<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended September 30, 1996
---------------
or
[ ] Transition Report Pursuant to Section 13 or 15(d) for the Securities
Exchange Act of 1934
For the transition period from to
-------------------- --------------------.
Commission File Number 0-13199
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RYLAND ACCEPTANCE CORPORATION FOUR
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(Exact name of registrant as specified in its charter)
Virginia 52-1402921
- ------------------------------ ------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
11000 Broken Land Parkway, Columbia, Maryland 21044-3562
- --------------------------------------------- ---------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (410) 715-7800
---------------
None
- ------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 twelve 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
---- ----
As of November 14, 1996, the latest practicable date, 10,000 shares of Ryland
Acceptance Corporation Four common stock were outstanding.
The registrant meets the conditions set forth in General Instruction H(1)(a)
and (b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced
disclosure format.
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR & SUBSIDIARIES
FORM 10-Q
INDEX
Page Number
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets at September 30,
1996 and December 31, 1995 (unaudited) 3
Consolidated Statements of Earnings for the
three and nine months ended September 30, 1996
and 1995 (unaudited) 4
Consolidated Statements of Retained Earnings
for the three and nine months ended September 30, 1996
and 1995 (unaudited) 5
Consolidated Statements of Cash Flows for
the nine months ended September 30, 1996
and 1995 (unaudited) 6
Notes to Unaudited Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 12-27
SIGNATURES 28
<PAGE>
Part I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (unaudited)
(dollars in thousands)
<TABLE>
September 30, December 31,
ASSETS 1996 1995
---------------------------------
<S> <C> <C>
Collateral for bonds payable:
Mortgage-backed securities
held-to-maturity, less discounts
of $1,411 and $1,263 $ 95,344 $ 110,007
Mortgage-backed securities
available-for-sale 39,335 47,846
Mortgage loans receivable,
less discounts of $1,595 and $1,929 53,489 66,685
Notes receivable, less discounts
of $3,843 and $4,904 134,996 199,102
Funds held by trustee 17,680 26,231
---------- ----------
340,844 449,871
Cash 286 11
Other assets 3,258 4,318
---------- ----------
$ 344,388 $ 454,200
========== ==========
<S> <C> <C>
LIABILITIES AND STOCKHOLDER'S EQUITY
Bonds payable, less discounts
of $4,996 and $6,662 $ 331,626 $ 437,376
Due to affiliate 2,696 3,209
Other liabilities 9,801 12,385
---------- ----------
343,323 452,970
---------- ----------
STOCKHOLDER'S EQUITY
Common stock, $1.00 par value;
10,000 shares authorized,
issued and outstanding 10 10
Retained earnings 7 7
Net unrealized gain on mortgage-backed
securities available-for-sale
(net of taxes of $699 and $809) 1,048 1,213
---------- ----------
1,065 1,230
---------- ----------
$ 344,388 $ 454,200
========== ==========
</TABLE>
See notes to unaudited consolidated financial statements
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS (unaudited)
(dollars in thousands)
<TABLE>
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------------------------------------
1996 1995 1996 1995
--------------------------------------------------------
<S> <C> <C> <C> <C>
Revenues
Interest $ 8,478 $ 10,976 $ 27,628 $ 34,031
Other 246 (9) 298 (57)
--------- --------- --------- ---------
8,724 10,967 27,926 33,974
--------- --------- --------- ---------
Expenses
Interest 8,666 10,930 27,699 33,878
Other 58 34 227 85
-------- -------- --------- --------
8,724 10,964 27,926 33,963
-------- -------- --------- --------
Earnings before taxes 0 3 0 11
Income taxes 0 1 0 4
-------- -------- ---------- --------
Net Earnings $ 0 $ 2 $ 0 $ 7
======== ======== ========= ========
</TABLE>
See notes to unaudited consolidated financial statements
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS (unaudited)
(dollars in thousands)
<TABLE>
Three months ended Nine months ended
September 30, September 30,
-----------------------------------------------
1996 1995 1996 1995
-----------------------------------------------
<S> <C> <C> <C> <C>
Retained earnings,
beginning of period $ 7 $ 5 $ 7 $ -
Net earnings 0 2 0 7
------ ------ ------ ------
Retained earnings,
end of period $ 7 $ 7 $ 7 $ 7
====== ====== ====== ======
</TABLE>
See notes to unaudited consolidated financial statements
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Nine Months Ended September 30 (dollars in thousands)
<TABLE>
1996 1995
--------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 0 $ 7
Adjustments to reconcile net earnings
to net cash used for operating
activities:
Amortization:
Deferred financing costs 166 70
Discounts on bonds payable 1,666 770
Discounts on collateral for
bonds payable (1,497) (808)
Net decrease in other assets,
other liabilities and amounts
due to affiliate (3,330) (1,973)
---------- ----------
Net cash used for operating activities (2,995) (1,934)
---------- ----------
Cash flows from investing activities:
Principal reduction on mortgage-backed
securities - available-for-sale 20,467 -
Principal reduction on mortgage-backed
securities - held-to-maturity 15,306 17,524
Principal reduction on other
collateral for bonds payable 66,362 36,705
(Increase)decrease in funds held by trustee 8,551 3,162
---------- ----------
Net cash provided by investing activities 110,686 57,391
---------- ----------
<S> <C> <C>
Cash flows from financing activities:
Reduction of bonds payable (114,030) (64,050)
Principal accretion on bonds payable 6,614 8,581
---------- ----------
Net cash used for financing activities (107,416) (55,469)
---------- ----------
Net increase in cash 275 (12)
Cash at beginning of year 11 36
---------- ----------
CASH AT END OF PERIOD $ 286 $ 24
========== ==========
Supplemental disclosures:
Cash paid during the period
for interest $ 28,020 $ 33,997
========== ==========
</TABLE>
See notes to unaudited consolidated financial statements
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1996
NOTE A--CONDENSED FINANCIAL STATEMENTS
Ryland Acceptance Corporation Four (the "Company") is a wholly owned
subsidiary of LPS Holdings Corporation and an indirect, wholly owned
subsidiary of The Ryland Group, Inc. (Ryland). The Company was organized
to facilitate the long-term financing of mortgage loans originated by
Ryland Mortgage Company, a wholly owned subsidiary of Ryland, and other
entities through the issuance and sale of mortgage-backed bonds.
Certain amounts previously reported have been reclassified to conform with
the 1996 presentation.
The consolidated financial statements for the periods ended September 30,
1996 and 1995, have been prepared by the Company without audit. In the
opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and cash flows for the periods presented, have been made.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results inevitably will differ from those estimates, and such
differences may be material to the financial statements.
The consolidated balance sheet at December 31, 1995 has been taken from the
audited consolidated financial statements as of that date.
The accompanying consolidated financial statements include the accounts of
the Company and its wholly owned subsidiaries, C.C. Holding Company and
Brock Acceptance Corporation. All significant intercompany transactions
and balances are eliminated in consolidation.
Certain information and footnote disclosures normally included in
consolidated financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. It is
suggested that the condensed consolidated financial statements be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's December 31, 1995 Annual Report on Form 10-K.
The results of operations for the nine months ended September 30, 1996 are
not necessarily indicative of the operating results for the full year.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS:
GENERAL
The Company was formed on January 25, 1985 solely for the purpose of
facilitating the long-term financing of mortgage loans through the issuance
and sale of mortgage-backed bonds (the "bonds"). Since its inception, the
Company has issued and recorded in the financial statements 43 series of
bonds. The bond series shown in the financial statements represent
obligations solely of the Company which are secured by mortgage collateral
originated by Ryland Mortgage Company (RMC), a wholly owned subsidiary of The
Ryland Group, Inc. (Ryland), and by other entities. The bonds are not
guaranteed or insured by Ryland, RMC, LPS Holdings Corporation or any other
affiliated entities.
The Company issues bonds in series and uses the net proceeds from the sale of
the bonds to: (1) purchase mortgage collateral from RMC, (2) purchase
mortgage collateral from other homebuilders or financial institutions and (3)
fund loans secured by mortgage collateral to limited-purpose subsidiaries of
homebuilders or financial institutions participating in the issuance of the
bonds. The bonds are structured such that the cash flows from the underlying
mortgage collateral will be sufficient to satisfy the bond obligations. As of
September 30, 1996, the Company had $626.2 million of collateralized mortgage
bonds remaining for issuance under a registration statement filed with the
Securities and Exchange Commission.
In addition, the Company uses its shelf registration to issue bonds on behalf
of other companies. As of September 30, 1996, the Company had issued 56
series of bonds under these arrangements. These bonds and the associated
mortgage collateral are excluded from the consolidated financial statements of
the Company since the issuance of these bonds has been accounted for as a sale
of the associated mortgage collateral in accordance with generally accepted
accounting principles. The Company has relinquished all risks and rewards
relating to the bonds payable and associated mortgage collateral. The Company
has elected to treat 49 series of these bonds as real estate mortgage
investment conduits for tax purposes. The Company did not issue any bonds
during the nine months ended September 30, 1996 and 1995.
During 1994, the Company acquired bonds of $12.8 million and the related
collateral from another company. These bonds had previously been issued from
the Company's shelf registration and accounted for as a sale under generally
accepted accounting principles.
The bonds were reduced during the period for payments and prepayments on the
underlying mortgage collateral. A bond series or a class within certain
series may be redeemed at par at the earlier of the date specified in the
Indenture or when the outstanding collateral value of the mortgage securities
securing the bond series or class is less than or equal to a specified
percentage of the initial collateral value of such securities. During the
nine months ended September 30, 1996, certain classes within 17 series
totaling $206.4 million were redeemed. During the nine months ended September
30, 1995, certain classes within 5 series totaling $50.5 million were
redeemed.
<PAGE>
RESULTS OF OPERATIONS
For the nine months ended September 30, 1996 and 1995, revenues consisted
primarily of interest on mortgage collateral subject to the bond indebtedness
and amortization of deferred items, and totalled $27,926 and $33,974,
respectively. The amount of revenues reported during each period depends
primarily upon the amount of mortgage collateral outstanding during each such
period, the related prepayment rates and the interest rates on such mortgage
collateral. The Company's average net investment in mortgage collateral
(excluding funds held by trustee) and the average effective rate of interest
income are as follows (dollars in thousands):
<TABLE>
1996 1995
----------- -----------
<S> <C> <C>
Average net investment in
mortgage collateral $ 373,218 $ 477,740
Average effective interest rate 9.71% 9.35%
</TABLE>
Expenses for the nine months ended September 30, 1996 and 1995 consisted
primarily of interest on the Company's outstanding bonds and amortization of
deferred costs, and totalled $27,926 and $33,963, respectively. The amount of
expenses reported during each period depends primarily upon the amount of
bonds outstanding during each such period and the interest rates on such
bonds. The Company's average debt outstanding and average cost of borrowings
are as follows (dollars in thousands):
<TABLE>
1996 1995
----------- -----------
<S> <C> <C>
Average debt outstanding $ 387,103 $ 486,062
Average cost of borrowings 9.46% 9.20%
</TABLE>
The bonds will decline over time in direct proportion to the decline in the
mortgage collateral.
Net cash flows that are generated based upon the differential between the
interest rates of the bonds outstanding and the mortgage collateral are
described as the net interest spreads. Excluding the impact of the
amortization of deferred costs, the net interest spread of a bond generally is
higher during the earlier years since bond classes with earlier stated
maturities generally have lower interest rates than classes with later stated
maturities. Because the weighted average interest rate of the bonds is lower
during the earlier years and the interest rates on the underlying collateral
are fixed, there is a greater net interest spread in the earlier years. The
number of bonds issued by the Company in which a net interest spread is
retained has decreased substantially since 1988.
<PAGE>
FINANCIAL CONDITION AND LIQUIDITY
Mortgage collateral held by the Company is pledged as collateral for the
mortgage-backed bonds, the terms of which provide for the retirement of all
bonds from the proceeds of the mortgage collateral. Cash flows from payments
on the mortgage collateral, together with proceeds of reinvestment income
earned on the mortgage collateral, are intended to provide cash sufficient to
make all required payments of principal and interest on each outstanding
series of bonds. The Company anticipates that it will require no additional
funds to meet the obligation on its outstanding bonds.
During 1991, RMC assumed the Company's obligation to maintain cash deposits
with the Trustee for mortgagor bankruptcy risk associated with the mortgage
collateral. At September 30, 1996 and 1995, cash deposits of $178 thousand
and $187 thousand were maintained by RMC.
It is anticipated that regular payments under the terms of the mortgages, as
well as early mortgage retirements, will reduce the number of mortgages and
amount of bonds outstanding in future years. The Company does not anticipate
the issuance of additional series of bonds.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS:
None
ITEM 5. OTHER INFORMATION:
None
<PAGE>
(a)(2) Consolidated Financial Statement Schedules.
All schedules have been omitted because they are either
inapplicable or the required information has been given in the
consolidated financial statements or the notes thereto.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
(a)(3) Exhibits.
3.1 Articles of Incorporation of Ryland Acceptance Corporation
Four (incorporated herein by reference to Exhibit to Company's
Form 10, filed February 13, 1985).
3.2 By-laws of Ryland Acceptance Corporation Four (incorporated
herein by reference to Exhibit to Report on Form 8-K (File No.
0-13199) dated April 22, 1987, filed May 6, 1987).
4.1 Indenture between Ryland Acceptance Corporation Four and
Sovran Bank, N.A., as Trustee, dated February 1, 1985
(incorporated herein by reference to Exhibit to Report on Form
10-Q (File No. 0-13199) for the period ended March 31, 1985,
filed May 10, 1985).
4.2 Conformed copy of Series 1 Supplemental Indenture, dated as of
April 1, 1985, to Indenture between the Registrant and Sovran
Bank, N.A., as Trustee, dated February 1, 1985 (incorporated
herein by reference to Exhibit to Report on Form 10-Q (File
No. 0-13199) for the period ended March 31, 1985, filed May
10, 1985).
4.3 Conformed copy of Series 2 Supplemental Indenture, dated as of
June 1, 1985, to Indenture between the Registrant and Sovran
Bank, N.A., as Trustee, dated February 1, 1985 (incorporated
herein by reference to Exhibit to Report on Form 10-Q (File
No. 0-13199) for the period ended June 30, 1985, filed August
12, 1985).
4.4 Conformed copy of Series 3 Supplemental Indenture, dated as of
August 1, 1985, to Indenture between the Registrant and Sovran
Bank, N.A., as Trustee, dated February 1, 1985 (incorporated
herein by reference to Exhibit to Registration Statement No.
33-443, filed September 24, 1985).
4.5 Conformed copy of Series 4 Supplemental Indenture, dated as of
October 1, 1985, to Indenture between the Registrant and
Sovran Bank, N.A., as Trustee, dated February 1, 1985
(incorporated herein by reference to Exhibit to Report on Form
10-Q (File No. 0-13199) for the period ended September 30,
1985, filed November 12, 1985).
4.6 Conformed copy of Series 5 Supplemental Indenture, dated as of
October 1, 1985, to Indenture between the Registrant and
Sovran Bank, N.A., as Trustee, dated February 1, 1985
(incorporated herein by reference to Exhibit to Report on Form
10-Q (File No. 0-13199) for the period ended September 30,
1985, filed November 12, 1985).
4.7 Conformed copy of Series 6 Supplemental Indenture, dated as of
December 1, 1985, to Indenture between the Registrant and
Sovran Bank, N.A., as Trustee, dated February 1, 1985
(incorporated herein by reference to Exhibit to Registration
Statement No. 33-2757, filed January 16, 1986).
<PAGE>
4.8 Conformed copy of Series 7 Supplemental Indenture, dated as of
December 1, 1985, to Indenture between the Registrant and
Sovran Bank, N.A., as Trustee, dated February 1, 1985
(incorporated herein by reference to Exhibit to Registration
Statement No. 33-2757, filed January 16, 1986).
4.9 Amended and Restated Indenture for Series 8 Bonds and
subsequent Series of Bonds, dated as of February 1, 1986
(incorporated herein by reference to Exhibit to Report on Form
10-K (File No. 0-13199) for period ended December 31, 1985,
filed March 31, 1986).
4.10 Conformed copy of Series 8 Supplemental Indenture, dated as of
February 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the period ended December 31, 1985, filed March 31,
1986).
4.11 Conformed copy of Series 9 Supplemental Indenture, dated as of
February 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the period ended December 31, 1985, filed March 31,
1986).
4.12 Conformed copy of Series 10 Supplemental Indenture, dated as
of February 1, 1986, between the Registrant and Sovran Bank,
N.A., dated February 1, 1985 (incorporated herein by reference
to Exhibit to Report on Form 10-K (File No. 0-13199) for the
period ended December 31, 1985, filed March 31, 1986).
4.13 Conformed copy of Series 11 Supplemental Indenture, dated as
of April 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended March 31, 1986, filed May 15,
1986).
4.14 (Reserved)
4.15 Conformed copy of Series 13 Supplemental Indenture, dated as
of April 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No.
0-13199) for the period ended March 31, 1986, filed May 15,
1996).
4.16 Conformed copy of Series 14 Supplemental Indenture, dated as
of May 1, 1986, to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for the period ended June 30, 1986, filed August 12, 1986).
4.17 Conformed copy of Series 15 Supplemental Indenture, dated as
of May 1, 1986, to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for the period ended June 30, 1986, filed August 12, 1986).
<PAGE>
4.18 Conformed copy of Series 16 Supplemental Indenture, dated as
of June 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No.
0-13199) for the period ended June 30, 1986, filed August 12,
1986).
4.19 Conformed copy of Series 17 Supplemental Indenture, dated as
of June 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended June 30, 1986, filed August 12,
1986).
4.20 Conformed copy of Series 18 Supplemental Indenture, dated as
of July 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended June 30, 1986, filed August 12,
1986).
4.21 Conformed copy of Series 19 Supplemental Indenture, dated as
of August 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
9191, filed September 30, 1986).
4.22 Conformed copy of Series 20 Supplemental Indenture, dated as
of September 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
9191, filed September 30, 1986).
4.23 Conformed copy of Series 21 Supplemental Indenture, dated as
of September 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
9191, filed September 30, 1986).
4.24 Conformed copy of Series 22 Supplemental Indenture, dated as
of September 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
9191, filed September 30, 1986).
4.25 Conformed copy of Series 23 Supplemental Indenture, dated as
of October 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended September 30, 1986, filed November
14, 1986).
4.26 Conformed copy of Series 24 Supplemental Indenture, dated as
of October 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended September 30, 1986, filed November
14, 1986).
<PAGE>
4.27 Conformed copy of Series 25 Supplemental Indenture, dated as
of October 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended September 30, 1986, filed November
14, 1986).
4.28 Conformed copy of Series 26 Supplemental Indenture, dated as
of November 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.29 Conformed copy of Series 27 Supplemental Indenture, dated as
of November 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.30 Conformed copy of Series 28 Supplemental Indenture, dated as
of December 1, 1986, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.31 Supplemental Indenture, dated as of December 1, 1986, to
Indenture between the Registrant and Sovran Bank, N.A., dated
February 1, 1985 (incorporated herein by reference to Exhibit
to Registration Statement No. 33-11654, filed January 30,
1987).
4.32 Conformed copy of Series 29 Supplemental Indenture, dated as
of January 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.33 Conformed copy of Series 30 Supplemental Indenture, dated as
of February 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.34 Conformed copy of Series 31 Supplemental Indenture, dated as
of January 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.35 Conformed copy of Series 32 Supplemental Indenture, dated as
of January 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
11654, filed January 30, 1987).
4.36 Supplemental Indenture, dated as of January 1, 1987, to
Indenture between the Registrant and Sovran Bank, N.A., dated
February 1, 1985 (incorporated herein by reference to Exhibit
to Report on Form 10-K (File No. 0-13199) for the period ended
December 31, 1986, filed March 31, 1987).
<PAGE>
4.37 (Reserved)
4.38 Conformed copy of Series 34 Supplemental Indenture, dated as
of February 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the period ended December 31, 1986, filed March 31,
1987).
4.39 Conformed copy of Series 35 Supplemental Indenture, dated as
of March 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 8-K (File No. 0-
13199) dated April 22, 1987, filed May 6, 1987).
4.40 Conformed copy of Series 36 Supplemental Indenture, dated as
of March 25, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 8-K (File No. 0-
13199) dated April 22, 1987, filed May 6, 1987).
4.41 Conformed copy of Series 37 Supplemental Indenture, dated as
of March 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 8-K (File No. 0-
13199) dated April 22, 1987, filed May 6, 1987).
4.42 Conformed copy of Supplemental Indenture, dated as of April 1,
1987, to Indenture between the Registrant and Sovran Bank,
N.A., dated February 1, 1985 (incorporated herein by reference
to Exhibit to Report on Form 10-Q (File No. 0-13199) for the
period ended March 31, 1987 filed May 15, 1987).
4.43 Conformed copy of Series 38 Supplemental Indenture, dated as
of April 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 8-K (File No. 0-
13199) dated April 22, 1987 filed May 6, 1987).
4.44 (Reserved)
4.45 Conformed copy of Series 40 Supplemental Indenture, dated as
of May 1, 1987, to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for the period ended June 30, 1987 filed August 15, 1987).
4.46 Conformed copy of Series 41 Supplemental Indenture, dated as
of May 1, 1987, to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for the period ended June 30, 1987 filed August 15, 1987).
<PAGE>
4.47 Conformed copy of Series 42 Supplemental Indenture, dated as
of May 1, 1987, to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for the period ended June 30, 1987 filed August 15, 1987).
4.48 Conformed copy of Series 43 Supplemental Indenture, dated as
of June 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended June 30, 1987 filed August 15,
1987).
4.49 Conformed copy of Series 44 Supplemental Indenture, dated as
of June 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended June 30, 1987 filed August 15,
1987).
4.50 Conformed copy of Series 45 Supplemental Indenture, dated as
of July 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
15260, filed June 29, 1987).
4.51 (Reserved)
4.52 Conformed copy of Series 47 Supplemental Indenture, dated as
of July 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement No. 33-
15260, filed June 29, 1987).
4.53 (Reserved)
4.54 Conformed copy of Series 49 Supplemental Indenture, dated as
of August 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated August 27, 1987, filed October 15, 1987).
4.55 Conformed copy of Series 50 Supplemental Indenture, dated as
of September 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated August 27, 1987, filed October 15, 1987).
4.56 Conformed copy of Series 51 Supplemental Indenture, dated as
of September 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated August 27, 1987, filed October 15, 1987).
4.57 Conformed copy of Series 52 Supplemental Indenture, dated as
of September 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated August 27, 1987, filed October 15, 1987).
<PAGE>
4.58 Conformed copy of Series 53 Supplemental Indenture, dated as
of October 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended September 30, 1987, filed November
13, 1987).
4.59 Conformed copy of Series 54 Supplemental Indenture, dated as
of October 1, 1987, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-Q (File No. 0-
13199) for the period ended September 30, 1987, filed November
13, 1987).
4.60 Amended and Restated Indenture between Ryland Acceptance
Corporation Four and Sovran Bank, N.A., as trustee, dated as
of July 1, 1987 (incorporated herein by reference to Exhibit
to Report on Form 10-K (File No. 0-13199) for the year ended
December 31, 1987, filed March 30, 1988).
4.61 Conformed copy of Series 55 Supplemental Indenture, dated as
of December 1, 1987 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the year ended December 31, 1987, filed March 30,
1988).
4.62 Conformed copy of Series 56 Supplemental Indenture, dated as
of December 1, 1987 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the year ended December 31, 1987, filed March 30,
1988).
4.63 (Reserved)
4.64 Conformed copy of Series 58 Supplemental Indenture, dated as
of December 1, 1987 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the year ended December 31, 1987, filed March 30,
1988).
4.65 (Reserved)
4.66 Conformed copy of Series 60 Supplemental Indenture, dated as
of December 1, 1987 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Report on Form 10-K (File No. 0-
13199) for the year ended December 31, 1987, filed March 30,
1988).
4.67 Conformed copy of Series 61 Supplemental Indenture, dated as
of February 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-21612), filed April 29, 1988).
<PAGE>
4.68 Conformed copy of Series 62 Supplemental Indenture, dated as
of February 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-21612), filed April 29, 1988).
4.69 Conformed copy of Series 63 Supplemental Indenture, dated as
of March 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-21612), filed April 29, 1988).
4.70 Conformed copy of Series 64 Supplemental Indenture, dated as
of March 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-21612), filed April 29, 1988).
4.71 (Reserved)
4.72 (Reserved)
4.73 Conformed copy of Series 67 Supplemental Indenture, dated as
of April 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-21612), filed April 29, 1988).
4.74 Conformed copy of Supplemental Indenture, dated as of March 1,
1988 for Series 11, 13, 14, 16, 17, 18, 19, 20, 21, 22, 23,
24, 26, 27, 28, 29, 30, 31, 34, 36, 41, 43, 45, 49 and 51 to
Indenture between the Registrant and Sovran Bank, N.A., dated
February 1, 1985 (incorporated herein by reference to Exhibit
to Report on Form 10-Q (File No. 0-13199) for the period ended
March 31, 1988, filed May 16, 1988).
4.75 Conformed copy of Supplemental Indenture, dated as of March 1,
1988 to Indenture between the Registrant and Sovran Bank,
N.A., dated February 1, 1985 (incorporated herein by reference
to Exhibit to Report on Form 10-Q (File No. 0-13199) for the
period ended March 31, 1988, filed May 16, 1988).
4.76 Conformed copy of Series 68 Supplemental Indenture, dated as
of April 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Registration Statement (File No.
33-22561), filed June 16, 1988).
4.77 (Reserved)
4.78 Conformed copy of Series 70 Supplemental Indenture, dated as
of May 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Registration Statement (File No. 33-
22561), filed June 16, 1988).
<[PAGE>
4.79 Conformed copy of Series 71 Supplemental Indenture, dated as
of May 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Registration Statement (File No. 33-
22561), filed June 16, 1988).
4.80 Conformed copy of Series 72 Supplemental Indenture, dated as
of June 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Registration Statement (File No. 33-
23346), filed July 27, 1988).
4.81 Conformed copy of Series 73 Supplemental Indenture, dated as
of June 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Registration Statement (File No. 33-
23346), filed July 27, 1988).
4.82 Conformed copy of Series 74 Supplemental Indenture, dated as
of June 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Registration Statement (File No. 33-
23346), filed July 27, 1988).
4.83 Conformed copy of Series 75 Supplemental Indenture, dated as
of July 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-
13199), for the period ended June 30, 1988 filed August 15,
1988).
4.84 Conformed copy of Series 76 Supplemental Indenture, dated as
of July 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-
13199), for the period ended June 30, 1988 filed August 15,
1988).
4.85 Conformed copy of Series 77 Supplemental Indenture, dated as
of July 1, 1988 to Indenture between the Registrant and Sovran
Bank, N.A., dated February 1, 1985 (incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-
13199), for the period ended June 30, 1988 filed August 15,
1988).
4.86 Conformed copy of Series 78 Supplemental Indenture, dated as
of August 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated July 28, 1988 filed September 8, 1988).
<PAGE>
4.87 Conformed copy of Series 79 Supplemental Indenture, dated as
of July 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated July 28, 1988 filed September 24, 1988).
4.88 Conformed copy of Series 80 Supplemental Indenture, dated as
of September 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated September 29, 1988 filed October 8, 1988).
4.89 Conformed copy of Series 81 Supplemental Indenture, dated as
of August 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated July 28, 1988 filed September 8, 1988).
4.90 Conformed copy of Series 82 Supplemental Indenture, dated as
of August 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated July 28, 1988 filed September 8, 1988).
4.91 Conformed copy of Series 83 Supplemental Indenture, dated as
of September 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated September 29, 1988 filed October 8, 1988).
4.92 Conformed copy of Series 84 Supplemental Indenture, dated as
of September 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K, (File
No. 0-13199) dated September 29, 1988 filed October 8, 1988).
4.93 Conformed copy of Series 85 Supplemental Indenture, dated as
of October 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to the Registration Statement No. 33-
26428 filed January 9, 1989).
4.94 Conformed copy of Series 86 Supplemental Indenture, dated as
of December 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to the Registration Statement No. 33-
26428 filed January 9, 1989).
4.95 Conformed copy of Series 87 Supplemental Indenture, dated as
of December 1, 1988 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to the Registration Statement No. 33-
26428 filed January 9, 1989).
<PAGE>
4.96 Conformed copy of Series 88 Supplemental Indenture, dated as
of December 1, 1988, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to the Registration Statement No. 33-
26428 filed January 9, 1989).
4.97 Conformed copy of Series 89 Supplemental Indenture, dated as
of January 1, 1989 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated January 26, 1989, filed February 10, 1989).
4.98 Conformed copy of Series 90 Supplemental Indenture, dated as
of January 1, 1989 to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated January 26, 1989, filed February 10, 1989).
4.99 (Reserved)
4.100 Conformed copy of Series 92 Supplemental Indenture, dated as
of April 1, 1989, to Indenture between the Registrant and
Sovran Bank, N.A., date February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated June 29, 1989, filed July 13, 1989).
4.101 (Reserved)
4.102 Conformed copy of Series 94 Supplemental Indenture, dated as
of June 1, 1990, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated June 29, 1989, filed July 12, 1990).
4.103 Conformed copy of Series 95 Supplemental Indenture, dated as
of January 1, 1991, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated January 30, 1991, filed February 12, 1991).
4.104 Conformed copy of Series 96 Supplemental Indenture, dated as
of January 1, 1991, to Indenture between the Registrant and
Sovran Bank, N.A., dated February 1, 1985 (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199) dated January 30, 1991, filed February 12, 1991).
4.105 Conformed copy of Series 97 Supplemental Indenture, dated as
of April 30, 1991, to Indenture between the Registrant and
Sovran Bank, N.A., dated April 1, 1991, (incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199), filed May 9, 1991).
4.106 Form of Indenture between Registrant and NationsBank of
Virginia, N.A., as Trustee (Incorporated herein by reference
of Exhibit to Issuer's Post-Effective Amendment No. 1 to
Registration Statement on Form S-11 (No. 33-39357), filed June
3, 1993).
<PAGE>
4.107 Form of Indenture between Registrant and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by
reference to Exhibit to Issuer's Post-Effective Amendment No.
1 to Registration Statement on Form S-11 (No. 33-39357), filed
June 3, 1993).
4.108 Conformed Copy of Series 98 Supplemental Indenture between the
Registrant and NationsBank of Virginia, N.A., as Trustee,
dated as of September 1, 1993, to Indenture between the
Registrant and Sovran Bank, N.A., as Trustee, as Amended and
Restated as of July 1, 1987 (Incorporated herein by reference
to Exhibit to Current Report on Form 8-K (File No. 0-13199)
dated September 30, 1993, filed October 12, 1993).
4.109 Conformed Copy of Series 99 Supplemental Indenture between the
Registrant and NationsBank of Virginia, N.A., dated as of
October 1, 1993, to Indenture between the Registrant and
Sovran Bank, N.A., as Trustee, as Amended and Restated as of
July 1, 1987 (Incorporated herein by reference to Exhibit to
Current Report on Form 8-K (File No. 0-13199), filed November
12, 1993).
4.110 Conformed Copy of Series 98 Series Second Supplement to
Indenture, dated as of July 1, 1994, between the Registrant
and NationsBank of Virginia, N.A., as Trustee (Incorporated
herein by reference to Exhibit to Current Report on Form 8-K
(File No. 0-13199), dated June 1, 1994, filed April 19, 1995).
4.111 Conformed Copy of Series 98 Series Third Supplement to
Indenture, dated as of August 1, 1994, between Registrant and
NationsBank of Virginia, N.A., as Trustee (Incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199), dated June 1, 1994, filed April 19, 1995).
4.112 Conformed Copy of Series 99 Series Second Supplement to
Indenture, dated as of July 1, 1994, between Registrant and
NationsBank of Virginia, N.A., as Trustee (Incorporated herein
by reference to Exhibit to Current Report on Form 8-K (File
No. 0-13199), dated June 1, 1994, filed April 19, 1995).
21.1 Subsidiaries of the Registrant:
C. C. Holding Company was incorporated in Virginia on
March 29, 1988 to acquire and hold mortgage collateral subject
to the bond liability.
Brock Acceptance Corporation was incorporated in Delaware on
December 20, 1984 to acquire and hold mortgage collateral
subject to the bond liability.
27.1 Financial Data Schedule (electronic filing only)
99.1 Form of Guaranty Agreement with respect to Single-Family
(level payment) Mortgage-Backed Certificates between Servicer
and Government National Mortgage Association (Incorporated
herein by reference to Exhibit to Registration Statement No.
2-95839, filed February 13, 1985).
99.2 Form of Guaranty Agreement with respect to Graduated Payment
Mortgage-Backed Certificates between Servicer and Government
National Mortgage Association (Incorporated herein by
reference to Exhibit to Registration Statement No. 2-95839,
filed February 13, 1985).
<PAGE>
99.3 Form of Mortgage Participation Certificate Agreement Series
700 (March, 1983) (Incorporated herein by reference to Exhibit
to Registration Statement No. 2-95839, filed February 13,
1985).
99.4 Federal National Mortgage Association Trust Indenture
(Incorporated herein by reference to Exhibit to Registration
Statement No. 2-95839, filed February 13, 1985).
99.5 Form of Funding Agreement (Incorporated herein by reference to
Exhibit to Amendment No. 1 to Registration Statement No. 2-
95839, filed March 13, 1985) and Funding Note (Incorporated
herein by reference to Exhibit to Report on Form 10-Q) (File
No. 0-13199) for period ended June 30, 1985, filed August 12,
1985).
99.6 Form of Servicing Agreement and Standard Provisions
(Incorporated herein by reference to Exhibit to Report on Form
10-Q (File No. 0-13199) for period ended June 30, 1985, filed
August 12, 1985).
99.7 Form of Master Servicing Agreement (Incorporated herein by
reference to Exhibit to Registrant's Registration Statement
No. 33-18860, filed December 3, 1987).
99.8 Form of Standard Terms to Master Servicing Agreement
(Incorporated herein by reference to Exhibit to Registrant's
Registration Statement No. 33-18860, filed December 3, 1987).
99.9 Form of Performance Bond (Incorporated herein by reference to
Exhibit to Report on Form 10-Q (File No. 0-13199) for period
ended June 30, 1985, filed August 12, 1985).
99.10 Form of Prospectus Supplement for Current Interest Bonds
(Incorporated herein by reference to Exhibit to Registration
Statement No. 33-2757, filed January 16, 1986).
99.11 Form of Prospectus Supplement for Capital Appreciation Bonds
(Incorporated herein by reference to Exhibit to Registration
Statement No. 33-2757, filed January 16, 1986).
99.12 Form of Primary Mortgage Insurance Policy (Incorporated herein
by reference to Exhibit to Registration Statement No. 2-95839,
filed February 13, 1985).
99.13 Form of Full Coverage Insurance Policy (Incorporated herein by
reference to Exhibit to Registration Statement No. 2-95839,
filed February 13, 1985).
99.14 Form of FHA Mortgage Insurance Certificate (Incorporated
herein by reference to Exhibit to Registration Statement No.
2-95839, filed February 13, 1985).
99.15 Form of VA Loan Guaranty (Incorporated herein by reference to
Exhibit to Registration Statement No. 2-95839, filed February
13, 1985).
99.16 Form of Pool Insurance Policy (Incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for period ended June 30, 1985, filed August 12, 1985).
99.17 Form of Standard Hazard Insurance Policy (Incorporated herein
by reference to Exhibit to Registration Statement No. 2-95839,
filed February 13, 1985).
<PAGE>
99.18 Form of Special Hazard Insurance Policy (Incorporated herein
by reference to Exhibit to Registrant's Report on Form 10-Q
(File No. 0-13199) for period ended June 30, 1986, filed
August 12, 1986).
99.19 Form of Mortgagor Bankruptcy Bond (Incorporated herein by
reference to Exhibit to Report on Form 10-Q (File No. 0-13199)
for period ended June 30, 1985, filed August 12, 1985).
99.20 Form of Surety Bond (Incorporated herein by reference to
Exhibit to Registration Statement No. 33-2757, filed January
16, 1986).
99.21 Form of Escrow Agreement for Incomplete Mortgage Loan Files
(Incorporated herein by reference to Exhibit to Registration
Statement No. 33-1919, filed September 30, 1986).
99.22 Form of Escrow Agreement for Missing Mortgage Certificates
(Incorporated herein by reference to Exhibit to Registration
Statement No. 33-1919, filed September 30, 1986).
99.23 First Supplement to Standard Provisions to Servicing Agreement
(Incorporated herein by reference to Exhibit to Report on Form
10-Q (File No. 0-13199) for period ended September 30, 1985,
filed November 12, 1985).
99.24 Second Supplement to Standard Provisions to Servicing
Agreement (Incorporated herein by reference to Exhibit to
Registration Statement No. 33-2757, filed January 16, 1986).
99.25 Standard Provisions to Servicing Agreement, January, 1986
Edition (Incorporated herein by reference to Exhibit to
Registrant's Annual Report on Form 10-K (File No. 0-13199) for
the period ended December 31, 1985, filed March 31, 1986).
99.26 First Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated February 1, 1986
(Incorporated herein by reference to Exhibit to Registrant's
Annual Report on Form 10-K (File No. 0-13199) for the period
ended December 31, 1985, filed March 31, 1986).
99.27 Form of Prospectus Supplement for sale of single class Bonds
with Redemption Fund (Incorporated herein by reference to
Exhibit to Registration Statement No. 33-4691, filed April 9,
1986).
99.28 Second Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated April 1, 1986
(Incorporated herein by reference to Exhibit to Registrant's
Report on Form 10-Q (File No. 0-13199) for period ended March
31, 1986, filed May 15, 1986).
99.29 Third Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated June 1, 1986
(Incorporated herein by reference to Exhibit to Registrant's
Report on Form 10-Q (File No. 0-13199) for the period ended
June 30, 1986, filed August 12, 1986).
99.30 Fourth Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated September 1, 1986
(Incorporated herein by reference to Exhibit to Registration
Statement No. 33-9191, filed September 30, 1986).
<PAGE>
99.31 Fifth Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated February 1, 1987
(Incorporated herein by reference to Exhibit to Registrant's
Registration Statement No. 33-18098, filed October 23, 1987).
99.32 Sixth Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated March 1, 1987
(Incorporated herein by reference to Exhibit to Registrant's
Registration Statement No. 33-18098, filed October 23, 1987).
99.33 Seventh Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated July 1, 1987
(Incorporated herein by reference to Exhibit to Registrant's
Registration Statement No. 33-18098, filed October 23, 1987).
99.34 Eighth Supplement to Standard Provisions to Servicing
Agreement, January 1986 Edition, dated September 1, 1987
(Incorporated herein by reference to Exhibit to Registrant's
Registration Statement No. 33-18098, filed October 23, 1987).
99.35 First Supplement to Standard Terms to Master Servicing
Agreement, dated October 1, 1987 (Incorporated herein by
reference to Exhibit to Registrant's Registration Statement
No. 33-18860, filed December 3, 1987).
99.36 Selected Provisions of the RAC Mortgage Investment Corporation
Seller/Servicer Guide (Incorporated herein by reference to
Exhibit to Registrant's Report on Form 8-K (File No. 0-13199)
dated and filed July 6, 1988).
99.37 Form of Master Servicing Agreement among the Registrant, RAC
Mortgage Investment Corporation, and Ryland Mortgage Company
and Form of Standard Terms thereto (Incorporated herein by
reference to Exhibit to Registrant's Report on Form 8-K (File
No. 0-13199) dated and filed July 6, 1988).
99.38 Form of Primary Mortgage Insurance Policy issued by PMI
Mortgage Insurance Company (Incorporated herein by reference
to Exhibit to Registrant's Registration Statement No. 33-
39357, filed March 1, 1991).
99.39 Form of Primary Mortgage Insurance Company Policy issued by
General Electric Mortgage Insurance Company (Incorporated
herein by reference to Exhibit to Registrant's Registration
Statement No. 33-39357, filed March 1, 1991).
99.40 Form of Primary Mortgage Insurance Policy issued by United
Guaranty Residential Insurance Company (Incorporated herein by
reference to Exhibit to Registrant's Registration Statement
No. 33-39357, filed March 1, 1991).
99.41 Form of Pool Insurance Policy issued by PMI Mortgage Insurance
Company (Incorporated herein by reference to Exhibit to
Registrant's Registration Statement No. 33-39357, filed March
1, 1991).
99.42 Form of Pool Insurance Policy issued by General Electric
Mortgage Insurance Company (Incorporated herein by reference
to Exhibit to Registrant's Registration Statement No. 33-
39357, filed March 1, 1991).
99.43 Form of Pool Insurance Policy issued by United Guaranty
Residential Insurance Company (Incorporated herein by
reference to Exhibit to Registrant's Registration Statement
No. 33-39357, filed March 1, 1991).
<PAGE>
99.44 Standard Provisions to Servicing Agreement (February 1989
Edition) (Incorporated herein by reference to Exhibit to
Ryland Mortgage Securities Corporation's Registration
Statement on Form S-11 (No. 33-27345).
99.45 Standard Provisions of the Saxon Mortgage Funding Corporation
Seller/Servicer Guide (December 1992 Edition) (Incorporated
herein by reference to Exhibit to Saxon Mortgage Securities
Corporation's Registration Statement on Form S-11 (No. 33-
57204).
(b) Reports on Form 8-K:
None
<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, thereunto duly authorized.
RYLAND ACCEPTANCE CORPORATION FOUR
By: /s/ Michael C. Brown
-------------------------------------
Michael C. Brown, Director
(Authorized Officer of Registrant)
/s/ Patricia S. Gloth
--------------------------------------
Patricia S. Gloth
Vice President, Financial Operations
(Principal Accounting Officer)
Dated: November 14, 1996
<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, thereunto duly authorized.
RYLAND ACCEPTANCE CORPORATION FOUR
By: /s/ Michael C. Brown
-------------------------------------
Michael C. Brown, Director
(Authorized Officer of Registrant)
/s/ Patricia S. Gloth
--------------------------------------
Patricia S. Gloth
Vice President, Financial Operations
(Principal Accounting Officer)
Dated: November 14, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE RYLAND
ACCEPTANCE CORPORATION FOUR FORM 10-Q FOR THE PERIOD ENDED 09/30/96 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 286
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
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<PP&E> 0
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<TOTAL-ASSETS> 344388
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<BONDS> 331626
<COMMON> 10
0
0
<OTHER-SE> 1055
<TOTAL-LIABILITY-AND-EQUITY> 344388
<SALES> 0
<TOTAL-REVENUES> 27926
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 227
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<INTEREST-EXPENSE> 27699
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</TABLE>
