UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F
(MARK ONE)
|_| REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
|X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal period ended June 30, 1999
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission file number 333-46945
Westpac Securitisation Management Pty Limited (the "Trust Manager")
in its capacity as trust manager of the Series 1998-1G WST Trust (the "Trust")
Australian Company Number 081 709 211
(Exact name of Registrant as specified in its charter)
New South Wales, Australia
(Jurisdiction of incorporation or organization)
60 Martin Place, Sydney, NSW 2000, Australia
(Address of principal executive offices)
Securities registered or to be registered pursuant to Section 12(b) of the
Act:
None
Securities required to be registered pursuant to Section 12(g) of
the Act:
None
Securities for which there is a reporting obligation pursuant
to Section 15(d) of the Act:
US$1,372,700,000 Class A Mortgage Backed Floating Rate Notes due 2029
US$32,000,000 Class B Mortgage Backed Floating Rate Notes due 2029
(collectively, the "Notes")
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 last 90 days.
Yes |X| No |_|
Indicate by check mark which financial statement item the
registrant has elected to follow.
Item 17|_| Item 18|_| Incorporated by Reference to filings on Form 6K|X|
<PAGE>
<TABLE>
<CAPTION>
CROSS-REFERENCE SHEET
20-F Item Number and Caption Location
- ----------------------------------------------------------------------------------------------------------------
<S> <C>
PART I
1. Description of Business Not applicable
2. Description of Property Property
3. Legal Proceedings Legal Proceedings
4. Control of Registrant Control of Registrant
5. Nature of Trading Market Market Price Information
6. Exchange Controls and Other Limitations Affecting
Security Holders Exchange Controls and Other Limitations
Affecting Security Holders
7. Taxation Taxation
8. Selected Financial Data Selected Financial Data
9. Management's Discussion and Analysis of Financial
Condition and Results of Operations Not applicable
9A Disclosure of Market Risks Inherent in Derivatives
and other Financial Instruments Market Risks
10. Directors and Officers of Registrant Not applicable
11. Compensation of Directors and Officers Not applicable
12. Options to Purchase Securities from Registrant or
Subsidiaries Not applicable
13. Interest of Management in Certain Transactions Interest of Management in Certain
Transactions
PART II
14. Description of Securities to be Registered Not applicable
PART III
15. Defaults upon Senior Securities Defaults upon Senior Securities
16. Changes in Securities and Changes in Security for
Registered Securities and Use of Proceeds Changes in Securities and Changes in
Security for Registered Securities and Use
of Proceeds
PART IV
17. Financial Statements Not applicable
18. Financial Statements Not applicable
19. (a) Financial Statements Periodic filings on Form 6-K incorporated
by reference
(b) Exhibits Exhibits
</TABLE>
i
<PAGE>
TABLE OF CONTENTS
- ------------------------------------------------------------------------------
Part I
Incorporation of Certain Documents by Reference..............................1
Property.....................................................................1
Legal Proceedings............................................................1
Control of Registrant........................................................1
Market Price Information.....................................................2
Exchange Controls and Other Limitations Affecting Security Holders...........2
Taxation.....................................................................3
Selected Financial Data......................................................4
Market Risks.................................................................5
Interest of Management in Certain Transactions...............................5
Part II
Not Applicable...............................................................5
Part III
Defaults Upon Senior Securities..............................................5
Changes in Securities and Changes in Security for Registered
Securities and Use of Proceeds.............................................5
Part IV
Financial Statements and Exhibits............................................6
Signatures...................................................................7
Index of Exhibits............................................................8
Exhibits
Exhibit 13.1: Noteholders Report for the July 20, 1998 Payment Date..........9
Exhibit 13.2: Noteholders Report for the October 19, 1998 Payment Date......14
Exhibit 13.3: Noteholders Report for the January 19, 1999 Payment Date......18
Exhibit 13.4: Noteholders Report for the April 19, 1999 Payment Date........21
Exhibit 13.5: Noteholders Report for the July 19, 1999 Payment Date.........26
ii
<PAGE>
Exhibit 13.6: Aggregate Totals for the Fiscal Year..........................31
Exhibit 99.1: The Trust Manager Officer's Certificate of Compliance.........33
Exhibit 99.2: Custodial Services Audit Report by PricewaterhouseCoopers.....34
Exhibit 99.3: PricewaterhouseCoopers Consent to Publish Letter .............37
Exhibit 99.4: Financial Report for the Period Ending June 30, 1999..........38
iii
<PAGE>
PART 1
This Annual Report on Form 20-F relates to the Series 1998-1G WST
Trust (the "Trust") and the Mortgage Pass-Through Certificates, Series
1998-1 (the "Certificates") issued pursuant to the Note Trust Deed dated as
of June 10, 1998, between Westpac Securities Administration Limited, as
Trustee (the "Issuer Trustee"); the Trust Manager, as trust manager; and
Morgan Guaranty Trust Company of New York, London Office, as Principal
Payment Agent. Capitalized terms used herein and not defined have the same
meanings ascribed to such terms in the Prospectus Supplement for the
above-referenced Certificates.
The information required for some items in Form 20-F is "not
applicable" to the Trust or the Trust Manager. As used in this Annual
Report filed on Form 20-F, "not applicable" or "Not Applicable" means that
the response to the referenced item is omitted in reliance on the
procedures outlined in numerous no- action letters issued by the
Commission's Staff with respect to substantially similar certificates and
trusts that file annual reports on Form 10-K.
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The Trust Manager incorporates by reference its periodic
filings of Form 6-K, which contain all financial information relating to
the Trust relevant to the holders of the Notes (the "Noteholders"),
pursuant to General Instruction F for Form 20-F and Rule 12b-23 promulgated
under the Securities Exchange Act of 1934.
Item 2. PROPERTY
The property of the Trust consists solely of residential mortgage
loans. Information concerning such property can be found in the quarterly
Noteholders Reports, attached as Exhibits 13.1 through 13.4, the Aggregate
Totals for the Fiscal Year, attached as Exhibit 13.5, and the Financial
Report for the Period Ending June 30, 1999, attached as Exhibit 99.4.
Additionally, an Officer's Certificate of Compliance, executed by a
director of the Trust Manager is filed herewith as Exhibit 99.1. Such
statement certifies that the Trust Manager, in such capacity, has complied
with all conditions and covenants under the Transaction Documents for the
issuance of the Notes by the Trust.
Item 3. LEGAL PROCEEDINGS
The Trust Manager knows of no material legal proceedings involving
any of the Trust, the Trust Manager, the Servicer or the Issuer Trustee.
Item 4. CONTROL OF REGISTRANT
The Notes are currently represented by certificates registered in
the name of Cede & Co., the nominee of The Depository Trust Company.
Accordingly, Cede & Co. is the sole holder of record of the Notes, which it
held on behalf of brokers, dealers, banks and other direct participants in
the DTC system.
1
<PAGE>
Item 5. MARKET PRICE INFORMATION
The Notes are not traded on any nationally recognized exchange in
the United States. The Notes are listed and exchanged on the London Stock
Exchange.
Item 6. EXCHANGE CONTROLS AND OTHER LIMITATIONS AFFECTING SECURITY
HOLDERS
The Australian Banking (Foreign Exchange) Regulations and other
Australian legislation and regulations control and regulate or permit the
control and regulation of a broad range of payments and transactions
involving non-residents of Australia. Pursuant to certain general and
specific exemptions, authorities and approvals, however, we are not
restricted from transferring funds from Australia or placing funds to the
credit of non-residents of Australia subject to:
(i) withholding taxes (see "Item 7. Taxation" below) in
relation to remittances of dividends (to the
extent they are unfranked) and interest payments;
(ii) a restriction on making payments from Australia to the
Government of Iraq, its agencies or nationals; and
(iii) a restriction on transactions involving the transfer of
funds or payments to or from, by the order of, or on
behalf of the authorities in the Federal Republic of
Yugoslavia (Serbia and Montenegro), or their agencies,
who are not residents of Australia; and
(iv) a restriction on transactions involving the transfer of
funds or payments to, by the order of, or on behalf of:
o the Government of Libya or a public authority of Libya;
o any commercial, industrial or public utility
undertaking owned or controlled, directly or
indirectly, by the Government of Libya, or by a
public authority of Libya, or by an entity that
is owned or controlled by the Government of
Libya or a public authority of Libya; or
o any person acting for or on the behalf of the
Government of Libya or a public authority of
Libya or an undertaking or entity as described
above.
Notwithstanding the restrictions referred to in paragraphs (ii),
(iii) and (iv) above, the Reserve Bank of Australia may approve certain
transactions in circumstances it deems appropriate.
Effectively, the only exchange controls limiting the purchase of
domestic securities by non-residents retained in terms of the Trust Manager
or the Trust are the Foreign Exchange Regulations relating to the
requirement of the Reserve Bank of Australia approval for investment in
Australia by central banks, foreign governments and foreign government
2
<PAGE>
agencies, which are holders of the official exchange reserves of their
country and do not act independently of their government with respect to
investment decisions.
Item 7. TAXATION
Certain Australian Tax Matters
The following statements with respect to Australian taxation are
only general summaries and are based on advice received by the
Trust Manager. Purchasers of Notes should consult their own tax advisers
concerning the consequences, in their particular circumstances, under
Australian tax laws, and the laws of any other taxing jurisdiction, of the
ownership of or any dealing in the Notes.
Payments of Principal, Premiums and Interest
Under existing Australian tax law, non-resident holders of Notes
or interests in any Global Note (other than persons holding such securities
or interest as part of a business carried on, at or through a permanent
establishment in Australia (an "Australian Establishment")) are not subject
to Australian income tax on payments of interest or amounts in the nature
of interest, including, subject to the fulfilment of all conditions
required by section 128F of the Australian Income Tax Assessment Act 1936
(the "Tax Act") as set forth below, interest withholding tax. Under Article
11 of the 1983 United States-Australia Tax Treaty, the maximum Australian
withholding rate on interest paid to United States residents who are
entitled to the benefit of such Treaty is 10%. Under Australian law, the
withholding rates for payments to other jurisdictions is currently 10% on
interest or amounts in the nature of interest paid on the Notes. A premium
on redemption would generally be treated as an amount in the nature of
interest for this purpose.
Pursuant to section 128F of the Tax Act, an exemption from
Australian interest withholding tax applies provided all prescribed
conditions are met. Such conditions include the issue of the Notes in a way
that satisfies an objective public offer test. The Issuer Trustee will seek
to issue the Notes in a way that will satisfy such test and otherwise meet
the requirements of section 128F including by listing the Notes.
The test will not be satisfied if the Issuer Trustee knew, or had
reasonable grounds to suspect, that the Notes were being or would later be
acquired either directly or indirectly by an associate of the Issuer
Trustee within the meaning of Section 128F of the Tax Act, other than in
the capacity of a dealer, manager or underwriter in relation to the
placement of a Note.
The exemption from Australian withholding tax will also not apply
to interest paid by the Issuer Trustee to an associate of the Issuer
Trustee within the meaning of section 128F if, at the time of the payment,
the Issuer Trustee knows, or has reasonable grounds to suspect, that the
person is an associate.
3
<PAGE>
Profit on Sale
Under current Australian law, non-resident holders of Notes will
not be subject to Australian income tax on profits derived from the sale or
disposal of Notes (but see below for discussion of Australia's capital
gains provisions):
(1) if the profits do not have an Australian source; or
(2) where the profits do have an Australian source, if the
holder is resident in a country with which Australia has
entered into a double tax treaty, is entitled to the
benefit of that treaty and the profits are business
profits for the purposes of the treaty which are not
attributable to a business carried on through an
Australian Establishment.
The source of any profit on the disposal of Notes will depend on
the factual circumstances of the actual disposal. Where the Notes are
acquired and disposed of pursuant to contractual arrangements entered into
and concluded outside Australia, and the seller and the purchaser are
non-residents of Australia and do not have an Australian Establishment, the
profit should not have an Australian source. There are, however, specific
withholding tax rules that can apply to treat a portion of the sale price
of Notes as interest for withholding tax purposes (and which amounts are
not covered by the exemption conditions in section 128F). These rules can
apply when:
(1) Notes are sold for an amount in excess of their issue price
prior to maturity; or
(2) Notes are sold to an Australian resident in connection
with a "washing arrangement" (as defined in the Tax Act).
Under provisions for the taxation of capital gains, non-resident
holders of Notes would be subject to Australian tax on profits derived from
the sale or disposal of Notes if the Notes were at any time prior to the
sale or disposal held as part of a business carried on through an
Australian Establishment.
Other Taxes
No stamp, issue, registration or similar taxes are payable in
Australia in connection with the issue of the Notes. Furthermore, a
transfer of, or agreement to transfer, Notes executed outside of Australia
will not be subject to Australian stamp duty.
Item 8. SELECTED FINANCIAL DATA
The Trust Manager incorporates by reference and attaches hereto as
Exhibit 13, pursuant to General Instruction F to Form 20-F and Rule 12b-23
promulgated under the Securities Exchange Act of 1934, the following
quarterly Noteholders Reports, filed on Form 6-K, which include all
financial information relating to the Trust that is relevant to
Noteholders:
4
<PAGE>
Noteholders Report for the July 20, 1998 Payment Date,
Noteholders Report for the October 19, 1998 Payment Date,
Noteholders Report for the January 19, 1999 Payment Date,
Noteholders Report for the April 19, 1999 Payment Date, and
Noteholders Report for the July 19, 1999 Payment Date.
The Trust Manager also attaches hereto, as Exhibits 13.6, Exhibit
99.2 and Exhibit 99.4 respectively, the following documents:
Aggregate Totals for the Fiscal Year,
Custodial Services Audit Report by PricewaterhouseCoopers, and
Financial Report for the Period Ending June 30, 1999.
Item 9A. MARKET RISKS
Information regarding various market risks can be found in the
Financial Report for the Period Ending June 30, 1999, attached hereto as
Exhibit 99.4.
Item 13. INTEREST OF MANAGEMENT IN CERTAIN TRANSACTIONS
None.
PART II
NOT APPLICABLE
PART III
Item 15. DEFAULTS UPON SENIOR SECURITIES
None
Item 16. CHANGES IN SECURITIES AND CHANGES IN SECURITY FOR REGISTERED
SECURITIES AND USE OF PROCEEDS
None
5
<PAGE>
PART IV
Item 19. FINANCIAL STATEMENTS AND EXHIBITS
a. See the "Selected Financial Data" section in this Annual Report and
the Exhibits described in section (b) below.
b. Exhibits
The following documents are filed as part of this Annual Report:
1. Exhibit 13.1: Noteholders Report for the July 20, 1998 Payment Date
2. Exhibit 13.2: Noteholders Report for the October 19, 1998 Payment Date
3. Exhibit 13.3: Noteholders Report for the January 19, 1999 Payment Date
4. Exhibit 13.4: Noteholders Report for the April 19, 1999 Payment Date
5. Exhibit 13.5: Noteholders Report for the July 19, 1999 Payment Date
6. Exhibit 13.6: Aggregate Totals for the Fiscal Year
7. Exhibit 99.1: The Trust Manager Officer's Certificate of Compliance
8. Exhibit 99.2: Custodial Services Audit Report by PricewaterhouseCoopers
9. Exhibit 99.3: PricewaterhouseCoopers Consent to Publish Letter
10. Exhibit 99.4: Financial Report for the Period Ending June 30, 1999
6
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant certifies that it meets all of the requirements
for filing on Form 20-F and has duly caused this Annual Report to be signed
on its behalf by the undersigned, thereunto duly authorized.
WESTPAC SECURITISATION MANAGEMENT PTY
LIMITED
/s/ Marten Touw
-----------------------------------
Name: Marten Touw
Title: Director
Date: December 30, 1999
7
<PAGE>
INDEX TO EXHIBITS
Exhibit No. Document Description
- ---------- --------------------
13.1 Noteholders Report for the July 20, 1998 Payment Date
13.2 Noteholders Report for the October 19, 1998 Payment Date
13.3 Noteholders Report for the January 19, 1999 Payment Date
13.4 Noteholders Report for the April 19, 1999 Payment Date
13.5 Noteholders Report for the July 19, 1999 Payment Date
13.6 Aggregate Totals for the Fiscal Year
99.1 The Trust Manager Officer's Certificate of Compliance
99.2 Custodial Services Audit Report by PricewaterhouseCoopers
99.3 PricewaterhouseCoopers Consent to Publish Letter
99.4 Financial Report for the Period Ending June 30, 1999
8
EXHIBIT 13.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Coupon Period ending July 20, 1998
Westpac Securitisation Management Pty Limited
---------------------------------------------
(Translation of registrant's name into English)
Level 4, 60 Martin Place, Sydney, NSW 2000, Australia
-----------------------------------------------------
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes ______ No __X__
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________.
9
<PAGE>
<TABLE>
<CAPTION>
NOTEHOLDERS REPORT -SERIES 1998-1G
<S> <C> <C> <C>
Date of Report - Determination Date 14-Jul-98
Housing Loan Collection Period 07-May-98 to 09-Jul-98
(inclusive) (inclusive)
Days in Collection Period 64
Coupon Period 10-Jun-98 to 20-Jul-98
(inclusive) (inclusive)
Days in Coupon Period 40
3-month BBSW at beginning of coupon period 5.6780% 3-month USD-LIBOR 5.66507%
Foreign Exchange Rate 0.62354525564
SUMMARY PAGE
Available Income 26,753,018.38
Total Available Funds 33,829,250.09
Accrued Interest Adjustment 18,593,060.04
Redraws Made This Period 11,056,120.00
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 546,892.35
Total Payments 33,829,250.09
Payment Shortfall 7,076,231.71
Principal Draw This Period 7,076,231.71
Total Principal Draws Outstanding 7,076,231.71
Gross Principal Collections 100,087,523.39
Principal Collections 89,031,403.39
Excess Available Income 0.00
Excess Collections Distribution 0.00
Liquidity Shortfall 0.00
Liquidity Net Draw / (Repayment) this period 0.00
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 2,191,068,497.72
Subordinated Percentage 2.2687%
Initial Subordinated Percentage 2.3000%
Quarterly Percentage 0.000%
Reuters information Principal/100,000 Coupon/100,000
Class A 0.00 3,722.7915 645.0078
Class B 0.00 0.0000 658.8967
Stated Amount - AUD Equivalent Percentage Forex Percentage Chargeoffs
Class A 2,119,488,889.66 97.73127% 1.0000
Class B 51,800,570.54 2.26873%
TOTAL 2,171,289,460.20 100.00000% 100.00000%
Stated Amount - USD Bond Factor
Class A 1,321,597,241.52 0.9627721 0.00
Class B 32,300,000.00 1.0000000 0.00
TOTAL 1,353,897,241.52 0.9636279 0.00
10
<PAGE>
<CAPTION>
WST 1998-1G
DELINQUENCY STATISTICS
Collection Period Ended: 09-Jul-98
- -----------------------------------------------------------------------------------------------------------------------
Number Current Balance Installment % by % by
of Loans Outstanding $A Amount $A Number Balance
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Current 19,201 2,010,587.906 14,986,160 93.31% 92.90%
1-29 Days 1,299 145,025,895 1,163,214 6.31% 6.70%
20-59 Days 68 7,429,754 54,247 0.33% 0.35%
60-89 Days 9 1,139,773 8,414 0.04% 0.05%
90-119 1 29,901 202 0.00% 0.00%
Days
120-149 0.00% 0.00%
Days
150-179 0.00% 0.00%
Days
180+ Days 0.00% 0.00%
- -----------------------------------------------------------------------------------------------------------------------
Total 20,578 2,164,213,229 16,212,23 100.00% 100.00%
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>
$A
Scheduled Principal 7,830,009.47
Unscheduled Principal 80,722,772.05
-------------
Excess received at settlement 478,622.00
-------------
Principal Collections 89,031,403.52
Fixed Interest Rate Housing Loan 358,469,344
Variable Rate Housing Loans 1,805,743,885
---------------
2,164,213,229
---------------
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf, as Trust Manager for the Series 1998-1G WST Trust, by the
undersigned, thereunto duly authorized.
Westpac Securitisation Management Pty Limited,
as Trust Manager for the Series 1998-1G WST Trust,
-------------------------------------------------
(Registrant)
Dated: August 5, 1998 By: /s/ Lewis E. Love
-------------------------------
Name: Lewis E. Love
Title: Secretary
13
EXHIBIT 13.2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Coupon Period ending October 19, 1998
Westpac Securitisation Management Pty Limited
---------------------------------------------
(Translation of registrant's name into English)
Level 4, 60 Martin Place, Sydney, NSW 2000, Australia
-----------------------------------------------------
(Address of principal executive offices
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes ______ No __X__
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________.
14
<PAGE>
<TABLE>
<CAPTION>
NOTEHOLDERS REPORT - SERIES 1998-1G WST TRUST
<S> <C> <C> <C>
Date of Report - Determination Date 13-Oct-98
Housing Loan Collection Period 10-Jul-98 to 09-Oct-98
(inclusive) (inclusive)
Days in Collection Period 92
Coupon Period 20-Jun-98 to 19-Oct-98
(inclusive) (inclusive)
Days in Coupon Period 91
3-month BBSW at beginning of coupon period 5.1200% 3-month USD- 5.68750%
LIBOR
Foreign Exchange Rate 0.62354525564
Available Income 36,585,397.06
Total Available Funds 36,585,397.06
Accrued Interest Adjustment 0.00
Redraws Made This Period 12,984,486.75
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 1,543,386.36
Total Payments 31,692,082.59
Payment Shortfall 0.00
Principal Draw This Period 0.00
Total Principal Draws Outstanding 2,182,917.24
Gross Principal Collections 157,553,648.56
Principal Collections 144,569,161.81
Excess Available Income 4,893,314.47
Excess Collections Distribution 0.00
Liquidity Shortfall 0.00
Liquidity Net Draw / (Repayment) this period 0.00
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 2,091,298,374.01
Subordinated Percentage 2.3532%
Initial Subordinated Percentage 2.3000%
Quarterly Percentage 0.1795%
Reuters Information Principal/100,000 Coupon/100,000 Chargeoffs
Class A 0.00 6,567.0150 1,418.2235
Class B 0.00 0.0000 1,504.6597
Stated Amount - AUD Equivalent Percentage Forex Percentage
Class A 1,974,919,727.85 97.64681% 1.00000
Class B 51,800,570.54 2.35319%
RFS 0.00
100.00000% 100.00000%
TOTAL 2,026,720,298.39
Stated Amount - USD Bond Factor
Class A 1,231,451,826.56 0.8971019 0.00
Class B 32,300,000.00 1.0000000 0.00
RFS 0.00 0.00
TOTAL 1,263,751,826.56 0.8994675 0.00
</TABLE>
15
<PAGE>
<TABLE>
<CAPTION>
WST 1998-1G
DELINQUENCY STATISTICS
Collection Period Ended: 09-Oct-98
- -----------------------------------------------------------------------------------------------------------------------
Number Current Balance Installment % by % by
of Loans Outstanding $A Amount $A Number Balance
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Current 18,830 1,910,486,388 14,538,745 94.77% 92.36%
1-29 Days 944 102,573,626 752,016 4.75% 5.07%
30-59 Days 69 7,842,351 57,877 0.35% 0.39%
60-89 Days 17 2,446,465 14,367 0.09% 0.12%
90-119 7 925,281 6,890 0.04% 0.05%
Days
120-149 2 167,670 1,255 0.01% 0.01%
Days
150-179 1 95,599 660 0.01% 0.00%
Days
180+ Day 0.00% 0.00%
- -----------------------------------------------------------------------------------------------------------------------
Total 19,870 2,024,537,381 15,371,810 100.00% 100.00%
- -----------------------------------------------------------------------------------------------------------------------
$A
Scheduled Principal 12,625,388.34
Unscheduled Principal 127,050,459.00
Principal Collections 139,675,847.34
--------------
Fixed Interest Rate Housing Loan 378,617,989
Variable Rate Housing Loans 1,645,919,392
--------------
2,024,537,381
--------------
</TABLE>
16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf, as Trust Manager for the Series 1998-1G WST Trust, by the
undersigned, thereunto duly authorized.
Westpac Securitisation Management Pty Limited,
as Trust Manager for the Series 1998-1G WST Trust,
-------------------------------------------------
(Registrant)
Dated: October ___, 1998 By: /s/ Lewis E. Love
-------------------------------
Name: Lewis E. Love
Title: Secretary
17
EXHIBIT 13.3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Coupon Period ending January 19, 1999
Westpac Securitisation Management Pty Limited
---------------------------------------------
(Translation of registrant's name into English)
Level 4, 60 Martin Place, Sydney, NSW 2000, Australia
-----------------------------------------------------
(Address of principal executive offices
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes ______ No __X__
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________.
18
<PAGE>
<TABLE>
<CAPTION>
NOTEHOLDERS REPORT - SERIES 1998-1G WST TRUST
<S> <C> <C> <C>
Date of Report - Determination Date 13-Jan-99
Housing Loan Collection Period 10-Oct-98 to 09-Jan-99
(inclusive) (inclusive)
Days in Collection Period 92
Coupon Period 19-Oct-98 to 19-Jan-99
(inclusive) (exclusive)
Days in Coupon Period 92
3-month BBSW at beginning of coupon period 4.7100% 3-month USD- 5.34328%
LIBOR
Foreign Exchange Rate 0.62354525564
Available Income 33,575,259.97
Total Available Funds 33,575,259.97
Accrued Interest Adjustment 0.00
Redraws Made This Period 17,280,867.08
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 1,449,812.11
Total Payments 29,970,848.51
Payment Shortfall 0.00
Principal Draw This Period 0.00
Total Principal Draws Outstanding 0.00
Gross Principal Collections 140,890,518.14
Principal Collections 123,609,651.06
Excess Available Income 3,604,411.46
Excess Collections Distribution 1,421,494.23
Liquidity Shortfall 0.00
Liquidity Net Draw / (Repayment) this period 0.00
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 1,958,396,238.21
Subordinated Percentage 2.5186%
Initial Subordinated Percentage 2.3000%
Average Quarterly Percentage 0.0000%
Reuters Information Principal/100,000 Coupon/100,000
Class A 0.00 5,614.9349 1,257.0934
Class B 0.00 0.0000 1,433.2271
Stated Amount - AUD Equivalent Percentage Forex Percentage Chargeoffs
Class A 1,851,310,076.79 97.48140% 1.00000
Class B 51,800,570.54 2.51860%
RFS 0.00 0.00000
TOTAL 1,903,110,647.33 100.00000% 100.00000%
Stated Amount - USD Bond Factor
Class A 1,154,375,615.09 0.8409526 0.00
Class B 32,300,000.00 1.0000000 0.00
RFS 0.00 0.00
TOTAL 1,186,675,615.09 0.8446090 0.00
</TABLE>
19
<PAGE>
<TABLE>
<CAPTION>
Series 1998-1G WST Trust
DELINQUENCY STATISTICS
Collection Period Ended: 09-Jan-99
- ---------------------------------------------------------------------------------------------------------------------------
Number Current Balance Instalment % by % by
of Loans Outstanding $A Amount $A Number Balance
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Current 17,826 1,782,992,186 13,885,788 93.42% 93.69%
1-29 Days 1,122 106,473,055 903,447 5.88% 5.59%
30-59 Days 97 9,956,559 73,997 0.51% 0.52%
60-89 Days 21 2,407,709 16,866 0.11% 0.13%
90-119 Days 12 1,122,960 8,429 0.06% 0.06%
120-149 Days 1 53,220 380 0.01% 0.00%
150-179 Days 1 104,959 860 0.01% 0.01%
180+ Days 0.00% 0.00%
- ---------------------------------------------------------------------------------------------------------------------------
Total 19,080 1,903,110,647 14,889,767 100.00% 100.00%
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>
$A
Scheduled Principal 13,432,800.79
Unscheduled Principal 107,993,933.04
--------------
Principal Collections 121,426,733.83
--------------
Fixed Interest Rate Housing Loan 353,763,041
Variable Rate Housing Loans 1,549,347,606
-------------
1,903,110,647
-------------
20
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf, as Trust Manager for the Series 1998-1G WST Trust, by the
undersigned, thereunto duly authorized.
Westpac Securitisation Management Pty Limited,
as Trust Manager for the Series 1998-1G WST Trust,
-------------------------------------------------
(Registrant)
Dated: January ___, 1999 By: /s/ Lewis E. Love
-------------------------------
Name: Lewis E. Love
Title: Secretary
21
EXHIBIT 13.4
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Coupon Period ending April 19, 1999
Westpac Securitisation Management Pty Limited
---------------------------------------------
(Translation of registrant's name into English)
Level 4, 60 Martin Place, Sydney, NSW 2000, Australia
-----------------------------------------------------
(Address of principal executive offices
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes ______ No __X__
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________.
22
<PAGE>
<TABLE>
<CAPTION>
NOTEHOLDERS REPORT - SERIES 1998-1G WST TRUST
<S> <C> <C> <C>
Date of Report - Determination Date 13-Apr-99
Housing Loan Collection Period 10-Jan-99 to 09-Apr-99
(inclusive) (inclusive)
Days in Collection Period 90
Coupon Period 19-Jan-99 to 19-Apr-99
(inclusive) (exclusive)
Days in Coupon Period 90
3-month BBSW at beginning of coupon period 4.8183% 3-month USD- 4.96984%
LIBOR
Foreign Exchange Rate 0.62354525564
Available Income 30,957,759.37
Total Available Funds 30,957,759.37
Accrued Interest Adjustment 0.00
Redraws Made This Period 20,166,445.88
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 1,341,729.45
Total Payments 26,752,676.66
Payment Shortfall 0.00
Principal Draw This Period 0.00
Total Principal Draws Outstanding 0.00
Gross Principal Collections 140,397,703.39
Principal Collections 120,231,257.51
Excess Available Income 4,204,882.71
Excess Collections Distribution 4,204,882.71
Liquidity Shortfall 0.00
Liquidity Net Draw / (Repayment) this period 0.00
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 1,843,650,616.33
Subordinated Percentage 2.6796%
Initial Subordinated Percentage 2.3000%
Average Quarterly Percentage 0.1953%
Reuters Information Principal/100,000 Coupon/100,000
Class A 0.00 5,461.4723 1,074.2833
Class B 0.00 0.0000 1,308.7100
Stated Amount - AUD Equivalent Percentage Forex Percentage Chargeoffs
Class A 1,731,078,819.28 97.32035% 1.00000
Class B 51,800,570.54 2.67965%
RFS 0.00 0.00000
TOTAL 1,782,879,389.82 100.00000% 100.00000%
Stated Amount - USD Bond Factor
Class A 1,079,405,984.90 0.7863379 0.00
Class B 32,300,000.00 1.0000000 0.00
RFS 0.00 0.00
TOTAL 1,111,705,984.90 0.00
23
<PAGE>
<CAPTION>
Series 1998-1G WST Trust
DELINQUENCY STATISTICS
Collection Period Ended: 09-Apr-99
- ---------------------------------------------------------------------------------------------------------------------------
Number Current Balance Instalment % by % by
of Loans Outstanding $A Amount $A Number Balance
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Current 16,989 1,667,665,262 13,248,883 93.39% 93.54%
1-29 Days 1,015 95,038,700 805,677 5.58% 5.33%
30-59 Days 130 13,867,902 102,150 0.71% 0.78%
60-89 Days 32 3,625,382 25,502 0.18% 0.20%
90-119 Days 12 1,596,552 9,206 0.07% 0.09%
120-149 Days 7 745,276 5,207 0.04% 0.04%
150-179 Days 1 92,237 629 0.01% 0.01%
180+ Days 3 248,079 1,899 0.02% 0.01%
- ---------------------------------------------------------------------------------------------------------------------------
Total 18,189 1,782,879,390 14,199,153 100.00% 100.00%
- ---------------------------------------------------------------------------------------------------------------------------
$A
Scheduled Principal 14,237,161.00
Unscheduled Principal 105,994,097.00
--------------
Principal Collections 120,231,258.00
--------------
Fixed Interest Rate Housing Loan 353,763,041
Variable Rate Housing Loans 1,429,116,349
-------------
1,782,879,390
-------------
</TABLE>
24
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf, as Trust Manager for the Series 1998-1G WST Trust, by the
undersigned, thereunto duly authorized.
Westpac Securitisation Management Pty Limited,
as Trust Manager for the Series 1998-1G WST Trust,
-------------------------------------------------
(Registrant)
Dated: April 21, 1999 By: /s/ Lewis E. Love
-------------------------------
Name: Lewis E. Love
Title: Secretary
25
EXHIBIT 13.5
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the Coupon Period ending July 19, 1999
Westpac Securitisation Management Pty Limited
---------------------------------------------
(Translation of registrant's name into English)
Level 4, 60 Martin Place, Sydney, NSW 2000, Australia
-----------------------------------------------------
(Address of principal executive offices
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F __X__ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes ______ No __X__
If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-___________.
26
<PAGE>
<TABLE>
<CAPTION>
NOTEHOLDERS REPORT - SERIES 1998-1G WST TRUST
<S> <C> <C> <C>
Date of Report - Determination Date 13-Jul-99
Housing Loan Collection Period 10-Apr-99 to 09-Jul-99
(inclusive) (inclusive)
Days in Collection Period 91
Coupon Period 19-Apr-99 to 19-Jul-99
(inclusive) (exclusive)
Days in Coupon Period 91
3 month BBSW at beginning of coupon period 4.7800% 3 month USD- 5.0000%
LIBOR
Foreign Exchange Rate 0.62354525564
Available Income 28,915,001.43
Total Available Funds 28,915,001.43
Accrued Interest Adjustment 0.00
Redraws Made This Period 23,606,140.73
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 1,310,607.08
Total Payments 25,341,946.19
Payment Shortfall 0.00
Principal Draw This Period 0.00
Total Principal Draws Outstanding 0.00
Gross Principal Collections 150,928,437.49
Principal Collections 127,322,296.76
Excess Available Income 3,573,155.24
Excess Collections Distribution 3,573,155.24
Liquidity Shortfall 0.00
Liquidity Net Draw / (Repayment) this period 0.00
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 1,720,121,451
Subordinated Percentage 2.8574%
Initial Subordinated Percentage 2.3000%
Average Quarterly Percentage 0.2776%
Reuters Information Principal/100,000 Coupon/100,000
Class A 0.00 5,783.5808 1,020.6713
Class B 0.00 0.0000 1,330.8750
Stated Amount - AUD Equivalent Percentage Forex Percentage Chargeoffs
Class A 1,603,756,522.52 97.14264% 1.00000
Class B 52,800,570.54 2.85736%
RFS 0.00 0.00000
TOTAL 1,655,557,093.06 100.00000% 100.00000%
Stated Amount - USD Bond Factor
Class A 1,000,014,770.82 0.7285021 0.00
Class B 32,300,000.00 1.0000000 0.00
RFS 0.00 0.00
TOTAL 1,032,314,770.82 0.00
27
<PAGE>
<CAPTION>
WST Trust Series 1998-1G
DELINQUENCY STATISTICS
Collection Period Ended: 09/07/1999
- ----------------------------------------------------------------------------------------------------------------------------
Number Current Balance Instalment % by % by
of Loans Outstanding $A Amount $A Number Balance
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Current 15,952 1,537,245,457 12,094,375 2.82% 92.85%
1-29 1,075 101,905,576 866,225 6.26% 6.16%
Days
30-59 94 10,062,784 72,337 0.55% 0.61%
Days
60-89 40 3,411,604 28,340 0.23% 0.21%
Days
90-119 10 1,445,136 8,411 0.06% 0.09%
Days
120-149 7 676,126 5,139 0.04% 0.04%
Days
150-179 2 155,464 1,087 0.01% 0.01%
Days
180+ 6 654,945 4,450 0.03% 0.04%
Days
- ----------------------------------------------------------------------------------------------------------------------------
Total 17,186 1,655,557,093 13,080,365 100.00% 100.00%
- ----------------------------------------------------------------------------------------------------------------------------
$A
Scheduled Principal 13,760,164
Unscheduled Principal 113,562,133
-----------
Principal Collections 127,322,297
-----------
Fixed Interest Rate Housing Loan 321,444,216
Variable Rate Housing Loans 1,334,112,877
---------------
1,655,557,093
---------------
</TABLE>
28
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its
behalf, as Trust Manager for the Series 1998-1G WST Trust, by the
undersigned, thereunto duly authorized.
Westpac Securitisation Management Pty Limited,
as Trust Manager for the Series 1998-1G WST Trust,
(Registrant)
Dated: July 19, 1999 By: /s/ Lucy Beretin
------------------------------
Name: Lucy Beretin
Title: Trust Manager
29
<TABLE>
<CAPTION>
EXHIBIT 13.6
AGGREGATE TOTALS FOR THE FISCAL YEAR (through 7/9/99)
NOTEHOLDERS REPORT - SERIES 1998-1G WST TRUST
<S> <C> <C>
Date of Report - Determination Date 13-Jul 99
Housing Loan Collection Period 06-May-98 09-Jul-99
(inclusive)
Days in Collection Period 430
Coupon Period 10-Jun-98 19-July-99
(exclusive)
Days in Coupon Period 405
3 Month USD-LIBOR (average) 5.0130%
Foreign Exchange Rate 0.62354525564
SUMMARY PAGE
Available Income 156,786,436.21
Total Available Funds 163,862,67.92
Accrued Interest Adjustment 18,593,060.04
Redraws Made This Period 85,094,060.44
Redraw Shortfall 0.00
Redraw Facility Draw 0.00
RFS Issued This Period 0.00
Trust Expenses 6,192,427.35
Total Payments 147,586,804.04
Payment Shortfall 0.00
Principal Draw This Period 0.00
Total Principal Draws Outstanding 0.00
Gross Principal Collections 689,857,830.97
Principal Collections 604,763,770.53
Excess Available Income 16,275,763.88
Excess Collections Distribution 9,199,532.18
Liquidity Shortfall 0.00
Liquidity Net Draw/(Repayment) this 0.00
period
Remaining Liquidity Shortfall 0.00
Liquidation Loss 0.00
Principal Charge Offs 0.00
Prepayment Benefit Shortfall 0.00
Average Daily Balance for Qtr 1,720,121,451.39
Subordinated Percentage 2.8574%
Initial Subordinated Percentage 2.3000%
Average Quarterly Percentage 0.2776%
Reuters Information Principal/100,000
Class A 0.00 5,783.5808
Class B 0.00 0.0000
Stated Amount - AUD Equivalent Percentage
Class A 1,603,756,522.52 97.14264%
Class B 52,800,570.54 2.85736%
RFS 0.00
TOTAL 1,655,557,093.06 100.00000%
Stated Amount - USD
Class A 1,000,014,770.82
Class B 32,300,000.00
RFS 0.00
TOTAL 1,032,314,770.82
</TABLE>
<PAGE>
$A
Scheduled principal $61,885,523
Unscheduled principal $535,323,394
-------------
Excess received at settlement $478,622
-------------
Principal Collections $597,687,539
Fixed Interest Rate Housing Loan $321,444,216
Variable Rate Housing Loans $1,334,112,877
--------------
$1,655,557,093
--------------
31
EXHIBIT 99.1
WESTPAC SECURITISATION MANAGEMENT PTY LIMITED
OFFICER'S CERTIFICATE OF COMPLIANCE
The undersigned officer of Westpac Securitisation Management Pty
Limited, a company organized under the laws of New South Wales,
Australia ("WSM"), hereby certifies on behalf of WSM and on his own
behalf for purposes of the Series 1998-1G WST Trust Class A and Class B
Mortgage Backed Floating Rate Notes (collectively, the "Notes"), as
follows:
1. I am a duly appointed, qualified and acting Director of WSM;
2. I am duly authorized to execute and deliver this
Officer's Certificate on behalf of WSM; and
3. To the best of my knowledge, the Issuer Trustee has
complied with all conditions and covenants under the
Transaction Documents, for the Series 1998-1G WST Trust
issue of Notes for the period between June 30, 1998 and
June 30, 1999.
Capitalized terms used and not defined herein shall have the
meanings assigned to such terms in the Note Trust Deed related to the
above-referenced issue of Notes.
IN WITNESS WHEREOF, I have signed my name as of December 30, 1999.
/s/ Marten Touw
--------------------------------
By: Marten Touw
Director
Westpac Securitisation Management
Pty Limited
33
EXHIBIT 99.2
PRICEWATERHOUSECOOPERS LETTERHEAD
15 February 1999
Westpac Securities Administration Limited Standard and Poor's
Level 5 Endeavour House Level 37, 120 Collins Street
50 Pitt Street MELBOURNE VIC 3000
SYDNEY NSW 2000 Attention: Ms. Sofia Georgiou
Attention: Mr. Robert Hamilton
The Mortgage Company Pty Limited Moody's Investors Service
25 Pierson Street Level 10, 55 Hunter Street
LOCKLEYS SA 5032 SYDNEY NSW 2000
Attention: Mr. Mike Dilworth Attention: Mr. Patrick Eng
Dear Sirs/Madam
CUSTODIAL SERVICES AUDIT
Scope
We have conducted an independent audit during the week ending 5
February 1999 in accordance with Clause 3.3 of the Westpac
Securitisation Trusts Servicing Agreement (the "Agreement") in relation
to the following Relevant Trusts:
o Series 1997-1 WST Trust
o Series 1997-2 WST Trust
o Series 1997-3 WST Trust
o Series 1997-4E WST Trust
o Series 1998-1G WST Trust
o WST Warehouse Trust #1
Unless otherwise defined terms and phrases have the same definition as
those appearing in the WST Transaction Documents.
Pursuant to Schedule 2 of the Agreement, our audit was performed in
order to express an opinion about:
(a) the Servicer's control procedures based on the specific Control
Objectives listed below
(b) the contents of the Security Packets
Our audit of the control procedures has been conducted in accordance
with Australian Auditing Standards applicable to performance audits and
accordingly included such tests and procedures as we considered
necessary in the circumstances. These procedures have been undertaken
to form an opinion whether in all material respects, the control
procedures in relation to The Mortgage Company Pty Limited's (the
Servicer) role as custodian were adequately designed so as to achieve
the Control Objectives listed below, and were operating at the time of
our audit.
34
<PAGE>
Our audit of the contents of the Security Packets was undertaken to
confirm, on the overall population of the Relevant Trusts, with 95%
confidence, that the Security Packets contain the Relevant Documents
that they should with an error rate not exceeding 5%.
This report has been prepared for the use of the Trustee, the Servicer
and the Designated Rating Agencies for the purpose of monitoring the
Servicer's custodial role. We disclaim any assumption of responsibility
for any reliance on this report to any person other than those
mentioned, or for any other purpose other than that for which it was
prepared.
Control Objectives
The specific Control Objectives (listed in Schedule 2 of the Agreement)
are to ensure:
o the custodial duties and responsibilities of the Servicer, as outlined
in Section 3 of the Agreement, are met
o the Relevant Documents are capable of identification, segregated
by reference to the relevant Portfolio of Receivables and from
other mortgage title documents held by the Servicer
o the Relevant Documents may not be removed or tampered with except with
appropriate authorisation
o the location of the Relevant Documents can be detected at any time.
The Servicer, under the delegation of the Trustee, is responsible for
maintaining an effective internal control structure for the custodial
operations of the Relevant Trusts.
Because of inherent limitations in any internal control structure,
errors or irregularities may occur and not be detected. Also,
projections of any evaluation of the internal controls to future
periods are subject to the risk that the internal controls may become
inadequate because of changes in conditions, or that the degree of
compliance with the control procedures may deteriorate.
The audit opinion expressed in this report has been formed on the above
basis.
Audit Opinion
In our opinion:
(a) in relation to the custodial operations of the Relevant
Trusts, the Servicer maintained during January 1999, in
all material respects, control procedures designed to
achieve the specific Control Objectives referred to
above.
(b) we are 95% confident that the error rate in the contents
of the Security Packets of the Relevant Trusts does not
exceed 5% with respect to the overall population of the
WST Relevant Trusts.
No errors were detected during our audit.
35
<PAGE>
We grade the custodial performance of the Servicer under the Agreement
as "Good" as defined in Schedule 2 of the Agreement ie all control
procedures and accuracy of information in respect of Relevant Documents
completed without exception, other than immaterial and occasional
variances.
Yours faithfully
/s/ PricewaterhouseCoopers
- --------------------------------
PricewaterhouseCoopers
Chartered Accountants
/s/ MJ Codling
- --------------------------------
MJ Codling
Partner
36
EXHIBIT 99.3
PRICEWATERHOUSECOOPERS LETTERHEAD
The Directors
Westpac Securitisation Management Pty Limited
60 Martin Place
SYDNEY NSW 2000
29 December 1999
Subject: Form 20-F
Dear Sirs
We hereby consent to the inclusion in the Form 20-F for the series
1998-1G WST Trust for the year ended June 30, 1999 of our report, dated
February 15, 1999 on our custodial services audit undertaken in
accordance with Clause 3.3 of the Westpac Securitisation Trusts
Servicing Agreement.
Yours faithfully
/s/ PricewaterhouseCoopers
-----------------------------------
PricewaterhouseCoopers
Chartered Accountants
/s/ MJ Codling
------------------------------------
MJ Codling
Partner
37
EXHIBIT 99.4
SERIES 1998-1G WST TRUST
FINANCIAL REPORT
FOR THE PERIOD ENDED 30 JUNE 1999
The Trust Manager has received the Financial Report for the Period Ended 30
June 1999 from PricewaterhouseCoopers. Unfortunately, the Trust Manager
has not yet received a Consent to Publish this Report. Upon receipt of
such consent, which shall be in substantially similar form to the Consent
to Publish provided in Exhibit 99.3, the Trust Manager will file an
amendment to this filing.
