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, 1998 or
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 333-17801-01
Norwest Integrated Structured Assets, Inc.
Mortgage Pass-Through Certificates
Series 1998-1 Trust
(Exact name of registrant as specified in its charter)
New York 52-2107125
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, Maryland 21044
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code:
(410) 884-2000
Securities to be registered pursuant to Section 12(b)
of the Act:
NONE
Securities to be 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 25, 1999, on behalf of
Norwest Integrated Structured Assets, Inc. Mortgage Pass-Through Certificates
Series 1998-1 Trust established pursuant to a Pooling and Servicing Agreement
among NORWEST INTEGRATED STRUCTURED ASSETS, INC. (Seller) and NORWEST BANK
MINNESOTA, NATIONAL ASSOCIATION (Master Servicer) and FIRST UNION NATIONAL BANK
(Trustee) pursuant to which the Norwest Integrated Structured Assets, Inc.
Mortgage Pass-Through Certificates Series 1998-1 Trust 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, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
(99.2) Report of Management as to Compliance with
Minimum Servicing Standards for the year
ended December 31, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
(99.3) Annual Statements of Compliance under the
Pooling and Servicing Agreements for the
year ended December 31, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
(99.4) Aggregate Statement of Principal and
Interest Distributions to Certificate
Holders. <F2>
(b) On October 7, 1998, November 10, 1998, and
December 4, 1998, reports on Form 8-K were filed
by the Company in order to provide the
statements for the monthly distributions to
holders of the Certificates. No other reports on
Form 8-K have been filed during the last quarter
of the period covered by this report.
<F1> Filed herewith.
<F2> Previously filed.
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:
Norwest Integrated Structured Assets, Inc.
Mortgage Pass-Through Certificates
Series 1998-1 Trust
Signed: Norwest Bank Minnesota, N.A., as Master Servicer
By: Sherri J. Sharps, Vice president
By: /s/ Sherri J. Sharps, Vice president
Dated: December 15, 1999
Exhibits
Exhibit No.
99.1 Annual Independent Accountants' Servicing Reports concerning servicing
activities for the year ended December 31, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
99.2 Report of Management as to Compliance with Minimum Servicing Standards for
the year ended December 31, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
99.3 Annual Statements of Compliance under the Pooling and Servicing Agreements
for the year ended December 31, 1998.
a) CITICORP MTG INC <F1>
b) FT MTG COMPANIES <F1>
c) HOMESIDE LENDING INC (FL) <F1>
d) NORWEST MTG INC <F1>
e) SUN TRUST MTG INC <F1>
99.4 Aggregate Statement of Principal and Interest Distributions to Certificate
Holders. <F2>
<F1> Filed herewith.
<F2> Previously filed.
(LOGO)
KPMG
10 South Broadway Suite 900
St Louis, MO 63102-1761
Telephone 314 444 1400
Fax 314 444 1470
Independent Accountants' Report
The Board of Directors
Citicorp Mortgage, Inc.:
We have examined management's assertion about Citicorp Mortgage, Inc. (an
indirect wholly owned subsidiary of Citigroup) and subsidiaries' (the Company)
compliance 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 the year ended December 31, 1998 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 Citicorp Mortgage, Inc. and
subsidiaries complied in all material respects with the aforementioned minimum
servicing standards as of and for the year ended December 31, 1998 is fairly
stated, in all material respects.
KPMG LLP
March 2, 1999
ARTHUR ANDERSEN LLP
(logo)
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Stockholder of FT Mortgage Companies:
We have examined management's assertion about FT Mortgage Companies' (the
"Company") compliance with the minimum servicing standards identified in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers (USAP) and that the Company had in effect a fidelity bond
policy in the amount of $70,000,000 and an errors and omissions policy in the
amount of $50,000,000 as of and for the year ended December 31,1998, included in
the accompanying management assertion letter. Management is responsible for the
Company's compliance with those minimum servicing standards and for maintaining
a fidelity bond and errors and omissions policy. Our responsibility is to
express an opinion on management's assertion about the Company's compliance with
the minimum servicing standards and maintenance of a fidelity bond and errors
and omissions policy 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, except for the matters disclosed therein, management's assertion
that the Company complied with the aforementioned minimum servicing standards
and that the Company had in effect a fidelity bond policy in the amount of
$70,000,000 and an errors and omissions policy in the amount of $50,000,000 as
of and for the year ended December 31, 1998, is fairly stated, in all material
respects.
Arthur Andersen, LLP
Memphis, Tennessee, February 12, 1999.
(logo)
KPMG Peat Marwick LLP
Suite 2700, Independent Square
One Independent Drive
RO. Box 190
Jacksonville, FL 32201-0190
Independent Auditors' Report
The Board of Directors
HomeSide Lending, Inc.:
We have examined management's assertion about HomeSide Lending, Inc. and
subsidiaries' (the Company's) compliance with the minimum servicing standards
set forth in the Mortgage Bankers Association of America's Uniform Single
Attestation Program for Mortgage-Bankers and that the Company had in effect a
fidelity bond and errors and omissions policy in the amount of $76 million and
$20 million, respectively, as of September 30, 1998 and for the period from
February 11, 1998 through September 30, 1998, included in the accompanying
management assertion letter. 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 HomeSide Lending, Inc. and
subsidiaries have complied in all material respects with the aforementioned
minimum servicing standards and that the Company had in effect a fidelity bond
and errors and omissions policy in the amount of $76 million and $20 million,
respectively, as of September 30, 1998 and for the period from February 11, 1998
through September 30, 1998 is fairly stated, in all material respects.
KPMG Peat Marwick LLP
December 11, 1998
(logo)
(LOGO)
KPMG Peat Marwick LLP
2500 Ruan Center
RO. Box 772
Des Moines, IA 50303
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Norwest Mortgage, Inc.:
We have examined management's assertion about Norwest Mortgage Banking'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, 1998, included in the
accompanying management assertion. Management is responsible for Norwest
Mortgage Banking'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 Norwest Mortgage Banking'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 Norwest Mortgage Banking's compliance with the minimum
servicing standards.
In our opinion, management's assertion that Norwest Mortgage Banking complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1998, is fairly stated, in al1 material respects.
KPMG Peat Marwick LLP
January 19, 1999
(LOGO)
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To SunTrust Mortgage, Inc.:
We have examined management's assertion about SUNTRUST MORTGAGE, INC.'S
compliance with the minimum servicing standards identified in the Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Banks ("USAP") and that the Company, had in effect a fidelity bond and errors
and omissions policy in the amounts of $100,000,000 and $20,000,000,
respectively, as of and for the year ended December 31, 1998, included in the
accompanying management assertion. Management is responsible for the Company's
compliance with those minimum servicing standards and for maintaining a fidelity
bond and errors and omissions policy. Our responsibility is to express an
opinion on management's assertion about the entity's compliance with the minimum
servicing standards and maintenance of a fidelity bond and errors and omissions
policy 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 of 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 and that the Company had in effect a
fidelity bond and errors and omissions policy in the amounts of $100,000,000 and
$20,000,000, respectively, as of and for the year ended December 31, 1998 is
fairly stated in all material respects.
ARTHUR ANDERSEN LLP
Atlanta, Georgia
February 3, 1999
(LOGO)
Citicorp Mortgage. Inc.
12855 N. Outer Forty Drive
MS 822
St. Louis, MO 63141
As of and for the year ended December 31, 1998, Citicorp Mortgage, Inc. (an
indirect wholly owned subsidiary of Citigroup) and subsidiaries (the Company)
has complied, in all material respects, with the minimum servicing standards set
forth in the Mortgage Bankers Association of America's Uniform Single
Attestation for Mortgage Bankers. As of and for this same period, the Company
had In effect fidelity bond and errors and omissions policies in the amount of
$375 million.
Very truly yours,
CITICORP MORTGAGE, INC.
By:
Keith McDonald, Director
Portfolio Management
By:
Jim B. Levites, Managing Director
(Default Management)
By:
David B. Lowman. President/Chief Operating Officer
By:
Carl Levinson, Chairman Chief Executive Officer
March 2, 1999
(logo)
FT Mortgage Companies
2974 LBJ FREEWAY DALLAS, TX 75234
ATLANTIC COAST MORTGAGE
CARL I. BROWN MORTGAGE
MNC MORTGAGE
HOMEBANC MORTGAGE
FIRST TENNESSEE MORTGAGE
SUNBELT NATIONAL MORTGAGE
972 484-5600
Arthur Andersen L.L.P.
100 Peabody Place, Suite 1100
Memphis, TN 38103-3625
Dear Sirs:
As of and for the year ended December 31, 1998, FT Mortgage Companies and its
wholly-owned subsidiary, First Tennessee Mortgage Services, Inc. (the "Company")
has complied in all material respects, except for the matters disclosed in
Exhibit I, 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, the Company had in effect a fidelity
bond policy in the amount of $70,000,000 and an errors and omissions policy in
the amount of $50,000,000.
Gary B. Klinger
Chief Financial Officer
February 12, 1999
EXHIBIT I
Matter #1:
The Company is required to maintain a loan servicing file for each of the loans
it services. During an inventory of files in prior years, the Company noted
several missing files. The situation reported in the prior year still exists.
Management Corrective Action
The Company maintains collateral documentation files with the document
custodians. For the existing portfolio, internal loan servicing files will be
recreated as necessary. During 1998, the Company implemented imaging technology
which will substantially reduce loss of internal documents in the future.
Matter #2:
The Company is required to analyze escrow balances for all loans on an annual
basis. Testing in prior years revealed a group of loans on which an escrow
analysis had not been performed in the preceding 12 months. The situation
reported in the prior year still exists.
Management Corrective Action
Management controls this process through a weekly review of loans requiring
escrow analysis and feels the procedures provide proper control. In some cases,
loans may be excluded from analysis for a period of time. For example, analysis
is not conducted on loans 30 or more days delinquent. Once cured, RESPA permits
60 additional days for completion of analysis. In addition, a "stop" can be
placed on a loan pending resolution or a customer research inquiry.
(logo)
HOMESIDE LENDING, INC
As of September 30, 1998 and for the period from February 11, 1998 to September
30, 1998, HomeSide Lending, Inc. 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, HomeSide Lending, Inc. had in effect a fidelity bond and
errors and omissions policy in the amount of $76 million and $20 million,
respectively.
William Glasgow, Jr.
Executive Vice President
December 11, 1998
Date
Post Office Box 44090, Jacksonville, FL 32231-4090 904-281.3000
(LOGO)
Norwest Mortgage, Inc.
Home Campus
Des Moines, IA 50328
515/221- 7300
Management Assertion
As of, and for the year ended December 31, 1998, Norwest Mortgage Banking 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 the same period, Norwest Mortgage
Banking had in effect a fidelity bond along with an errors and omissions policy
in the amounts of $100 million and $20 million, respectively.
Mark C. Oman
Chairman and Chief Executive Officer
January 19, 1999
Date
Robert K. Chapman
Executive Vice President and Chief Financial Officer
January 19, 1999
Date
Mike Heid
Executive Vice President Loan Servicing
January 19, 1999
Date
SunTrust Mortgage, Inc.
Mail Code CC-502
P.O. Box 4333
Atlanta, GA 30302
Tel (770) 352-5610
Fax (770) 352-5832
Ralph B. Carrigan
President, Chief Operating Officer
SUNTRUST
(LOGO)
February 3, 1999
Arthur Andersen LLP
133 Peachtree Street, NE
Atlanta, Georgia 30303
Dear Sirs:
As of and for the year ended December 31, 1998, SunTrust Mortgage, Inc. 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, SunTrust Mortgage,
Inc. had in effect a fidelity bond and errors and omissions policy in the
amounts of $100,000,000 and $20,000,000 respectively.
Sincerely,
Ralph B. Carrigan President/COO
RBC/amg
Citicorp Mortgage, Inc.
A subsidiary of Citicorp
Mail Station 313
P.O. Box 790013
St. Louis, Missouri
63179-0013
(LOGO)
March 31, 1999
Investor #6121 and 6123
Attn: Christine A Tincher
Norwest Bank
11000 Broken Land Parkway
Columbia, MD 21044-3562
OFFICER'S CERTIFICATE
RE: Annual Statement as to Compliance:
Pursuant to SASCOR Servicing Guide
Dear Ms. Tincher:
The activities of Citicorp Mortgage, Inc., performed under the above referenced
Servicing Guide during the preceding calendar year, have been conducted under my
supervision. Based upon a review of those activities and to the best of my
knowledge, Citicorp Mortgage, Inc. has fulfilled all of its obligations under
this Servicing Guide.
Citicorp Mortgage, Inc.
By:
Patsy M. Barker, Vice President
By:
Timothy Klingert, Assistant Vice President
ANNUAL SERVICING CERTIFICATION
In connection with the loans serviced by FT Mortgage Companies during fiscal
year December 31, 1998, we confirm the following to be materially correct and
accurate to the best of our knowledge, information and belief:
1. Real estate taxes, special assessments and any charges that may become a lien
upon the property and which come due in the last calendar year have been paid.
This also includes the verification with taxing authorities for non-escrowed
mortgages.
2. FHA insurance premiums or private mortgage insurance premiums, if applicable,
have been paid and are in full force and effect.
3. Properties are adequately insured and your interest, as Mortgagee, is
properly provided for in the mortgage clause. This includes both flood and
hazard insurance.
4. For those loans being escrowed for the payment of taxes and insurance,
sufficient amounts are being collected monthly to provide for payment of future
items.
5. Property inspections have been completed according to the provisions of our
servicing agreement, if applicable.
6. All other provisions of the servicing agreement have been adhered to.
7. To the extent there exist any exceptions to the foregoing that are deemed to
be material in nature, such exception(s) will be recited in an Exhibit attached
hereto and accompanied by an explanation thereof. In the event no Exhibit is
attached hereto, it is to be presumed that no exceptions of a material nature to
the foregoing exist.
By:
(Signature)
Linda Williams
(Printed Name)
Vice President, Escrow Services
(Title)
March 31, 1999
(Date)
(LOGO) HOMESIDE LENDING, INC.
October 16, 1998
Ms. Kimberly J. Wiggins
Contracts & Comp. Administrator
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Officer's Certificate
Fiscal Year Ending 9/30/98
Dear Ms. Wiggins:
As an officer of HomeSide Lending, Inc. (HomeSide), I certify to the best of my
knowledge to the following for the 1998 fiscal year:
1. I have reviewed the activities and performance of the servicing activities
of HomeSide during the preceding fiscal year under the terms of the
Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement
and/or Seller/Servicer Guide and to the best of my knowledge, HomeSide has
fulfilled all of its duties, responsibilities or obligations under these
agreements throughout such year, or if there has been a default or failure
of HomeSide to perform any of such duties, responsibilities or obligations,
a description of each default or failure and the nature and status thereof
has been reported to Norwest Bank Minnesota, N.A.;
2. I have confirmed that HomeSide is currently an approved FNMA or FHLMC
servicer in good standing;
3. I have confirmed that the fidelity bond, the errors and omissions insurance
policy and any other bonds required under the terms of the Servicing
Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
Seller/Servicer Guide are in full force and effect;
4. All premiums for each hazard insurance policy, flood insurance policy (if
applicable) and primary mortgage insurance policy (if applicable), with
respect to each mortgaged property, have been paid and that all such
insurance policies are in full force and effect;
5. All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on
any mortgaged property, have been paid as and when due.
6. All custodial accounts have been reconciled and are properly funded; and
7. All annual reports of Foreclosure and Abandonment of Mortgage Property
required per Section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Sincerely,
Terry Salazar
Vice President
lp
Post Office Box 44090, Jacksonville, FL 32231-4090 * 904-281-3000
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing
RE: Officer's Certificate
Dear Master Servicer:.
The undersigned Officer certifies the following for the 1998 fiscal year:.
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to
the best of these officers' knowledge, the Servicer has fulfilled all of its
duties, responsibilities or obligations under these Agreements throughout such
year, or if there has been a default or failure of the servicer to perform any
of such duties, responsibilities or obligations, a description of each default
or failure and the nature and status thereof has been reported to Norwest Bank
Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with respect
to each Mortgaged Property, have been paid and that all such insurance policies
are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
Officer
Vice President
Title
4/2/99
Date
(LOGO) Norwest Banks
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Master Servicing
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 1998 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to
the best of these Officers' knowledge, the Servicer has fulfilled all of its
duties, responsibilities or obligations under these Agreements throughout such
year, or if there has been a default or failure of the servicer to perform any
of such duties, responsibilities or obligations, a description of each default
or failure and the nature and status thereof has been reported to Norwest Bank
Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with respect
to each Mortgaged Property, have been paid and that all such insurance policies
are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
Officer
VICE PRESIDENT-MANAGER OF SUN TRUST MORTGAGE INC.
JULY 27, 1999
Date