SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) April 26, 1999
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ABN AMRO Mortgage Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-57027 363886007
(Commission File Number) (I.R.S. Employer Identification No.)
181 West Madison Street
Chicago, Illinois 60602
(Address of Principal Executive Offices) (Zip Code)
248-643-2530
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 2. Acquisition or Disposition of Assets.
Description of the Certificates and the Mortgage Pool.
On April 28, 1999, a single series of certificates, consisting of
eighteen classes, entitled ABN AMRO Mortgage Corporation, Mortgage
Pass-Through Certificates, Series 1999-3 (the "Certificates"), was issued
pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of April 1, 1999, among ABN AMRO Mortgage Corporation
as depositor (the "Depositor"), LaSalle Home Mortgage Corporation as
servicer (the "Servicer") and Chase Bank of Texas, National Association as
trustee (the "Trustee"). The Certificates were issued in exchange for, and
evidence the entire beneficial ownership interest in, the assets of a trust
fund (the "Trust Fund") consisting primarily of a pool (the "Mortgage
Pool") of conventional, one- to four-unit residential first mortgage loans
(the "Mortgage Loans"). The Depositor acquired certain of the Trust Fund
assets from Standard Federal Bank ("Standard Federal") pursuant to a
Mortgage Loan Purchase Agreement (the "Mortgage Loan Purchase Agreement")
dated April 28, 1999, between Standard Federal as seller and the Depositor
as purchaser. The Class A-1, Class A-2, Class A-3, Class A-4, Class A-5,
Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class
M, Class B-1, Class B-2 Certificates and the Class R Certificate were
publicly offered, as described in a Prospectus, dated September 18, 1998,
and a Prospectus Supplement, dated April 26, 1999, pursuant to an
Underwriting Agreement (the "Underwriting Agreement") dated March 19, 1999,
among the Depositor, Standard Federal Bancorporation, Inc. ("Standard
Federal Bancorporation"), Lehman Brothers Inc. ("Lehman Brothers") and ABN
AMRO Incorporated ("AAI") (Lehman Brothers and AAI being referred to
herein, collectively, as the "Underwriters") and the Terms Agreement (the
"Terms Agreement") dated April 26, 1999, among the Depositor, Standard
Federal Bancorporation and the Underwriters. The Depositor sold the Class
B-3, Class B-4 and Class B-5 Certificates to Lehman Brothers as initial
purchaser (in such capacity, the "Initial Purchaser") pursuant to a
purchase agreement dated April 28, 1999 among the Depositor, Standard
Federal Bancorporation and the Initial Purchaser.
On September 29, 1999, the Depositor, the Servicer and the Trustee
entered into a First Amendment to Pooling and Servicing Agreement, dated as of
September 29, 1999 (the "First Amendment"), attached hereto as exhibit 4.1/A,
in order to make a provision with respect to matters or questions
arising under the Pooling and Servicing Agreement.
Capitalized terms used herein and not otherwise defined shall have the
meanings assigned to them in the Pooling and Servicing Agreement, as
amended by the First Amendment.
Item 7. Financial Statements and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit
No. Document Description
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4.1/A First Amendment to Pooling and Servicing Agreement,
dated as of September 29, 1999, among ABN AMRO Mortgage
Corporation as depositor, LaSalle Home Mortgage
Corporation as servicer, and Chase Bank of Texas,
National Association as trustee.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
ABN AMRO MORTGAGE CORPORATION
(Registrant)
Dated: September 30, 1999 By: /s/ Maria Fregosi
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Name: Maria Fregosi
Title: First Vice-President
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INDEX TO EXHIBITS
Exhibit
No. Document Description
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4.1/A First Amendment to Pooling and Servicing Agreement,
dated as of September 29, 1999, among ABN AMRO Mortgage
Corporation as depositor, LaSalle Home Mortgage
Corporation as servicer, and Chase Bank of Texas,
National Association as trustee.
Exhibit 4.1/A
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ABN AMRO MORTGAGE CORPORATION
Depositor
and
LASALLE HOME MORTGAGE CORPORATION,
Servicer
and
CHASE BANK OF TEXAS, NATIONAL ASSOCIATION
Trustee
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FIRST AMENDMENT TO
POOLING AND SERVICING AGREEMENT
Dated September 29, 1999
----------------
$ 247,760,792.11
Mortgage Pass-Through Certificates
SERIES 1999-3
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FIRST AMENDMENT TO POOLING
AND SERVICING AGREEMENT
THIS FIRST AMENDMENT TO POOLING AND SERVICING AGREEMENT is dated
as of September 29, 1999 (herein referred to as this "First Amendment") and
is made by and between ABN AMRO MORTGAGE CORPORATION, as depositor (the
"Depositor"), LASALLE HOME MORTGAGE CORPORATION, as servicer (the
"Servicer"), and CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, as trustee (the
"Trustee").
RECITALS
WHEREAS, the Depositor, the Servicer and the Trustee entered into
a Pooling and Servicing Agreement dated as of April 1, 1999 (the
"Agreement"), pursuant to which (i) the Depositor sold, conveyed and
assigned certain Loans to the Trustee in trust for the benefit of
Certificateholders of ABN AMRO Mortgage Corporation Mortgage Pass-Through
Certificates, Series 1999-3, (ii) the Servicer agreed to service such Loans
in accordance with the terms thereof, and (iii) the Certificates were
issued pursuant thereto;
WHEREAS, this Amendment is being delivered pursuant to Section
10.1(a) of the Agreement in order to make a provision with respect to
matters or questions arising under the Agreement.
NOW, THEREFORE, in consideration of the preceding premises and
assumptions and other good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the Depositor, the Trustee, and
the Servicer agree as follows:
Section 1. Definitions. All capitalized terms used in this First
Amendment which are not specifically defined herein shall
have the meanings assigned to them in the Agreement.
Section 2. Amendment to Agreement. The definition of "Authorized
Denomination" in Article I of the Agreement shall be
amended and restated in its entirety as follows:
Authorized Denomination: With respect to the
Certificates (other than the Class A-8 Certificates,
Class A-9 Certificates and the Class R Certificate), an
initial Certificate Principal Balance equal to $25,000
each and integral multiples of $1 in excess thereof. With
respect to the Class A-8 Certificates and Class A-9
Certificates, an initial Certificate Principal Balance
equal to $1,000 each and integral multiples of $1,000 in
excess thereof. With respect to the Class R Certificate,
one Certificate with a Percentage Interest equal to 100%.
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Section 3. Agreement to Remain in Full Force and Effect. Except
as modified and amended hereby, all other terms and
conditions of the Agreement shall remain in full force
and effect and are hereby ratified and confirmed by the
parties hereto.
Section 4. Counterparts. This First Amendment may be executed
simultaneously in any number of counterparts, each of
which counterparts shall be deemed an original, and such
counterparts shall constitute one and the same instrument.
Section 5. Governing Law. The First Amendment shall be constructed
in accordance with the internal laws of the State of
New York applicable to agreements made and to be
performed in said State, and the obligations, rights and
remedies of the parties hereunder shall be determined in
accordance with such laws.
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IN WITNESS WHEREOF, the Depositor, the Servicer and the
Trustee have caused their names to be signed hereto by their respective
officers thereunto duly authorized, all as of the day and year first above
written.
ABN AMRO MORTGAGE CORPORATION, as
Depositor
By /s/ Maria Fregosi
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Its First Vice President
CHASE BANK OF TEXAS, NATIONAL
ASSOCIATION, as Trustee
By /s/ S. Whitten Rusk III
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Its Vice President
LASALLE HOME MORTGAGE
CORPORATION,
as Servicer
By /s/ Richard Geary
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Its Senior Vice President
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