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.: 333-57473-01
Nationslink Funding Corporation
Mortgage Pass-Through Certificates
Series 1998-2 Trust
(Exact name of registrant as specified in its charter)
52-2131700
52-2131702
52-2154879
New York 52-2154877
(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
Nationsbanc Montgomery Funding Corp. Mortgage Pass-Through Certificates Series
1998-2 Trust established pursuant to a Pooling and Servicing Agreement among
NATIONSLINK FUNDING CORPORATION, as Depositor, NATIONSBANK, N.A., as Mortgage
Loan Seller, BANK OF AMERRICA NT&SA as Additional Warranting Party, MIDLAND LOAN
SERVICES, INC, as Master Servicer, LENNAR PARTNERS, INC., as Special Servicer
and Sponsor, and NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION, as Trustee and
REMIC Administrator, pursuant to which the Nationsbanc Montgomery Funding Corp.
Mortgage Pass-Through Certificates Series 1998-2 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) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
(99.2) Report of Management as to Compliance with
Minimum Servicing Standards for the year
ended December 31, 1998.
a) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
(99.3) Annual Statements of Compliance under the
Pooling and Servicing Agreements for the
year ended December 31, 1998.
a) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
(99.4) Aggregate Statement of Principal and
Interest Distributions to Certificate
Holders. <F2>
(b) No reports on Form 8-K have been
filed during the last quarter
of the period covered by this report.
(c) Not applicable.
(d) Omitted.
<F1> Filed herewith.
<F2> Previously filed.
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:
Nationslink Funding Corporation
Mortgage Pass-Through Certificates
Series 1998-2 Trust
Signed: Norwest Bank Minnesota, N.A., as Trustee
By: Sherri J. Sharps, Vice President
By: /s/ Sherri J. Sharps, Vice President
Dated: December 17, 1999
Exhibit Index
Exhibit No.
99.1 Annual Independent Accountants' Servicing Reports concerning servicing
activities for the year ended December 31, 1998.
a) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
99.2 Report of Management as to Compliance with Minimum Servicing Standards
for the year ended December 31, 1998.
a) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
99.3 Annual Statements of Compliance under the Pooling and Servicing
Agreements for the year ended December 31, 1998.
a) Midland Loan Services, as Servicer <F1>
b) Lennar Partners Inc, as Special Servicer <F1>
99.4 Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.<F2>
<F1> Filed herewith.
<F2> Previously filed.
(LOGO)
ERNST & YOUNG LLP
One Kansas City Place
1200 Main Street
Kansas City
Missouri 64105-2143
Phone: 816 474 5200
Report of Independent Accountants on Management's Assertion on Compliance with
the Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers
The Audit Committee
PNC Bank Corp.
We have examined management's assertion, included in the accompanying report
titled Report of Management on Compliance with the Minimum Servicing Standards
Set Forth in the Uniform Single Attestation Program for Mortgage Bankers, that
except for noncompliance with the minimum servicing standard for custodial bank
accounts, Midland Loan Services, Inc. (MLS), a wholly-owned subsidiary of PNC
Bank Corp., complied with the minimum servicing standards set forth in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers (USAP) except for commercial loan and multifamily loan
servicing, minimum servicing standards V.4 and VI1., which the Mortgage Bankers
Association of America has interpreted as inapplicable to such servicing during
the year ended December 31, 1998. Management is responsible for MLS' compliance
with those requirements. Our responsibility is to express an opinion on
management's assertions about MLS' 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 MLS' compliance with those
requirements 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 MLS'
compliance with specified requirements.
In our opinion, management's assertion that except for noncompliance with the
minimum servicing standard for custodial account reconciliations, MLS complied
with the aforementioned requirements during the year ended December 31, 1998, is
fairly stated, in all material respects.
As discussed in management's assertion, the following material noncompliance
occurred at MLS during the year ended December 31, 1998. With regard to standard
1.4, reconciling items exist which have not been resolved within 90 calendar
days of their original identification.
January 22, 1999
Ernst &Young LLP
Ernst &Young tip is a member of Ernst & Young International, Ltd.
(LOGO) Deloitte & Touche
Deloitte & Touche LLP
Certified Public Accountants
Suite 400
200 South Biscayne Boulevard
Miami, Florida 33131-2310
Telephone: (305) 358-4141
Facsimile: (305) 372-3160
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors of Lennar Partners, Inc.:
We have examined management's assertion about Lennar Partners, Inc.'s (the
"Company") compliance with the minimum servicing standards identified in the
Mortgage Banker's Association of America's Uniform Single Attestation Program
for Mortgage Bankers (USAP) as applicable to the special servicing of commercial
and multifamily mortgage loans 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 applicable 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 the Company's compliance with the
applicable 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 applicable minimum
servicing standards.
In our opinion, management's assertion that the Company complied with the
aforementioned applicable minimum servicing standards as of and for the year
ended December 31, 1998 is fairly stated, in all material respects.
Deloitte & Touche
February 12, 1999
Deloitte Touche
Tohmatsu
(logo)
MIDLAND
LOAN SERVICES INC.
Report of Management Compliance with the Minimum Servicing Standards Set Forth
in the Uniform Single Attestation Program for Mortgage Bankers
We, as members of management of Midland Loan Services, Inc. (MLS), a wholly
owned subsidiary of PNC Bank Corp. (PNCBC), are responsible for complying with
the minimum servicing standards as set forth in the Mortgage Bankers Association
of America's Uniform Single Attestation Program for Mortgage Bankers (USAP)
except for commercial loan and multifamily servicing, minimum servicing
standards V.4 and VI.1, which the Mortgage Bankers Association of America has
interpreted as inapplicable to such servicing. We are also responsible for
establishing and maintaining effective internal control over compliance with
these standards. We have performed an evaluation of MLS' compliance with the
minimum servicing standards as set forth in the USAP as of December 31, 1998 and
for the year then ended. Based on this evaluation, we assert that during the
year ended December 31, 1998, MLS complied, in all material respects, with the
minimum servicing standards set forth in the USAP except as described below.
With regard to standard 1.4, reconciling items exist which have not been
resolved within ninety calendar days of their original identification.
As of and for this same period, PNCBC had in effect a fidelity bond in the
amount of $300,000,000 and an error and omissions policy in the amount of
$20,000,000.
C.J. Sipple
Senior Vice President
Paula J. Mickelson
Vice President
March 30, 1999
210 W. 10th Street Kansas City MO 64105 Phone: 816/435-5000 FAX: 816/435-2327
(LOGO) LENNAR PARTNERS
An LNR Company
February 12, 1999
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Corporate Trust Services (CMBS)
Nationslink Funding Corp. Series 1998-2
Re: Annual Independent Public Accountant's Servicing Report
Nationslink Funding Corporation, 1998-2
Commercial Mortgage Pass-Through Certificates
To whom it may concern:
As of and for the year ended December 31, 1998, Lennar Partners, Inc. has
complied in all material respects with the applicable minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers applicable to the commercial and
multifamily mortgages for the special servicer as noted in the attachment to
this assertion. As of and for this same period, Lennar Partners, Inc. had in
effect a fidelity bond in the amount of $7,500,000 and an errors and omissions
policy in the amount of $10,000,000.
Sincerely,
LENNAR PARTNERS, INC.
Susan K. Chapman
Vice President
cc:
Nationslink Funding Corporation
NationsBank Corporate Center
100 North Tryon Street
Charlotte, NC 28255
Attention: David A. Gertner
Robert W. Long, Esq.
Assistant General Counsel, BankAmerica Corporation
NationsBank Corporate Center
100 North Tryon Street (20th Floor)
Charlotte, NC 28255
Standard & Poor's Ratings Services, Inc.
25 Broadway
New York, New York 10004
Attention: Commercial Mortgage Group Surveillance Manager
Moody's Investor's Service, Inc.
99 Church Street
New York, New York 10007
Attention Commercial MBS Monitoring Department
(LOGO) MIDLAND LOAN SERVICES INC.
April 26, 1999
Attn: Corporate Trust Services (CMBS), NationsLink Series 1998-1
Norwest Bank Minnesota, N.A.
11000 Broken Land Pkwy.
Columbia, MD 21044-3562
NationsLink Funding Corporation, Commercial Mortgage Pass-Through Certificates
Series 1998-2
OFFICER'S CERTIFICATE
Pursuant to the requirements of that certain Pooling and Servicing Agreement
governing the referenced Trust (the "PSA"), it is hereby certified that (i) the
undersigned has completed a review of the Servicer's performance of its
obligations under the PSA for the preceding calendar year; (ii) to the best of
the undersigned's knowledge on the basis of that review the Servicer has
fulfilled all of its obligations under the PSA throughout such period; (iii) to
the best of the undersigned's knowledge, the sub-servicer, if any, has fulfilled
its obligations under its subservicing agreement in all material respects; and,
(iv) no notice has been received from any governmental agency or body which
would indicate a challenge or question as to the status of the Trust's
qualification as a REMIC under the Code.
Charles J. Sipple
Senior Vice President
Paula J. Mickelson
Vice President
cc: Please see attached page
210 W. 10th Street * Kansas City; MO 64105
Phone: 816/435-5000 FAX: 816/435-2327
CERTIFICATE OF OFFICER
OF LENNAR PARTNERS, INC.
Pooling and Servicing Agreement dated as of November 1, 1998, (the "Agreement"),
by and among Nationslink Funding Corporation., as Depositor, Nationsbank,
N.A., as Mortgage Loan Seller, Midland Loan Services Inc., L.P., as Master
Servicer, Norwest Bank Minnesota, N.A., as Trustee and REMIC Administrator,
Bank of America N.T. & S.A., as Additional Warranting Party and Lennar
Partners, Inc., as Special Servicer (Nationslink 1998-2)
The undersigned, Ronald E. Schrager, as Vice President of LENNAR PARTNERS, INC.,
a Florida Corporation (the "Company"), in accordance with Section 3.13 of the
Agreement, does hereby certify on behalf of the Company that (i) a review of the
activities of the Company during the period from September 25, 1998 through
December 31, 1998 and of the Company's performance under the Agreement has been
made under my supervision; (ii) to the best of my knowledge, based on such
review, the Company has fulfilled all of its obligations under the Agreement in
all material respects throughout such period ended December 31, 1998; and (iii)
the Company has received no notice regarding qualification, or challenging the
status, as a REMIC of, or otherwise asserting a tax on the income or assets of,
any portion of the Trust Fund from the IRS or any other governmental agency or
body.
IN WITNESS WHEREOF, the undersigned has executed and delivered this Certificate
as of the 12th day of March, 1999.
Ronald E. Schrager
Vice President
Lennar Partners, Inc.
OC Nationslink98-2.doc
