SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
(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 15d of the Securities
Exchange Act of 1934
For the transition period from _____________ to ________
Commission file Number 333-50153
Salomon Brothers Mortgage Securities VII, INC.
(Exact name of registrant as specified in its charter)
Delaware 13-3439681
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
Seven World Trade Center
New York, New York 10048
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212)783-5659
Securities registered pursuant to Section 12(b) of the Act
NONE
Securities registered pursuant to Section 12(g) of the Act
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 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
PART I
Item 2. Properties
Not applicable on reliance of Relief Letters
Item 3. Legal Proceedings
There were no legal proceedings.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of the Security Holders.
PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder matters
There fifteen (15) participants in the DTC system holding positions
in the Cede certificates.
The following were Noteholders and Certificateholders of record
as of the end of the reporting year.
Salomon Brothers New Century Asset-Backed Floating Rate Certificates:
Series 1998-OPT2 Class A Cede & Co.
Series 1998-OPT2 Class M-1 Cede & Co.
Series 1998-OPT2 Class M-2 Cede & Co.
Series 1998-OPT2 ClassM-3 Cede & Co.
There is no established public trading market for the notes.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosures: Information required by Item 304 of Reg. S-K.
There were no changes in and/or disagreements with Accountants on
Accounting and Financial Disclosures.
PART IV
Item 12. Security Ownership of Certain Beneficial Owners and Management
The Notes are represented by one or more notes registered in the name of
of Cede & Co., the nominee of The Depository Trust Company. An
investor holding Notes is not entitled to receive a certificate
representing such Note, except in limited circumstances. Accordingly,
Cede & Co. is the sole holder of Notes, which it holds on behalf of
brokers, dealers, banks and other participants in the DTC system. Such
participants may hold Notes for their own accounts or for the accounts
of their customers.
The address of Cede & Co. is:
Cede & Co.
c/o The Depository Trust Company
Seven Hanover Square
New York, New York 10004
Item 13. Certain Relationships and Related Transactions.
There has not been, and there is not currently proposed, any transactions
or series or transactions, to which any of the Trust, the Registrant,
the Trustee or the Servicer is a party with any Noteholder who, to the
knowledge of the Registrant and Servicer, owns of record or beneficially
more than five percent of the Notes.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) 1. Not Applicable
2. Not Applicable
3. Exhibits
99.1 Annual Summary Statement
99.2 Annual Statement as to Compliance.
99.3 Annual Independent Public
Accountant's Servicing Report.
(b) Reports on Form 8-K
The Registrant has filed Current Reports on Form 8-K
with the Securities and Exchange Commision dated
October 26, 1998; November 25, 1998; December 28, 1998
(c) See (a) 3 above
(d) Not Applicable
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.
Salomon Brothers Mortgage Securities VII, INC.
New Century Asset-Backed Floating Rate Certificates Series 1998-OPT2
/s/ Eve Kaplan, Vice President
Vice President
US Bank National Association
Date March 1, 1999
EXHIBIT INDEX
Exhibit Number Description
99.1 Annual Summary Statement
99.2 Annual Statement of Compliance
99.3 Report of Independent Accountants
EXHIBIT 99.1 -- Summary of Aggregate Amounts or End of Year
Amounts for the period ending December 31, 1998
Salomon Brothers Mortgage Securities VII, INC.
New Century Asset-Backed Floating Rate Certificates Series 1998-OPT2
Summary of Aggregate Amounts or End of Year Amounts
Pool Balance 329,912,449.12
Principal Collections 12,887,314.86
Realized Loss 0
Interest Collections 10,633,651.47
Master Servicer Fees 565,727.70
Trustee Fees 0
Delinquency Percentage 0.0202509
Number Stated Principal Bal
30-59 days deliqu 36 2987155.77
60-89 days deliqu 0.00 0.00
90+ days deliquen 2.00 64,325.06
Foreclosures 50.00 4,382,175.56
Bankruptcies 20.00 2,185,949.20
REO Properties 1.00 48,586.83
Certificate Balance Interest Principal
Class A 267254046.2 3879840.7 6984953.85
Class M-1 25710000 379340.25 0
Class M-2 18854000 290982.62 0
Class M-3 14569000 246533.73 0
EXHIBIT 99.2 -- Servicer's Annual Statement of Compliance
To be supplied upon receipt by the Trustee
EXHIBIT 99.3 -- Report of Independent Auditors
To be supplied upon receipt by the Trustee
