANCE AMOUNT 116,787.56
POOL III Remittance Amount:
(A) Current Interest Requirement 1,121,698.91
(B) Principal Distribution Amount 1,622,801.72
TOTAL POOL III REMITTANCE AMOUNT 2,744,500.63
Class "AMF" (POOL IV) Remmittance Amount:
(A) Current Interest Requirement 56,583.33
(B) Principal Distribution Amount 16,365.59
(C) Carry Forward Amount 0.00
(D) Monthly Advance for Bankruptcy 0.00
TOTAL POOL IV REMITTANCE AMOUNT 72,948.92
(XIX) (A) Servicing Fee for the Related Due Period
POOL I 69,512.03
POOL II 71,382.11
POOL III 26,056.54
POOL IV 1,038.33
(B) Contingency fee for the related due period
POOL I 69,512.03
POOL II 71,382.11
POOL III 26,056.54
POOL IV 1,038.33
(C) Amount to be deposited to the expense account - TRUSTEE
POOL I 25,677.08
POOL II 23,020.83
POOL III 10,000.00
POOL IV 354.17
(D) Amount to be deposited to the insurance account - MBIA
POOL I 0.00
POOL II 0.00
POOL III 0.00
POOL IV 0.00
(E) FHA Premium Account 1,089.67
CLASS AF-6 Auction Agent Fee 6,966.67
CLASS MV-1 Auction Agent Fee 3,426.04
CLASS MV-2 Auction Agent Fee 3,426.04
CLASS BV Auction Agent Fee 2,979.17
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
