SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
November 16, 1999
AMRESCO Residential Securities Corporation (as Depositor under the Pooling and
Servicing Agreement, dated as of September 1, 1999, providing for the issuance
of AMRESCO Residential Securities Corporation Mortgage Loan Trust, Series
1999-1)
AMRESCO Residential Securities Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 333-30759 75-2620414
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State or Other Jurisdiction (Commission (I.R.S. Employer
Of Incorporation) File Number) Identification No.)
700 North Pearl Street
Suite 2400, LB #342
Dallas, Texas 75201
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(Address of Principal Executive (Zip Code)
Offices)
Registrant's telephone number, including area code: (214) 953-7700
No Change
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(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 2. Acquisition or Disposition of Assets
------------------------------------
On November 16, 1999, AMRESCO Residential Securities Corporation Mortgage
Loan Trust 1999-1 acquired $2,300,629.74 of Subsequent Mortgage Loans pursuant
to the terms of the Pooling and Servicing Agreement dated as of September 1,
1999, among AMRESCO Residential Capital Markets, Inc., AMRESCO Residential
Mortgage Corporation, as Originator (the "Originator"), AMRESCO Residential
Securities Corporation, as Depositor (the "Depositor"), Ocwen Federal Bank
FSB, as Servicer, Finance America, LLC, as Seller (the "Seller"), and Norwest
Bank Minnesota, National Association, in its capacity as Trustee (the
"Trustee") and a Subsequent Transfer Agreement dated as of November 16, 1999
(the "Subsequent Transfer Agreement") among the Depositor, the Originator, the
Seller, and the Trustee. The Subsequent Mortgage Loans possess the
characteristics required by the Prospectus dated October 18, 1999, and the
Prospectus Supplement dated October 18, 1999, (the "Prospectus Supplement").
The Prospectus Supplement was filed pursuant to Rule 424(b)(5) of the Act on
October 22, 1999. The Schedule of Subsequent Mortgage Loans is attached to the
Subsequent Transfer Agreement.
<PAGE>
Item 7. Financial Statements; PRO FORMA Financial Information and Exhibits
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
4.1 Subsequent Transfer Agreement, dated as of November 16,
1999, among AMRESCO Residential Securities Corporation, as
Depositor, AMRESCO Residential Mortgage Corporation, as
Originator, Finance America, LLC, as Seller, and Norwest
Bank Minnesota, National Association, as Trustee.
<PAGE>
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.
AMRESCO RESIDENTIAL SECURITIES
CORPORATION
By: /s/ Janice M. Cott
-------------------------------
Name: Janice M. Cott
Title: Vice President
Dated: November 19, 1999
<PAGE>
EXHIBIT INDEX
Exhibit No. Description Page No.
- ----------- ----------- --------
4.1 Subsequent Transfer Agreement, dated as of
___________________ 7 November 16, 1999, among
AMRESCO Residential Securities Corporation, as
Depositor, AMRESCO Residential Mortgage
Corporation, as Originator, Finance America, LLC,
as Seller, and Norwest Bank Minnesota, National
Association, as Trustee.
<PAGE>
EXHIBIT 4.1 SUBSEQUENT TRANSFER AGREEMENT
<PAGE>
SUBSEQUENT TRANSFER AGREEMENT
AMRESCO Residential Mortgage Corporation (the "Originator"), Finance
America, LLC (the "Seller"), AMRESCO Residential Securities Corporation (the
"Depositor") and Norwest Bank Minnesota, National Association, as Trustee (the
"Trustee") under the Pooling and Servicing Agreement (as defined below)
relating to AMRESCO Residential Securities Corporation Mortgage Loan Trust
1999-1 pursuant to the Pooling and Servicing Agreement dated as of September
1, 1999 (the "Pooling and Servicing Agreement"), among the Depositor, the
Originator, the Seller, Ocwen Federal Bank FSB, as Servicer, AMRESCO
Residential Capital Markets, Inc., and the Trustee, each hereby confirm their
understanding with respect to the sale by the Originator and the purchase by
the Seller, the sale by the Seller and the purchase by the Depositor, and the
sale by the Depositor and the purchase by the Trustee, of those Subsequent
Mortgage Loans (the "Subsequent Mortgage Loans") listed on the attached
Schedule of Subsequent Mortgage Loans.
Section 1. Conveyance of Subsequent Mortgage Loans. As of November 16,
1999, (the "Subsequent Transfer Date"), the Originator hereby bargains, sells,
conveys, assigns and transfers to the Seller; the Seller, in turn, hereby
bargains, sells, conveys, assigns and transfers to the Depositor; and the
Depositor, in turn, hereby bargains, sells, conveys, assigns and transfers to
the Trustee, without recourse (except as otherwise explicitly provided for in
the Pooling and Servicing Agreement), for the exclusive benefit of the Owners
of the Certificates, each of their respective rights, title and interest in
and to any and all benefits accruing from the Subsequent Mortgage Loans (other
than any principal and interest payments due thereon on or prior to October
31, 1999, whether or not received) (such date, the "Subsequent Cut-Off Date")
which the Originator is causing to be delivered to the Seller; the Seller, in
turn, is causing to be delivered to the Depositor; and the Depositor, in turn,
is hereby causing to be delivered to the Trustee (and all substitutions
therefor as provided for by Sections 3.06, 3.07, 3.08 and 3.09 of the Pooling
and Servicing Agreement), together with the related Subsequent Mortgage Loan
documents and each of the Originator's, the Seller's, and the Depositor's
respective interest in any Property which secured the Subsequent Mortgage
Loan, and all payments thereon and proceeds of the conversion, voluntary or
involuntary, of the foregoing (including, but not by way of limitation, all
proceeds of any mortgage insurance, hazard insurance and title insurance
policy relating to the Subsequent Mortgage Loans, cash proceeds, accounts,
accounts receivable, notes, drafts, acceptances, chattel paper, checks,
deposit accounts, rights to payment of any and every kind, and other forms of
obligations and receivables which at any time constitute all or part of or are
included in the proceeds of any of the foregoing). The Depositor shall deliver
the original Mortgage or mortgage assignment with evidence of recording
thereon (except as otherwise provided by the Pooling and Servicing Agreement)
and other required documentation in accordance with the terms set forth in
Sections 3.06, 3.07, 3.08 and 3.09 of the Pooling and Servicing Agreement.
The costs relating to the delivery of the documents specified in this
Subsequent Transfer Agreement and the Pooling and Servicing Agreement shall be
borne by the Seller.
Section 2. Reaffirmation of Representations and Warranties. The
Originator hereby affirms the representations and warranties set forth in the
Pooling and Servicing Agreement made by it that relate to it and the
Subsequent Mortgage Loans as of the date hereof. The Depositor hereby delivers
notice and confirms that each of the conditions set forth in Section 3.09(b)
and 3.09(c) to the Pooling and Servicing Agreement are satisfied as of the
date hereof.
Section 3. Release from Pre-Funding Account. Pursuant to Section 3.09(a)
of the Pooling and Servicing Agreement, the Depositor hereby instructs the
Trustee to withdraw one-hundred percent of the aggregate principal balances of
the Subsequent Mortgage Loans so transferred from the Pre-Funding Account,
$2,300,629.74 pursuant to this Subsequent Transfer Agreement and to include
$2,300,629.74 of the Subsequent Mortgage Loans listed in the Schedule attached
hereto and to pay such amount to the Originator pursuant to wire transfer
instructions provided by it to the Trustee.
All terms and conditions of the Pooling and Servicing Agreement are
hereby ratified, confirmed and incorporated herein, provided that in the event
of any conflict the provisions of this Subsequent Transfer Agreement shall
control over the conflicting provisions of the Pooling and Servicing
Agreement.
Terms capitalized herein and not defined herein shall have their
respective meanings as set forth in the Pooling and Servicing Agreement.
<PAGE>
IN WITNESS WHEREOF, this Subsequent Transfer Agreement is executed as of
the 16th day of November, 1999.
AMRESCO RESIDENTIAL MORTGAGE
CORPORATION, as Originator
By: /s/ Janice M. Cott
--------------------------------
Name: Janice M. Cott
Title: Senior Vice President
FINANCE AMERICA, LLC, as Seller
By: /s/ Peter J. Levasseur
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Name: Peter J. Levasseur
Title: President
AMRESCO RESIDENTIAL SECURITIES
CORPORATION, as Depositor
By: /s/ Janice M. Cott
--------------------------------
Name: Janice M. Cott
Title: Vice President
NORWEST BANK MINNESOTA, NATIONAL
ASSOCIATION, as Trustee under the
Pooling and Servicing Agreement
By: /s/ Amy Wahl
---------------------------------
Name: Amy Wahl
Title: Assistant Vice President
<PAGE>
<TABLE>
<CAPTION>
SCHEDULE OF SUBSEQUENT MORTGAGE LOANS
Final Prefund Mortgage Schedule for Security 1999-1
Closed on
11/16/99
LOAN NO LOAN NO OCWEN FULL ADDRESS CITY STATE ZIP PROPERTY TYPE MATURITY
ORIGINATOR CODE DT
<S> <C> <C> <C> <C> <C> <C> <C>
0011061629 1231 Webster Street Redlands CA 92374 SFR 1/1/19
0011217676 0011217676 1832 Stanwood East Cleveland OH 44112 Single Family Dwelling 6/1/29
0011217924 0011217924 2651 Royal Oaks Drive Tallahassee FL 32308 Single Family Dwelling 4/1/29
0011239993 0011239993 115 N Randolph St Ellerbe NC 28338 2-4 Family Dwelling 5/1/29
0011324027 0011324027 16 Price St London AR 72847 Single Family Dwelling 8/1/29
0011334083 0011334083 13513 Winthrop Detroit MI 48227 Single Family Dwelling 7/1/29
0011350915 0011350915 3171 Nw 97 Street Miami FL 33147 Single Family Dwelling 7/1/29
0011351178 0011351178 7607 San Diego Avenue St. Louis MO 63121 Single Family Dwelling 7/1/29
0011353240 0011353240 9550 Nw 33 Ave Miami FL 33147 Single Family Dwelling 7/1/29
0011356888 0011356888 4302 Arrowwood St Mesquite TX 75150 Single Family Dwelling 8/1/29
0011360328 0011360328 8902 Kitmore Drive Houston TX 77099 Single Family Dwelling 7/1/29
0011366556 0011366556 Rr 3 Box 391 Chelsea OK 74016 Single Family Dwelling 8/1/29
0011369840 0011369840 2657 Autumn Lake East Point GA 30344 Single Family Dwelling 8/1/29
0011379120 0011379120 146-63 Huxley Street Rosedale NY 11422 2-4 Family Dwelling 8/1/29
0011383791 0011383791 1800 W Harrison Ave Cottage Grove OR 97424 Single Family Dwelling 8/1/29
0011393527 0011393527 16086 Grand Ave Trabuco Canyon CA 92678 Single Family Dwelling 8/1/29
0011405818 0011405818 233 Azalea Ln Wilkesboro NC 28697 Single Family Dwelling 8/1/29
0011410305 0011410305 2196 Hawthorne Ln Wilkesboro NC 28697 Single Family Dwelling 8/1/29
0011042504 6701 Meadow Lawn Str Houston TX 77023 SFR 1/1/14
0011395803 0011395803 1902 N 180 W Orem UT 84057 Single Family Dwelling 8/1/29
0011203585 0011203585 17715 S 655 Rd Wyandotte OK 74370 Single Family Dwelling 6/1/29
0011235595 0011235595 320 Alpha Ave/301 E. Winsted CT 6018 Single Family Dwelling 5/1/29
Wakefield
0011240546 0011240546 2721 N Beachwood Dr La CA 90068 Single Family Dwelling 6/1/29
0011250735 0011250735 6357 S Albany Avenue Chicago IL 60629 Single Family Dwelling 5/1/29
0011258365 0011258365 5924 Ne 9th Ave Portland OR 97211 Single Family Dwelling 5/1/29
0011301595 0011301595 347 Hummel St Harrisburg PA 17103 Single Family Dwelling 6/1/29
(Table Continued)
LOAN NO ORIGINAL OCCUPANCY INT. RATE P&I PtD DUE DATE CURRENT BAL LTV
ORIGINATOR TERM STATUS FLG
<S> <C> <C> <C> <C> <C> <C> <C> <C>
0011061629 240 OWNER OCCUPIED 8.75 176.74 10/1/99 11/1/99 19,713.58 19.61
0011217676 360 OWNER OCCUPIED 11.125 408.84 10/1/99 11/1/99 42,449.19 65.9
0011217924 360 OWNER OCCUPIED 10.375 849.63 9/1/99 10/1/99 93,645.12 81.6
0011239993 360 NOT OWNER OCCUPIED 9.875 552.13 9/1/99 10/1/99 63,467.02 73.93
0011324027 360 OWNER OCCUPIED 12 265.22 9/1/99 10/1/99 25,776.62 74.73
0011334083 360 OWNER OCCUPIED 11.5 521.39 9/1/99 10/1/99 52,616.18 65
0011350915 360 OWNER OCCUPIED 10.625 942.58 9/1/99 10/1/99 101,920.75 85
0011351178 360 OWNER OCCUPIED 11.75 315.95 9/1/99 10/1/99 31,280.97 71.95
0011353240 360 OWNER OCCUPIED 11.75 974.93 9/1/99 10/1/99 96,525.22 80.48
0011356888 360 OWNER OCCUPIED 8.75 692.3 9/1/99 10/1/99 87,949.37 80
0011360328 360 OWNER OCCUPIED 11.625 713.89 9/1/99 10/1/99 71,327.39 85
0011366556 360 OWNER OCCUPIED 9.375 723.62 9/1/99 10/1/99 86,954.69 64.92
0011369840 360 OWNER OCCUPIED 12.5 1878.37 9/1/99 10/1/99 175,954.96 80
0011379120 360 OWNER OCCUPIED 9.125 1064.2 9/1/99 10/1/99 130,725.39 70.7
0011383791 360 OWNER OCCUPIED 9.99 831.24 9/1/99 10/1/99 94,757.97 87.77
0011393527 360 OWNER OCCUPIED 9.625 1306.19 9/1/99 10/1/99 153,597.38 85.84
0011405818 360 OWNER OCCUPIED 10 1149.48 10/1/99 11/1/99 130,867.62 80.35
0011410305 360 NOT OWNER OCCUPIED 10.375 1526.37 10/1/99 11/1/99 168,445.76 70.24
0011042504 180 OWNER OCCUPIED 10.25 326.99 10/1/99 11/1/99 29,345.21 18.75
0011395803 360 OWNER OCCUPIED 9.75 1430.49 9/1/99 10/1/99 166,422.32 90
0011203585 360 OWNER OCCUPIED 11 388.55 9/1/99 10/1/99 40,755.95 60
0011235595 360 OWNER OCCUPIED 10.375 905.41 9/1/99 10/1/99 99,834.56 78.12
0011240546 360 OWNER OCCUPIED 8.625 777.79 10/1/99 11/1/99 99,598.59 25
0011250735 360 OWNER OCCUPIED 8.625 920.29 10/1/99 11/1/99 117,726.51 81.6
0011258365 360 OWNER OCCUPIED 11.375 851.3 9/1/99 10/1/99 86,678.16 70
0011301595 360 NOT OWNER OCCUPIED 11.375 317.77 10/1/99 11/1/99 32,293.26 60
</TABLE>
