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.: 333-65481-03
Norwest Asset Securities Corporation
Mortgage Pass-Through Certificates
Series 1998-34 Trust
(Exact name of registrant as specified in its charter)
New York 52-2142124, 52-2142136
(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 Asset Securities Corporation Mortgage Pass-Through Certificates Series
1998-34 Trust established pursuant to a Pooling and Servicing Agreement among
NORWEST ASSET SECURITIES CORPORATION (Seller) and NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION (Master Servicer) and UNITED STATES TRUST COMPANY OF NEW
YORK (Trustee) and FIRST UNION NATIONAL BANK (Trust Administrator), pursuant to
which the Norwest Asset Securities Corporation Mortgage Pass-Through
Certificates Series 1998-34 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) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F1>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) 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) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F2>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) 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) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F1>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) SUN TRUST MTG INC <F1>
(99.4) Aggregate Statement of Principal and
Interest Distributions to Certificate
Holders.<F3>
No distributions were made to Certificate
Holders during the fiscal period covered by
this report.
(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> Such document (i) is not filed herewith since such document
was not received by the reporting person at least three business
days prior to the due date covered by this report: and (ii) will
be included in an amendment to this report on Form 10-K/A to be
filed within 30 days of the Reporting Person's receipt of such
document.
<F3> 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 Asset Securities Corporation
Mortgage Pass-Through Certificates
Series 1998-34 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 22, 1999
Exhibits
Exhibit No.
99.1 Annual Independent Accountants' Servicing Reports concerning servicing
activities for the year ended December 31, 1998.
a) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F1>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) 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) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F2>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) 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) AMERICA FIRST CREDIT UNION <F1>
b) BANCOKLAHOMA MTG <F1>
c) BANK OF AMERICA <F1>
d) BANK UNITED <F1>
e) COLUMBIA NATIONAL INC <F1>
f) COUNTRYWIDE FUNDING <F1>
g) FIRST UNION MTG CORP <F1>
h) GMAC MTG CORP <F1>
i) HIBERNIA NATIONAL BANK <F1>
j) HOME SAVINGS OF AMERICA (WASHINGTON MUTUAL)<F1>
k) HOMESIDE LENDING INC (FL) <F1>
l) HUNTINGTON MTG CO <F1>
m) MARINE MIDLAND BANK <F1>
n) MERRILL LYNCH CREDIT CORP <F1>
o) NATIONAL CITY MTG CO <F1>
p) NORWEST MTG INC <F1>
q) SUN TRUST MTG INC <F1>
<F1> Filed herewith.
<F2> Such document (i) is not filed herewith since such document
was not received by the reporting person at least three business
days prior to the due date covered by this report: and (ii) will
be included in an amendment to this report on Form 10-K/A to be
filed within 30 days of the Reporting Person's receipt of such
document.
<F3> Previously filed.
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Deloitte & Touche LLP
Suite 1800
50 South Main Street
Salt Lake City, Utah 84144-0158
Telephone: (801) 328-4706
Facsimile: (801) 355-7515
INDEPENDENT AUDITORS' REPORT
To the Supervisory Committee of America First Credit Union:
We have examined management's assertion about America First Credit Union's
(AFCU'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 AFCU's
compliance with those standards. Our responsibility is to express an opinion on
management's assertion about AFCU'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 AFCU'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 AFCU's compliance with the minimum servicing standards.
In our opinion, except as noted in the following paragraph and in the appendix
to management's assertion letter, management's assertion that AFCU complied with
the aforementioned minimum servicing standards as of and for the year ended
December 31, 1998 is fairly stated, in all material respects.
In three of forty selections made in loan payoff testing, AFCU did not satisfy
the USAP minimum servicing standard for returning escrow funds held in trust to
a mortgagor within 30-calendar days of payoff of the mortgage loan.
Deloitte & Touche LLP
March 5, 1999
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ERNST & YOUNG LLP
3900 One Williams Ctr. (74172)
P.O. Box 1529
Tulsa, Oklahoma 74101
Phone: 918 560 3600
Fax: 918 560 3691
Report of Independent Accountants on
Management's Assertion on Compliance with Minimum Servicing Standards
Set Forth in the Uniform Single Attestation Program for
Mortgage Bankers
The Board of Directors
BOK Financial Corporation and Subsidiaries
(including Bank of Oklahoma, N.A.)
We have examined management's assertion, included in the accompanying report
titled Report of Management on Compliance with Minimum Servicing Standards Set
Forth in the Uniform Single Attestation Program for Mortgage Bankers, that Bank
of Oklahoma's Mortgage Banking Division (the "Division") complied with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP")
during the year ended December 31, 1998. Management is responsible for the
Division's compliance with those requirements. Our responsibility is to express
an opinion on management's assertion about the Division'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 Division's 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 the
Division's compliance with specified requirements.
In our opinion, management's assertion that the Division complied with the
aforementioned requirements during the year ended December 31, 1998 is fairly
stated, in all material respects.
ERNST & YOUNG LLP
March 23, 1999
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ERNST& YOUNG LLP
Suite 1700
555 California Street
San Francisco, California 94104
Phone: 415 951 3000
Report of Independent Accountants
Mr. Andrew D. Woodward
President
BankAmerica Mortgage, a Division of Bank of America, FSB
We have examined management's assertion, included in the accompanying report
titled Report of Management, that Bank of America FSB (the Company) complied
with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
(USAP) during the year ended December 31, 1998. Management is responsible for
the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertions 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 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 the
Company's compliance with specified requirements.
In our opinion, management's assertion, that the Company complied with the
aforementioned requirements during the year ended December 31, 1998, is fairly
stated, in all material respects.
Ernstt + Young LLP
January 29, 1999
Ernst &Young LLP is a member of Ernst &Young
International, Ltd.
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Deloitte & Touche LLP
Suite 2300
333 Clay Street
Houston, Texas 77002-4196
Telephone (713) 756-2000
Facsimile: (713) 756-2001
INDEPENDENT AUDITORS' REPORT
To the Board of Directors of Bank United:
We have examined management's assertion about Bank United and its subsidiaries'
(the "Bank") 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 period ended September 30, 1998
included in the accompanying management assertion. Management is responsible for
the Bank's compliance with those minimum servicing standards. Our responsibility
is to express an opinion on management's assertion about the Bank'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 Bank'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 Bank's compliance with the minimum servicing
standards.
In our opinion, management's assertion that the Bank complied with the
aforementioned minimum servicing standards as of and for the period ended
September 30, 1998 is fairly stated, in all material respects.
Deloitte & Touche LLP
October 21, 1998
(LOGO)
(LOGO) ARTHUR ANDERSEN LLP
INDEPENDENT ACCOUNTANT'S REPORT
To the Board of Directors of
Columbia National, Inc.:
We have examined management's assertion about Columbia National, Inc.'s
compliance with the minimum servicing standards identified in the Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers and that Columbia National, Inc. had in effect a fidelity bond policy
and an errors and omissions policy in the amount of $10,000,000 and $9,500,000,
respectively, for the period January 1,1998 through December 30, 1998, and in
the amount of $11,000,000 and $11,000,000, respectively, as of December 31,1998,
included in the accompanying management's assertion. Management is responsible
for Columbia National, Inc.'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 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 Columbia National, Inc.'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 Columbia National, Inc.'s compliance with the minimum
servicing standards.
In our opinion, management's assertion that Columbia National, Inc. complied
with the aforementioned minimum servicing standards and that Columbia National,
Inc. had in effect a fidelity bond policy and an errors and omissions policy in
the amount of $10,000,000 and $9,500,000, respectively, for the period January
1,1998 through December 30, 1998, and in the amount of $11,000,000 and
$11,000,000, respectively, as of December 31, 1998 is fairly stated, in all
material respects.
Arthur Andersen LLP
Washington, D.C.. February 18,1999
(LOGO)
Accountants and Management Consultants
The US Member Firm of
Grant Thornton International
REPORT OF INDEPENDENT ACCOUNTANTS ON MANAGEMENT'S
ASSERTION ON COMPLIANCE WITH MINIMUM SERVICING STANDARDS SET FORTH IN THE
UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
Board of Directors
Countrywide Credit Industries, Inc.
We have examined management's assertion about Countrywide Credit Industries,
Inc. and Subsidiaries (which includes its wholly-owned subsidiary, Countrywide
Home Loans, Inc.) ("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) as of and for the year
ended February 28, 1999 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 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
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 Countrywide Credit Industries, Inc.
and Subsidiaries (which includes wholly-owned subsidiary, Countrywide Home
Loans, Inc.) complied with the aforementioned minimum servicing standards as of
and for the year ended February 28, 1999 is fairly stated, in all material
respects.
Grant Thornton LLP
Los Angeles, California March 23, 1999
Suite 700
1000 Wilshire Blvd.
Los Angeles, CA 90017-2464
Tel: 213 627-1717
Fax: 213 624-6793
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KPMG
Suite 2800
Two First Union Center
Charlotte, NC 28282-8290
Independent Accountants' Report
The Board of Directors
First Union Mortgage Corporation:
We have examined management's assertion about First Union Mortgage Corporation's
(a wholly-owned subsidiary of First Union Corporation) compliance with the
minimum servicing standards set forth 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 First Union Mortgage Corporation's
compliance with those minimum servicing standards. Our responsibility is to
express an opinion on management's assertion about First Union Mortgage
Corporation'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 First Union Mortgage Corporation'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 First Union Mortgage Corporation's
compliance with the minimum servicing standards.
In our opinion, management's assertion that First Union Mortgage Corporation
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
March 26, 1999
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PriceWaterhouseCoopers
PricewaterhouseCoopers LLP
650 Third Avenue South
Park Building
Suite 1300
Minneapolis MN 55402-4333
Telephone (612) 596 6000
Facsimile (612) 373 7160
Report of Independent Accountants
March 8, 1999
To the Board of Directors and Stockholder of GMAC Mortgage Corporation:
We have examined management's assertion about GMAC Mortgage Corporation and its
subsidiaries' (the "Company") compliance with the minimum servicing standards
("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 (see Exhibit I). 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 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
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 standards.
In our opinion, management's assertion that the Company complied with the
aforementioned standards as of and for the year ended December 31, 1998 is
fairly stated, in all material respects.
PriceWaterhouseCooper LLP
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ERNST& YOUNG LLP
4200 One Shell Square
701 Poydras Street
New Orleans
Louisiana 70139-9869
Phone: 504 581 581-4200
Report of Independent Auditors on Management's Assertion on Compliance with
Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers
The Directors' Audit Committee
Hibernia Corporation
We have examined management's assertion, included in the accompanying report
titled Report of Management, that Hibernia National Bank (the Company), a wholly
owned subsidiary of Hibernia Corporation, complied with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers (USAP) during the year ended
December 31, 1998. Management is responsible for the Company's compliance with
those requirements. 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 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 the
Company's compliance with specified requirements.
In our opinion, management's assertion that the Company complied with the
aforementioned requirements during the year ended December 31, 1998, is fairly
stated, in all material respects.
Ernst & Young LLP
March 18, 1999
(LOGO) Deloitte & Touche
Deloitte & Touche LLP
700 Fifth Avenue, Suite 4500
Seattle, Washington 98104-5044
Telephone: (206) 292-1800
Facsimile: (206) 343-7809
INDEPENDENT ACCOUNTANTS' REPORT ON
COMPLIANCE WITH UNIFORM SINGLE ATTESTATION
PROGRAM FOR MORTGAGE BANKERS
Audit Committee of the Board of Directors
Washington Mutual, Inc.
Seattle, Washington
We have examined management's assertion about Washington Mutual, Inc.'s (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) 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 Washington Mutual, Inc. complied
with the aforementioned minimum servicing standards as of and for the year ended
December 31, 1998, is fairly stated, in all material respects.
Deloitte & Touche
February 26, 1999
Deloitte Touche
Tohmatsu
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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
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ERNST& YOUNG LLP
One Columbus
10 West Broad Street
Columbus, Ohio 43215-3400
Phone: 614 224 5678
Fax: 614 222 3939
Report of Independent Accountants
Board of Directors
The Huntington Mortgage Company
We have examined management's assertion, included in the accompanying report
titled Report of Management, that The Huntington Mortgage Company (HMC), a
wholly-owned subsidiary of The Huntington National Bank, complied with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers (USAP) during
the year ended December 31, 1998. Management is responsible for HMC's compliance
with those requirements. Our responsibility is to express an opinion on
management's assertion about HMC's compliance based on our examination.
Our examination was conducted in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about HMC's 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 HMC's
compliance with specified requirements.
In our opinion, management's assertion that HMC complied with the aforementioned
requirements during the year ended December 31, 1998 is fairly stated, in all
material respects.
ERNST& YOUNG LLP
March 10, 1999
20
Ernst &Young LLP is a member of Ernst &Young
International, Ltd.
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KPMG
12 Fountain Plaza, Suite 601 Buffalo, NY 14202
Independent Accountants' Report
The Board of Directors Marine Midland Bank:
We have examined management's assertion about Marine Midland Mortgage
Corporation's compliance with the minimum servicing standards set forth in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers (USAP) as of and for the year ended December 3 l, 1998 included
in the accompanying management assertion. Management is responsible for Marine
Midland Mortgage Corporation'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 Marine Midland Mortgage Corporation'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 Marine Midland Mortgage Corporation's
compliance with the minimum servicing standards.
In our opinion, management's assertion that Marine Midland Mortgage Corporation
has 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
Buffalo, New York
March 12, 1999
(LOGO)
Deloitte & Touche LLP
Suite 2801
One Independent Drive
Jacksonville, Florida
32202-5034
Telephone: (904) 665-1400
Facsimile: (904) 355-9104
INDEPENDENT ACCOUNTANTS' REPORT ON MANAGEMENT'S ASSERTION ABOUT COMPLIANCE WITH
UNIFORM SINGLE ATTESTATION PROGRAM REQUIREMENTS
Merrill Lynch Credit Corporation and subsidiaries:
We have examined management's assertion about Merrill Lynch Credit Corporation
and subsidiaries' (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) as of and for the fiscal
year ended December 25, 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 Merrill Lynch Credit Corporation and
subsidiaries complied with the aforementioned minimum servicing standards as of
and for the fiscal year ended December 25, 1998 is fairly stated, in all
material respects.
Deloitte & Touche
February 22, 1999
(LOGO)
(LOGO)
ERNST & YOUNG LLP
1300 Huntington Building
925 Euclid Avenue
Cleveland, Ohio 44115-1405
Phone: 216 861 5000
Report on Management's Assertion on Compliance with Minimum Servicing Standards
Set Forth in the Uniform Single Attestation Program
for Mortgage Bankers
Report of Independent Accountants
Board of Directors
National City Mortgage Co.
We have examined management's assertion, included in the accompanying report
titled Report of Management, that National City Mortgage Co. (NCM) complied with
the minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers (USAP) during
the year ended December 31, 1998. Management is responsible for NCM's compliance
with those requirements. Our responsibility is to express an opinion on
management's assertions about NCM'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 NCM's 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 NCM's
compliance with specified requirements.
In our opinion, management's assertion, that NCM complied with the
aforementioned requirements during the year ended December 31, 1998, is fairly
stated, in all material respects.
Ernst &Young LLP
January 29, 1999
Ernst &Young LLP is a member of Ernst &Young International, Ltd.
(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)
AMERICA FIRST
CREDIT UNION
As of and for the year ended December 31, 1998, except as described in the
attached Appendix, America First Credit Union (AFCU) 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 year, AFCU had in effect a fidelity bond and
errors and omissions policy in the amount of $10,000,000 and $500,000,
respectively.
Rick Craig, President and CEO
March 5, 1999
Rex Rollo, Chief Financial Officer
March 5, 1999
Larry Kano, Mortgage Servicing Department Manager
March 5, 1999
With You In Mind
P.O. BOX 9338 * OGDEN, UT 84409 * (801) 778-8485 * SALT LAKE CITY, UT *
(801) 966-5553 EXT. 8485 * WATS-IN-STATE AND OUT-OF-STATE
1-800-999-3961 EXT. 8485
www. americafirst.com
APPENDIX
Management's assertions are modified by the following item which was noted in
the audit of management's assertions by our independent certified public
accountants.
* During 1998 not all escrow funds held in trust for a mortgagor were returned
to the mortgagor within 30-calendar days of payoff of the mortgage loan.
BOk Mortgage
P.O. Box 35688
7060 South Yale
Tulsa, Oklahoma 74153
Report of Management on Compliance with Minimum Servicing Standards Set Forth
in the Uniform Single Attestation Program for Mortgage
Bankers
We, as members of management of the Mortgage Banking Division of the Bank of
Oklahoma (the "Division"), 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"). We
are also responsible for establishing and maintaining effective internal control
over compliance with these standards. We have performed an evaluation of the
Division's 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, the Division
complied with the minimum servicing standards set forth in the USAP.
As of and for the same period, the Division had in effect a fidelity bond and
errors and omissions policy in the amount of $30,000,000.
March 23, 1999
David L. Laughlin
President
James S. Marshall, Jr.
Senior Vice President & CFO
(LOGO) BANK OF AMERICA
Bank of America Corporation
100 North Tryon Street
Charlotte, NC 28255
Tel 704.386.5000
Report of Management
We, as members of management of Bank of America, FSB (the Company), 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). We are also responsible for establishing and
maintaining effective internal control over compliance with these standards. We
have performed an evaluation of the Company's 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, the Company complied, in all material respects, with the
minimum servicing standards set forth in the USAP.
As of December 31, 1998, the Company had in effect a fidelity bond and errors
and omissions policy in the mount of $249.9 million and $250.0 million,
respectively.
Andrew D. Woodward, Jr.
President
BankAmerica Mortgage, a Division
of Bank of America NT&SA
Gary K. Bettin
Senior Vice President and
Director of Operations
BankAmerica Mortgage, a Division of Bank of America NT&SA
Brian D. Shea
Senior Vice President and
Servicing Manager BankAmerica Mortgage, a Division of Bank of America, FSB
Denise C. Sawyer
Executive Vice President and
Chief Financial Officer
Bank America Mortgage, a Division
of Bank of America NT&SA
Donald J. Atkins
Executive Vice President and
Servicing Director
BankAmerica Mortgage, a Division
of Bank of America, FSB
3200 Southwest Freeway
Houston, Texas 77027-7528
P.O. Box 1370
Houston, Texas 77251-t 370
Telephone 713/543-6500
(LOGO)
BANK UNITED
October 21, 1998
Deloitte & Touche LLP
333 Clay Street, Suite 2300
Houston, Texas 77002
As of and for the year ended September 30, 1998, Bank United and its
subsidiaries (the "Bank) have 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, the Bank had in effect a fidelity bond in the amount of $40,000,000 and
an errors and omissions policy in the amount of $25,000,000.
Anthony J. Nocella
Vice Chairman and
Chief Financial Officer
Jonathan K. Heffron
Chief Operating Officer and
General Counsel
(LOGO) COLUMBIA NATIONAL
Incorporated
As of and for the year ended December 31, 1998, Columbia National, Inc. has
complied with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's. Uniform Single Attestation Program for Mortgage
Bankers. Columbia National, Inc. had in effect a fidelity bond policy and an
error and omissions policy in the amount of $10,000,000 and $9,500,000,
respectively, for the period January l, 1998 through December 30, 1998, and in
the amount of $11,000,000 and $11,000,00, respectively, as of December 31, 1998.
Mark C. Krebs
Senior Vice President and Controller
February 18, 1999
7142 Columbia Gateway Drive
Columbia, MD 21046-2132
(LOGO)
Countrywide
4500 Park Granada
Calabasas, California 91302
(818) 225-30O0
March 23, 1999
Grant Thornton LLP
1000 Wilshire Boulevard, Suite 700
Los Angeles, CA 90017
Gentlemen:
As of and for the year ended February 28, 1999, Countrywide Credit Industries,
Inc. and Subsidiaries (which includes its wholly-owned subsidiary, Countrywide
Home Loans, Inc.) ("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 a fidelity bond and errors and omissions
policy in the amount of $30,000,000.
Carlos M. Garcia
Managing Director-Finance
Chief Financial Officer and Chief Accounting Officer
First Union Mortgage Corporation
201 South College Street
Charlotte North Carolina 28288
704 374-6787
(logo)
MANAGEMENT'S ASSERTION
As of and for the year ended December 31, 1998, First Union Mortgage Corporation
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. First Union Mortgage Corporation had
in effect a fidelity bond policy in the amount of $100 million for the period
from January I, 1998 to May 31, 1998 and a fidelity bond policy in the amount of
$200 million for the period from June 1, 1998 to December 31, 1998. As of and
for the year ended December 31, 1998, First Union Mortgage Corporation had in
effect an errors and omissions policy in the amount of $20 million.
Karin Patrick, Senior Vice President
March 26, 1999 Date
Debbie Craig, Senior Vice President
March 26, 1999 Date
Debbie Warren, President
March 26, 1999 Date
GMAC Mortgage Corporation
100 Witmer Road
RO. Box 963
Horsham PA 19044-0963
(logo)
Exhibit I
Management's Assertion Concerning Compliance with
USAP Minimum Servicing Standards
March 8, 1999
As of and for the year ended December 31, 1998, GMAC Mortgage Corporation and
its subsidiaries (the "Company") have complied in all material respects with the
minimum servicing standards (the "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 fidelity bond and
errors and omissions policies in the amounts of $150,000,000 and $100,000,000
respectively.
Edward D Hughes
Senior Vice President of
Servicing Adminstration
(LOGO) Washington Mutual
As of and for the 12 months ended December 31, 1998, Washington Mutual, Inc.
(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 Program for Mortgage Bankers. As of and for this same period,
the Company had in effect a fidelity bond and errors and omissions policy in the
amounts of $60 million and $25 million, respectively.
Steven Freimuth
Executive Vice President
Lending Administration
David Imig
Senior Vice President
Loan Servicing
February 26, 1999
(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
The Huntington Mortgage Company
7575 Huntington Park Drive
Columbus, Ohio 43235
(logo)
Report of Management
We, as members of management of The Huntington Mortgage Company (HMC), a
wholly-owned subsidiary of The Huntington National Bank, 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). We are also responsible for establishing and maintaining
effective internal control over compliance with these standards. We have
performed an evaluation of HMC's compliance with the minimum servicing standards
as set forth in the USAP as of December 3l, 1998 and for the year then ended.
Based on this evaluation, we assert that during the year ended December 3l,
1998, HMC complied, in all material respects, with the minimum servicing
standards set forth in the USAP.
As of and for this same period, HMC had in effect a fidelity bond in the amount
of $40,000,000 and an errors and omissions policy in the amount of $10,000,000.
Thomas J. Finnegan III
President and Chief Executive Officer
Irving A. Adler
Senior Vice President
March 10, 1999
(LOGO)
Marine Midland Mortgage Corporation
2929 Walden Avenue, Depew, New York 14043
Management's Assertion
As of and for the year ended December 31, 1998, Marine Midland Mortgage
Corporation has complied in all material respects with the minimum servicing
standards set forth in the Mortgage Banker's Association of America's Uniform
Single Attestation Program for Mortgage Bankers. As of and for this same period,
Marine Midland Mortgage Corporation had in effect fidelity bond and errors and
omissions policies in the amounts of $550,000,000 and $50,000,000, respectively.
David J. Hunter
President
Daniel B. Duggan
SVP, Secondary Marketing
Susan Wojnar
SVP Mortgage Servicing
(LOGO)
Merrill Lynch Credit Corporation
Private Client Group
4802 Deer Lake Drive East
Jacksonville, Florida 32246-6484
904 218 6000
800 243 0058
February 22,1999
Deloitte & Touche LLP
2801 Independence Drive
Jacksonville, FL 32202
Ladies and Gentlemen:
As of and for the year ended December 25, 1998, Merrill Lynch Credit Corporation
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 Program for Mortgage Bankers. As of and for
the same period, the Company had in effect fidelity bond and errors and
omissions insurance coverage in the amounts of $325,000,000 and $15,000,000
respectively.
Michael A. Johnston
Chairman, President/Chief Executive Officer
Francis X. Ervin, Jr.
Senior Vice President/Chief Financial Officer
John M. Wheeler
Senior Vice President
(LOGO)
National City Mortgage Co.
3232 Newmark Drive
Miamisburg, Ohio 45342
Telephone (937) 436-3025
Mailing Address:
P.O. Box 1820
Dayton, Ohio 45401-1820
Management's Assertion on Compliance with
Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers
Report of Management
As a member of management of National City Mortgage Co. (NCM), I am 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). I am also responsible for establishing and maintaining effective
internal control over compliance with these standards. I have performed an
evaluation of NCM's 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, I assert that during the year ended December 31, 1998, NCM complied,
in all material aspects, with the minimum servicing standards set forth in the
USAP.
As of and for this same period, NCM had in effect a fidelity bond policy in the
amount of $50 million and an errors and omissions policy in the amount of $40
million.
T. Jackson Case Jr. Sr. Vice President
January 29, 1999
No one Cares More!
(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
(LOGO)
America First
CREDIT UNION
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~.;
(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 605GH, 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Chief Financial Officer
Title
April 14, 1999
Date
With You In Mind
P.O. BOX 9338 * OGDEN, UT 84409 * (801) 778-8485 * SALT LAKE CITY, UT * (801)
966-5553 EXT. 8485 * WATS-IN-STATE AND OUT-OF-STATE
1-800-999-3961 EXT. 8485
www. americafirst.com
(LOGO)
BOk Mortgage
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
Asst. Vice President
Title
3/30/99
Date
(LOGO) BankAmerica
March 30, 1999
Real Estate Loan Service Center
Structured Asset Securities Corporation
C/O Norwest Bank of Minnesota N.A.
MSD SASCO98-1
11000 Broken Land Parkway
Columbia, MD 21044
Dear D. Woodus,
RE: Servicing Agreement Compliance and Annual Officer Certification
Investor Numbers: S61
PLEASE BE ADVISED THAT PURSUANT TO OUR SERVICING DEPARTMENT CONCURRENCE, THE
FOLLOWING AREAS HAVE BEEN CERTIFIED FOR THE CALENDAR YEAR OF 1998:
* All taxes, ground rents, and special assessments that may become a lien
upon the property and which became due in the last calendar year has been
paid. This also includes verifications of payment with taxing authorities
for non-impound accounts.
* All insurance premiums for flood or other casualty insurance; and FHA
premiums or Private Mortgage Insurance premiums on conventional loans have
been paid, and all policies as required are in full force.
* Inspections have been made monthly on all delinquent, foreclosed or
otherwise vacant properties, and any other property we have reason to
believe requires an inspection.
* Analysis has been made to ensure sufficient monies are being collected in
escrow for the current year.
* All information returns have been provided to the Internal Revenue Service
as required on activity relating to Mortgage's serviced during the last
calendar year.
* A "Year 2000" plan has been adopted to meet the business-wide risks posed
by the millennium date change.
* All interest and/or monthly payment adjustments for ARMS and GPM loans have
been made in accordance with the mortgage terms. Timely and proper notice of
such changes was provided to the mortgagors.
* Blanket Bond and Errors & Omission policies are in full force, a copy is
attached for your records. Please note the policies have been combine and
have one renewal date of September 2001.
Enclosed please find the uniform single audit letter prepared by our external
auditors Ernst & Young along with our corporate annual financial report.
ANNUAL OFFICER CERTIFICATION
To the best of my knowledge and upon reasonable investigation, the servicing of
the Mortgage Loans during the preceding year has been conducted in compliance
with all other provisions of the Servicing Agreement(s). Any exceptions to this
certification will be on an attachment along with explanations concerning their
completion. If no attachment is sent, it should be considered that there are no
exceptions.
BY:
Sheryl Franke, Vice President
BankAmerica Mortgage, A Division of Bank of America, FSB 10600 Valley View
Street Box 6012 Cypress, CA 90630-0012
3200 Southwest Freeway, Houston, Texas
P.O. Box 2824, Houston, Texas 77252
713/543-8675, 800/288-3223
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia MD 21044-3562
Attention: Master Servicing
RE: Officer's Certificate
(LOGO) BANK UNITED
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:
Tyrone W. Crawley
Vice President
Title
6/30/99
Date
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 6030P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
Officer
Title
Date
7142 COLUMBIA GATEWAY DRIVE
PO BOX 3050
COLUMBIA MD 21045-6050
410 872-2000
OFFICER'S CERTIFICATE
I, Jill Ballentine, hereby certify that I am the First Vice President, Loan
Administration of Countrywide Home Loans, Inc., fka, Countrywide Funding
Corporation, and further certifies the following for the fiscal year ended
February 28, 1999:
(A) That 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;
(B) That all accrued and due real estate taxes, governmental assessments and any
other expenses, that is not paid could result in a lien or encumberance on any
Mortgaged Property, have been paid with respect to any Mortgaged Property, the
reason for non-payment has been reported to your designed representative;
(C) That the Officer signing this certificate has 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 this Officer's knowledge, the Servicer
has fulfilled all of its duties, responsibilities or obligations, a description
of each default or failure and the nature and status thereof has been reported
to your designated representative;
(D) That this Officer has 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.
Jill Ballentine Date 5/20/99
Vice President
Loan Administration
First Union Mortgage Corporation
NC4755
Operational & Regulatory Risk Division
P. O. Box 900001
Raleigh, North Carolina 27675-9001
1100 Corporate Center Drive
Raleigh, North Carolina 27607-5066
(logo)
Norwest Bank Minnesota N.A.
Investor Numbers A07
First Union CRA Mortgage Loan Trust 1997-1
CERTIFICATION OF COMPLIANCE
The undersigned, an officer of First Union Mortgage Corporation ("FUMC") hereby
certifies as follows:
A review of the activities of FUMC during the preceding year with respect to
performance under this Agreement has been made under such Officer's supervision;
and
(1)
To the best of such Officer's knowledge the servicing has been conducted in
compliance with the Agreement(s) except for immaterial exceptions or other
exceptions set forth in such statement; and
(2)
To the best of such Officer's knowledge based on such review, there is no
default by FUMC in the fulfillment of any of its obligations under this
Agreement, or if there is any such default known to such Officer, specifying
each such default and the nature and status thereof.
In witness whereof the undersigned has executed this Certificate of Compliance
this 12th day of May, 1999.
FIRST UNION MORTGAGE CORPORATION
By:
Joseph F. DeDominicis
Vice President
EVENTS OF DEFAULT (if any)
(logo)
GMAC Mortgage
(logo)
CONSUMER LOAN SERVICING G R O U P
OFFICER'S CERTIFICATE
GMAC MORTGAGE CORPORATION
I, Mark Galambos, hereby certify that I am the duly elected Vice
President of GMAC Mortgage Corporation (the "Servicer"), a corporation organized
under the laws of the Commonwealth of Pennsylvania, that I have made such
reasonable investigation as I have deemed necessary to deliver this Certificate,
including discussions with responsible officers of the Servicer and further
certify to the best of my knowledge as follows:
1. A review of the activities of the Servicer during the calendar year
beginning January 1, 1998 and ending on December 31, 1998 (the "Calendar Year")
and of its performance under the servicing agreements, including the servicing
agreement dated as of December 1, 1997 (the "Servicing Agreement"), by and among
the Servicer, the Issuer, and the Indenture Trustee, has been made under my
supervision.
2. To the best of my knowledge, based on such review, the Servicer has
complied in all material respects with the minimum servicing standards set forth
in the Uniform Single Attestation Program for Mortgage Bankers and has fulfilled
all of its material obligations in all material respects throughout the Calendar
Year.
Capitalized terms not defined herein have the meanings set forth in the
Servicing Agreement.
IN WITNESS WHEREOF, I have hereunto signed my name and affixed the seal of the
Servicer.
Dated: March 31, 1999
GMAC MORTGAGE CORPORATION
By:
Name: Mark Galambos
Title: Vice President
1301 OFFICE CENTER DRIVE SUITE 200 FORT WASHINGTON, PA 19034
(LOGO) HIBERNIA
Member FDIC
March 31, 1999
Norwest Bank
Attn: Peter Gobell
11000 Brokenland Parkway
Columbia, MD 21044
RE: 1998 Annual Certification
Dear Sir or Madam:
In accordance with our Sale and Servicing Agreement, Hibernia National Bank
certifies the following for the year of 1998.
1. That all hazard, flood, or other casualty insurance and FHA or other mortgage
insurance premiums, taxes, ground rents, assessments and other charges have been
paid.
2. That the requirements of the 1984 Tax Reform Act concerning the reporting of
mortgage interest received, and the abandonment and foreclosure of mortgage
properties have been met.
3. That all required interest rate and payment changes have been made in
accordance with the terms of each ARM and GPARM that we service.
4. That all active borrowers with mortgages insured under FHA Section 23S have
been recertified.
5. That none of the principal officers has been removed from the fidelity and
errors and omissions coverage.
6. That information pertaining to delinquent and foreclosed mortgages has been
reported to the appropriate credit bureaus as required.
Hibernia National Bank maintains a Blanket Bond insurance policy and an Errors,
Omissions, and Mortgage Impairment policy with Lloyds of London. Limits and
deductibles are within the guidelines recommended by the American Bankers
Association.
Enclosed is Hibernia Corporation's 1998 Annual Report, which was prepared by
Ernst and Young, Certified Public Accountants, New Orleans, Louisiana. The
annual report includes the consolidated operating results of Hibernia
Corporation and its major subsidiary, Hibernia National Bank of Louisiana.
Ernst and Young also conducted an independent audit of our Mortgage Servicing
operations in accordance with the requirements of the Uniform Single Audit
Program for Mortgage Bankers. A certification of the audit is enclosed.
Hibernia National Bank's servicing portfolio now contains approximately 54,755
mortgage loans totaling over $4.1 billion.
We have enclosed a contact list to assist you in contacting key members of our
staff if you have any questions or concerns about your portfolio. As members of
the Hibernia team, we look forward to continuing to serve you in the future.
Very truly yours,
James T. Dean
Senior Vice President/Servicing Manager
Mortgage Loan Servicing Department
JTD:jam
Enclosures
(LOGO)
Washington Mutual
P.O. Box 1093
Northridge, CA 91328-1093
Officers Certificate
The undersigned Officer certifies the following for the 1998 fiscal year:
A. I have reviewed the activities and performances 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
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, government 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 nonpayment 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
7/01/1999
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
(logo)
The Huntington Mortgage Company
7575 Huntington Park Drive
Columbus, Ohio 43235
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 12044-3562
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:
Bradford C. Northcraft
Officer
Vice President
Title
(LOGO)
Marine Midland Mortgage Corporation
2929 Walden Avenue, Depew, New York 14043
Norwest Bank Minnesota, N.A.
I 1000 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
Senior Vice President
Title
3/26/99 Date
Member HSBC Group
OFFICERS' CERTIFICATE
ANNUAL STATEMENT AS TO COMPLIANCE
Re:
Norwest Funding, Inc. ("Owner"),
Merrill Lynch Credit Corporation ("Company"),
Master Servicing Agreement dated as April 1, 1998 ("Agreement")
Pursuant to the above Agreement, the Company hereby states:
1. A review of the activities of the Company during the 1998
calendar year and of its performance under the Agreement has been made under the
supervision of each of the undersigned officers.
2. To the best of each such officer's knowledge, based on such
review, the Company has fulfilled all of its material obligations under the
Agreement in all material respects throughout such year.
Dated: March 26, 1999
Merrill Lynch Credit Corporation
By:
Linzy S. Banks, Vice President
John M. Wheeler, Senior Vice President
(LOGO)
National City Mortgage
National City Mortgage Co..
3232 Newmark Drive
Miamisburg Ohio 45342
Telephone (937) 910-1200
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
5/11/99
Date
No one Cares More !
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
