SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, NW
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
March 23, 1999
(date of earliest event reported)
PNC MORTGAGE SECURITIES CORP.
(Exact name of the registrant as specified in charter)
Delaware 33-84896 94-2528990
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
Incorporation) Number)
75 NORTH FAIRWAY DRIVE
VERNON HILLS, ILLINOIS 60061
(Address of principal executive offices)
Registrant's telephone number, including area code:
(847) 549-6500
<PAGE>
Item 1. Changes in Control of Registrant. Not applicable.
Item 2. Acquisition or Disposition of Assets. Not applicable.
Item 3. Bankruptcy or Receivership. Not applicable.
Item 4. Changes in Registrant's Certifying Accountant. Not applicable.
Item 5. Other Events.
The Pooling and Servicing Agreement related to each series of the
registrant's Mortgage Pass-Through Certificates (each, a "Pooling
Agreement") requires a statement from a firm of independent public
accountants to be furnished to the trustee under each Pooling
Agreement. Such statement is generally required to be filed on or
before April 30 of each year. In connection with the firm's examination
of the financial statements at December 31 of the preceding year of the
parent corporation of the registrant, as master servicer under the
related Pooling Agreement, which examination included a limited examination
of the registrant's financial statements, such statement is required to
the effect that nothing came to the attention of such firm that indicated
that the registrant was not in compliance with certain sections of the
related Pooling Agreement except for (i) such exceptions as such firm
believes to be immaterial and (ii) such other exceptions as are set forth
in such statement.
One such statement is prepared by such firm for all of the Pooling
Agreements for a given trustee and also includes information
concerning similar agreements to which such trustee and the registrant
are parties.
Such statements are attached hereto as follows: (i) with respect
to Pooling Agreements for which U.S. Bank National Association is trustee,
as Exhibit 99.1 and (ii) with respect to Pooling Agreements for which State
Street Bank and Trust Company is trustee, as Exhibit 99.2.
Item 6. Resignations of Registrant's Directors. Not applicable.
Item 7. Financial Statements and Exhibits.
Exhibits:
99.1 Report of Independent Auditors.
99.2 Report of Independent Auditors.
Item 8. Change in Fiscal Year. Not applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S. Not applicable.
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 thereunto duly authorized.
PNC MORTGAGE SECURITIES CORP.
Date: March 23, 1999 By: \s\ Richard Careaga
-------------------
Richard Careaga
Second Vice President and
Assistant General Counsel
<PAGE>
Exhibit 99.1
[Ernst & Young LLP Letterhead]
ERNST & YOUNG LLP One Oxford Centre Phone: 412 644 7800
Pittsburgh, Pennsylvania 15219
Report of Independent Auditors on Agreement With
U.S. Bank National Association
Audit Committee
PNC Bank Corp.
We have audited, in accordance with generally accepted auditing standards,
the consolidated balance sheet of PNC Bank Corp. and subsidiaries (including
PNC Mortgage Securities Corp. (PNCMSC)) as of December 31, 1998, and the
related consolidated statements of income, shareholders' equity, and cash
flows for the year then ended, and have issued our report thereon dated
January 22, 1999.
In connection with our audit of the consolidated financial statements
referred to above, nothing came to our attention that caused us to believe
that PNCMSC failed to comply with the terms, covenants, provisions, or
conditions of the sections of the agreements between PNCMSC and U.S. Bank
National Association (U.S. Bank), as listed for each series of certificates
described in the accompanying schedule, insofar as they relate to accounting
matters. However, our audit of the consolidated financial statements was not
directed primarily toward obtaining knowledge of noncompliance.
This report is intended solely for use by the audit committee, management,
and U.S. Bank, acting as trustee or custodian, as applicable, and should
not be used for any other purpose. However, this report may become a matter
of public record as a result of being included as an exhibit to certain Form
10-Ks that are prepared by PNCMSC and filed with the Securities and Exchange
Commission on behalf of the trusts that are established in connection with
the series of certificates listed on the accompanying schedule.
\s\Ernst & Young LLP
--------------------
January 22, 1999
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
<PAGE>
<TABLE>
<CAPTION>
Schedule of Agreements With
U.S. Bank National Association
Description Sections
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<S> <C>
PARTICIPATION AND SERVICING AGREEMENT, Participation (a)
Certificates Conventional Residential Fixed Rate
Mortgage Loans, Series 1993-PA2b, Dated as of November
1, 1993
POOLING AND SERVICING AGREEMENT, $151,911,197.42, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1993-12, Cut-off Date: December 3.11, 3.12,
1, 1993 3.13
POOLING AND SERVICING AGREEMENT, $230,592,119.02, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1994-1 (Certificate Trust), 3.11, 3.12,
Mortgage Trust Pass-Through Certificates, Series 3.13
1994-1 (Mortgage Trust), Cut-Off Date: January 1, 1994.
POOLING AND SERVICING AGREEMENT, $139,416,667.25, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass Through 3.04, 3.05,
Certificates, Series 1994-2, Cut-Off Date: April 3.11, 3.12,
1, 1994. 3.13
POOLING AND SERVICING AGREEMENT, $293,549,022.70, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass Through 3.04, 3.05,
Certificates, Series 1994-3, Cut-Off Date: July 3.11, 3.12,
1, 1994. 3.13
POOLING AND SERVICING AGREEMENT, $71,005,304.01, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass Through 3.04, 3.05,
Certificates, Series 1994-4, Cut-Off Date: August 3.11, 3.12,
1, 1994. 3.13
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
February 1, 1994, Series 1994 PA-1, Mortgage
Participation Certificates, Closing Date: February
18, 1994, Cut-Off Date: February 1, 1994.
POOLING AND SERVICING AGREEMENT, $116,318,874.96, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1995-1, Cut-Off Date: February 3.11, 3.12,
1, 1995 3.13
POOLING AND SERVICING AGREEMENT, $269,988,933.11, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1995-2 (Certificate Trust), 3.11, 3.12,
Mortgage Trust Pass-Through Certificates, Series 3.13
1995-2 (Mortgage Trust), Cut-Off Date: September
1, 1995
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
June 1, 1995, Series 1995 PA-1, Mortgage
Participation Certificates, Closing Date: June 30,
1995, Cut-Off Date: June 1, 1995
Page 1
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Schedule of Agreements With
U.S. Bank National Association
Description Sections
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<S> <C>
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
October 1, 1995, Series 1995 PA-2, Mortgage Participation
Certificates, Closing Date: October 31, 1995, Cut-Off
Date: October 1, 1995
POOLING AND SERVICING AGREEMENT, $68,101,510.34, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1995 PR-1, Cut-Off Date: September 3.11, 3.12,
1, 1995 3.13
POOLING AND SERVICING AGREEMENT, $79,829,153.84, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1995-3, Cut-Off Date: November 3.11, 3.12,
1, 1995 3.13
POOLING AND SERVICING AGREEMENT, $86,542,998.26, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1996-2, Cut-Off Date: June 1, 1996 3.11, 3.12,
3.13
WHOLE LOAN CERTIFICATE SALE AND SERVICING AGREEMENT, (a)
Dated as of January 1, 1996, Whole Loan Certificates,
Series 1996 PA-1, Closing Date: January 31, 1996,
Cut-Off Date: January 1, 1996
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
January 1, 1996, Mortgage Participation Certificates,
Series 1996 PA-2, Closing Date: January 31, 1996,
Cut-Off Date: January 1, 1996
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
February 1, 1996, Mortgage Participation Certificates,
Series 1996 PA-5, Closing Date: February
26, 1996, Cut-off Date: February 1, 1996
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
March 1, 1996, Mortgage Participation Certificates,
Series 1996 PA-6, Closing Date: March 29,
1996, Cut-off Date: March 1, 1996
SALE AND SERVICING AGREEMENT, Dated as of October (a)
1, 1996, Mortgage Ownership Certificates, Series
1996 PA-10, Closing Date: October 24, 1996, Cut-off Date:
October 1, 1996
POOLING AND SERVICING AGREEMENT, $174,193,827.06, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1996-3 and Mortgage Trust Pass- 3.11, 3.12,
Through Certificates, Series 1996-3, Cut-Off Date: 3.13
November 1, 1996.
Page 2
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Schedule of Agreements With
U.S. Bank National Association
Description Sections
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<S> <C>
POOLING AND SERVICING AGREEMENT, $146,707,211.48, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1996-4, First Level Mortgage 3.11, 3.12,
Pass-Through Certificates, Series 1996-4, and Mortgage 3.13
Trust Pass-Through Certificates, Series 1996-4, Cut-Off
Date: December 1, 1996.
POOLING AND SERVICING AGREEMENT, $148,501,921.58, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-1, Cut-Off Date: January 1, 3.11, 3.12,
1997. 3.13
POOLING AND SERVICING AGREEMENT, $511,030,337.02, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-3, Cut-Off Date: April 1, 1997. 3.11, 3.12,
3.13
POOLING AND SERVICING AGREEMENT, $292,197,087.18, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-4, First Level Mortgage Pass- 3.11, 3.12,
Through Certificates, Series 1997-4, and Mortgage Trust 3.13
Pass-Through Certificates, Series 1997-4, Cut-Off Date:
June 1, 1997.
POOLING AND SERVICING AGREEMENT, $350,143,810.79, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-5, Cut-Off Date: 3.11, 3.12,
September 1, 1997. 3.13
POOLING AND SERVICING AGREEMENT, $177,376,357.45, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-2, Cut-Off Date: February 3.11, 3.12,
1, 1997. 3.13
POOLING AND SERVICING AGREEMENT, $30,964,111.77, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-PR-1 and Mortgage Trust Pass- 3.11, 3.12,
Through Certificates, Series 1997-PR-1, Cut-Off Date: 3.13
June 1, 1997.
POOLING AND SERVICING AGREEMENT, $695,684,820, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-6, Cut-Off Date: September 3.11, 3.12,
1, 1997. 3.13
POOLING AND SERVICING AGREEMENT, $937,999,464.84, CMC 3.02, 3.03,
Securities Corporation IV as Depositor and PNC Mortgage 3.04, 3.05,
Securities Corp., Mortgage Pass-Through Certificates, 3.11, 3.12,
Series 1997-2, Cut-Off Date: October 1, 1997. 3.13
Page 3
<PAGE>
Schedule of Agreements With
U.S. Bank National Association
Description Sections
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<S> <C>
POOLING AND SERVICING AGREEMENT, $836,949,642.78, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1997-8, Cut-Off Date: November 3.11, 3.12,
1, 1997. 3.13
POOLING AND SERVICING AGREEMENT, $1,205,643,341.83, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-1, (Certificate Trust), 3.11, 3.12,
Mortgage Pass-Through Certificates, Series 1998-1 3.13
(Mortgage Trust), Group V Trust Pass-Through
Certificates, Series 1998-1 (Group V Trust), Cut-Off
Date: January 1, 1998
POOLING AND SERVICING AGREEMENT, $1,054,279,136.84, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-2, Cut-Off Date: February 1, 3.11, 3.12,
1998 3.13
POOLING AND SERVICING AGREEMENT, $492,968,487.79, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-3, Cut-Off Date: March 1, 1998 3.11, 3.12,
3.13
POOLING AND SERVICING AGREEMENT, $836,031,000.63, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-4, Cut-Off Date: April 1, 1998 3.11, 3.12,
3.13
POOLING AND SERVICING AGREEMENT, $1,119,809,454.60, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-5, Cut-Off Date: June 1, 1998 3.11, 3.12,
3.13
POOLING AND SERVICING AGREEMENT, $941,873,426, PNC 3.02, 3.03,
Mortgage Securities Corp., Mortgage Pass-Through 3.04, 3.05,
Certificates, Series 1998-6, Cut-Off Date: July 1, 1998 3.11, 3.12,
3.13
(a) Servicing in compliance with the terms of this agreement.
</TABLE>
Page 4
<PAGE>
Exhibit 99.2
[Ernst & Young LLP Letterhead]
ERNST & YOUNG LLP One Oxford Centre Phone: 412 644 7800
Pittsburgh, Pennsylvania 15219
Report of Independent Auditors on Agreements With
State Street Bank and Trust Company
Audit Committee
PNC Bank Corp.
We have audited, in accordance with generally accepted auditing standards,
the consolidated balance sheet of PNC Bank Corp. and subsidiaries
(including PNC Mortgage Securities Corp. (PNCMSC)) as of December 31, 1998,
and the related consolidated statements of income, shareholders' equity,
and cash flows for the year then ended, and have issued our report thereon
dated January 22, 1999.
In connection with our audit of the consolidated financial statements
referred to above, nothing came to our attention that caused us to believe
that PNCMSC failed to comply with the terms, covenants, provisions, or
conditions of the sections of the agreements between PNCMSC and State
Street Bank and Trust Company (State Street Bank), as listed for each
series of certificates described in the accompanying schedule, insofar as
they relate to accounting matters. However, our audit of the consolidated
financial statements was not directed primarily toward obtaining knowledge
of noncompliance.
This report is intended solely for use by the audit committee, management,
and State Street Bank, and should not be used for any other purpose.
However, this report may become a matter of public record as a result of
being included as an exhibit to certain Form 10-Ks that are prepared by
PNCMSC and filed with the Securities and Exchange Commission on behalf of
the trusts that are established in connection with the series of certificates
listed on the accompanying schedule.
\s\Ernst & Young LLP
--------------------
January 22, 1999
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
<PAGE>
<TABLE>
<CAPTION>
Schedule of Agreements With
State Street Bank and Trust Company
Description Sections
- ----------------------------------------------------------------------
<S> <C>
POOLING AND SERVICING AGREEMENT, $107,435,372.77, 3.02, 3.03,
Sears Mortgage Securities Corporation, COFI Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1991-H, Cut-Off 3.11, 3.12,
Date: July 1, 1991 3.13
POOLING AND SERVICING AGREEMENT, $252,233,481.96 3.02, 3.03,
(Approximate), Sears Mortgage Securities Corporation, 3.04, 3.05,
COFI Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1991-I (Certificate Trust Fund), Mortgage Trust 3.13
Pass-Through Certificates, Series 1991-I (Mortgage
Trust Fund), Cut-Off Date: August 1, 1991
POOLING AND SERVICING AGREEMENT, $297,626,106 3.02, 3.03,
(Approximate), Sears Mortgage Securities Corporation, 3.04, 3.05,
LIBOR Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1991-J (Certificate Trust Fund), Mortgage Trust 3.13
Pass-Through Certificates, Series 1991-J (Mortgage
Trust Fund), Cut-Off Date: August 1, 1991
POOLING AND SERVICING AGREEMENT, $127,859,031.91 3.02, 3.03,
(Approximate), Sears Mortgage Securities Corporation, 3.04, 3.05,
LIBOR Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1991-K (Certificate Trust Fund), Intermediate Trust 3.13
Pass-Through Certificates, Series 1991-K (Intermediate
Trust Fund), Mortgage Trust Pass Through Certificates,
Series 1991-K (Mortgage Trust Fund), Cut-Off Date:
September 1, 1991
POOLING AND SERVICING AGREEMENT, $229,731,871.46, 3.02, 3.03,
Sears Mortgage Securities Corporation, LIBOR 3.04, 3.05,
Mortgage Pass-Through Certificates, Series 1991-M, 3.11, 3.12,
Cut-Off Date: November 1, 1991 3.13
POOLING AND SERVICING AGREEMENT, $138,083,034.63, 3.02, 3.03,
Sears Mortgage Securities Corporation, Individual- 3.04, 3.05,
Rate Adjustable-Rate Mortgage Pass-Through 3.11, 3.12,
Certificates, Series 1992-4, Cut-Off Date: 3.13
February 1, 1992
POOLING AND SERVICING AGREEMENT, $148,599,249.98, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-8, Cut-Off Date: May 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $115,993,983.88, 3.02, 3.03,
Sears Mortgage Securities Corporation, Individual- 3.04, 3.05,
Rate Adjustable-Rate Mortgage Pass-Through 3.11, 3.12,
Certificates, Series 1992-9, Cut-Off Date: June 3.13
1, 1992
Page 1
<PAGE>
Schedule of Agreements With
State Street Bank and Trust Company
Description Sections
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<S> <C>
POOLING AND SERVICING AGREEMENT, $203,706,651.41, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-11, Cut-Off Date: July 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $113,854,367.50, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-12, Cut-Off Date: July 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $281,187,657.98, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-15, Cut-Off Date: August 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $227,748,335.96, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-16, Cut-Off Date: September 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $130,827,671.91, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-17 (Certificate Trust), Mortgage Trust Pass- 3.13
Through Certificates, Series 1992-17 (Mortgage
Trust), Cut-Off Date: September 1, 1992
POOLING AND SERVICING AGREEMENT, $112,907,447.57, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-18, Cut-Off Date: September 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $95,240,927.23, 3.02, 3.03,
Sears Mortgage Securities Corporation, Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1992-20 3.11, 3.12,
(Certificate Trust), Mortgage Trust Pass-Through 3.13
Certificates, Series 1992-20 (Mortgage Trust),
Cut-Off Date: November 1, 1992
POOLING AND SERVICING AGREEMENT, $154,459,134.29, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-21, Cut-Off Date: December 1, 1992 3.13
Page 2
<PAGE>
Schedule of Agreements With
State Street Bank and Trust Company
Description Sections
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<S> <C>
POOLING AND SERVICING AGREEMENT, $74,305,144.99, 3.02, 3.03,
Sears Mortgage Securities Corporation, Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1992-22, Cut-Off 3.11, 3.12,
Date: December 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $301,925,000, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992-23, Cut-Off Date: December 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $155,483,857.34, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1992 PR-1, Cut-Off Date: November 1, 1992 3.13
POOLING AND SERVICING AGREEMENT, $209,608,737.21, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12,
1993-2, Cut-Off Date: February 1, 1993 3.13
POOLING AND SERVICING AGREEMENT, $144, 518,012.23, 3.02, 3.03,
Sears Mortgage Securities Corporation, Adjustable- 3.04, 3.05,
Rate Mortgage Pass-Through Certificates, Series 3.11, 3.12
1993-4, Cut-Off Date: March 1, 1993 3.13
POOLING AND SERVICING AGREEMENT, $153,608,000.00, 3.02, 3.03,
Sears Mortgage Securities Corporation, Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1993-5, Cut-Off 3.11, 3.12,
Date: May 1, 1993 3.13
POOLING AND SERVICING AGREEMENT, $95,766,838.53, 3.02, 3.03,
Sears Mortgage Securities Corporation, Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1993-10, Cut-Off 3.11, 3.12,
Date: September 1, 1993 3.13
POOLING AND SERVICING AGREEMENT, $329,894,608.04, 3.02, 3.03,
PNC Mortgage Securities Corporation, Mortgage 3.04, 3.05,
Pass-Through Certificates, Series 1996-1, Cut-Off 3.11, 3.12,
Date: May 1, 1996 3.13
POOLING AND SERVICING AGREEMENT, Dated as of (a)
September 1, 1998, Series 1998-3, Mortgage
Pass-Through Certificates
Page 3
<PAGE>
Schedule of Agreements With
State Street Bank and Trust Company
Description Sections
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<S> <C>
POOLING AND SERVICING AGREEMENT, Dated as of 3.02, 3.03,
October 1, 1998, Series 1998-1, Mortgage Pass- 3.04, 3.05,
Through Certificates, Cut-Off Date: October 1, 1998 3.11, 3.12,
3.13
POOLING AND SERVICING AGREEMENT, $781,765,822.75, 3.02, 3.03,
PNC Mortgage Securities Corp., Mortgage Pass- 3.04, 3.05,
Through Certificates, Series 1998-7, Cut-Off Date: 3.11, 3.12,
August 1, 1998 3.13
POOLING AND SERVICING AGREEMENT, $701,661,871, 3.02, 3.03,
PNC Mortgage Securities Corp., Mortgage Pass- 3.04, 3.05,
Through Certificates, Series 1998-8, Cut-Off Date: 3.11, 3.12,
September 1, 1998 3.13
POOLING AND SERVICING AGREEMENT, $460,206,255.66, 3.02, 3.03,
PNC Mortgage Securities Corp., Mortgage Pass- 3.04, 3.05,
Through Certificates, Series 1998-9, Cut-Off Date: 3.11, 3.12,
September 1, 1998 3.13
POOLING AND SERVICING AGREEMENT, $1,688,837,275, 3.02, 3.03
PNC Mortgage Securities Corp., Mortgage Pass- 3.04, 3.05,
Through Certificates, Series 1998-10, Cut-Off Date: 3.11, 3.12,
October 1, 1998 3.13
POOLING AND SERVICING AGREEMENT, $750,084,532.16, 3.02, 3.03,
PNC Mortgage Securities Corp., Mortgage Pass- 3.04, 3.05,
Through Certificates, Series 1998-11, Cut-Off Date: 3.11, 3.12,
October 1, 1998 3.13
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
February 1, 1996, Series 1996 PA-3, Mortgage
Participation Certificates, Closing
Date: February 29, 1996, Cut-Off Date: February 1,
1996
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
February 1, 1996, Series 1996 PA-4, Mortgage
Participation Certificates
PARTICIPATION AND SERVICING AGREEMENT, Dated as of (a)
April 1, 1996, Series 1996 PA-7, Mortgage
Participation Certificates, Closing Date: April
15, 1996, Cut-Off Date: April 1, 1996
Page 4
<PAGE>
Schedule of Agreements With
State Street Bank and Trust Company
Description Sections
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<S> <C>
PARTICIPATION AND SERVICING AGREEMENT, Dated as (a)
of June 1, 1996, Series 1996 PA-8, Mortgage
Participation Certificates, Closing Date: June 28,
1996, Cut-Off Date: June 1, 1996
(a) Servicing in compliance with the terms of this agreement.
Page 5
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