<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual Report Under Section 13 or 15(d) of the Securities Exchange Act of
1934
For the Fiscal Year Ended December 31, 1996
-----------------
[ ] 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
-------
RYLAND ACCEPTANCE CORPORATION FOUR
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Virginia 52-1402921
- --------------------------------- ----------------------------
(State or other jurisdiction (I.R.S. Employer
of 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) 715-7000
--------------
Securities registered pursuant to Section 12(b) of the Act: NONE
----
Securities registered pursuant to Section 12(g) of the Act: NONE
----
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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 * No .
----- ------
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. * .
------
Aggregate market value of voting stock held by non affiliates of the
registrant as of the latest practicable date, March 26, 1997: NONE
As of March 26, 1997, 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 J(1) (a)
and (b) of Form 10-K and is therefore furnishing the abbreviated narrative
disclosure specified in Paragraph (2) of General Instruction J.
<PAGE>
RYLAND ACCEPTANCE CORPORATION FOUR
FORM 10-K
INDEX
Page Number
- ------------------------------------------------------------------------------
PART I.
Item 1. Business 3-21
Item 2. Properties 21
Item 3. Legal Proceedings 21
Item 4. Submission of Matters to a Vote of Security Holders 21
PART II.
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters 21
Item 6. Selected Financial Data 21
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 22-24
Item 8. Financial Statements and Supplementary Data 25-39
Item 9. Changes In and Disagreements With Accountants
on Accounting and Financial Disclosure 40
PART III.
Item 10. Directors and Executive Officers of the Registrant 40
Item 11. Executive Compensation 40
Item 12. Security Ownership of Certain Beneficial Owners and
Management 40
Item 13. Certain Relationships and Related Transactions 40
PART IV.
Item 14. Exhibits, Financial Statement Schedules and
Reports on Form 8-K 40-55
SIGNATURES 56
SUPPLEMENTAL INFORMATION 57
INDEX OF EXHIBITS 58
<PAGE>
PART I
ITEM 1. BUSINESS:
Ryland Acceptance Corporation Four (the "Company") was incorporated in
Virginia on February 12, 1985 and is a wholly owned subsidiary of LPS Holdings
Corporation (LPS) and an indirect, wholly owned subsidiary of The Ryland
Group, Inc. (Ryland). Ryland is a diversified homebuilding and mortgage-
finance company.
The Company was formed solely for the purpose of facilitating the long-term
financing of mortgage loans. The Company issues collateralized mortgage-
backed bonds (the "bonds") in series and uses the net proceeds from the sale
of the bonds to: 1) purchase mortgage collateral from Ryland Mortgage Company
(RMC), a wholly owned subsidiary of Ryland, 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 Company has issued and recorded in the financial statements, 43 series of
bonds with an initial principal amount of $4.34 billion as of December 31,
1996. In 1988, certain classes within 27 of the original 43 series of bonds
with mortgage collateral of $516 million were sold to Resource Mortgage
Capital, Inc., formerly RAC Mortgage Investment Corporation, a publicly held
real estate investment trust. Also included in the sale were certain residual
cash flows of various bond series. The related mortgage collateral and bond
balances are not included in the financial statements as described below.
In addition, as of December 31, 1996, the Company has issued 56 series of
bonds with an original principal balance of $12.03 billion under a program
initiated during 1987 whereby the Company uses its shelf registration to issue
bonds on behalf of other companies. 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.
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>
On February 13, 1985, the Company filed an initial registration statement
under the Securities Act of 1933 with the Securities and Exchange Commission
(SEC), providing for the issuance of bonds in series. Registration statements
have been filed as follows:
<TABLE>
Aggregate Principal
Amount of Collateralized
Mortgage Bonds
Date of Registration (dollars in thousands)
------------------------ -----------------------------
<S> <C>
February 13, 1985 $ 500,000
October 2, 1985 500,000
January 31, 1986 500,000
April 9, 1986 1,000,000
August 25, 1986 500,000
October 9, 1986 500,000
November 19, 1986 1,000,000
January 30, 1987 1,500,000
June 29, 1987 1,000,000
October 25, 1987 1,000,000
December 3, 1987 1,000,000
April 29, 1988 1,000,000
June 16, 1988 1,000,000
July 27, 1988 1,000,000
October 18, 1988 2,000,000
January 9, 1989 2,000,000
March 11, 1991 1,000,000
------------
$17,000,000
============
</TABLE>
At December 31, 1996, the Company had $626.2 million of bonds remaining for
issuance under a registration statement filed with the Securities and Exchange
Commission. Bonds sold in private placements do not reduce the remaining
issuance shelf. Since inception, the amount of bonds issued in private
placements was $.9 million.
The bonds are secured by mortgage collateral which is comprised of GNMA
certificates guaranteed by the Government National Mortgage Association,
mortgage participation certificates issued by the Federal Home Loan Mortgage
Corporation, guaranteed mortgage pass-through certificates issued by the
Federal National Mortgage Association, other mortgage certificates issued by
private companies, mortgage loans secured by first mortgages or deeds of trust
and funds held by trustee (collectively, the "mortgage collateral"). The
mortgage collateral is pledged to The Bank of New York, (the "Trustee"), under
an Indenture. The mortgage loans constituting the mortgage collateral are
either insured by the Federal Housing Administration, partially insured by
private mortgage insurance or partially guaranteed by the U.S. Veterans
Administration. The bonds are not guaranteed or insured by Ryland, RMC, LPS
or any other affiliated entities.
Certain series of bonds are secured by mortgage collateral beneficially owned
by a finance company. Pursuant to a funding agreement, the finance company
pledges mortgage collateral and certain other collateral to the Company to
secure a note receivable in an amount equal to the collateral value, as
defined in the Indenture, of the pledged mortgage collateral and bearing
interest generally at the weighted average interest rate of the applicable
bond series. The Company assigns each funding agreement to the Trustee as
security for the applicable bond series.
<PAGE>
Each series of bonds is secured by mortgage collateral with an aggregate
collateral value of not less than the outstanding principal amount of the
bonds of that series. Additionally, the bonds of a series may be further
secured by one or more of the following: 1) cash or letters of credit to fund
a special reserve fund for certain series secured by mortgage loans;
2) mortgage pool insurance; 3) special hazard insurance; 4) mortgagor
bankruptcy insurance; 5) master servicing agreement; 6) servicing agreements;
7) cash to fund other accounts and reserves; and 8) additional mortgage
collateral.
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 December 31, 1996 and 1995, cash deposits of $.2 million were
maintained by RMC.
The Company competes in a national market with other private conduits, thrift
institutions and financial firms. Economic conditions, interest rates,
prepayment speeds, regulatory changes and market dynamics all influence the
market for collateralized mortgage bonds.
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 1-A 11.625% $25,000 $0 05/01/93
Mortgage Bonds 1-B 12.625% 49,000 0 05/01/99
Series 1, Issued 1-C 12.625% 12,000 0 05/01/00
4/25/85: 1-D 12.625% 14,000 2,219 05/01/15
-----------------------
100,000 2,219
-----------------------
Collateralized 2-A 9.900% 33,000 0 04/01/94
Mortgage Bonds 2-B 11.000% 44,000 0 07/01/99
Series 2, Issued 2-C 11.200% 16,500 0 10/01/00
6/26/85: 2-D 11.600% 16,500 2,781 07/01/15
-----------------------
110,000 2,781
-----------------------
Collateralized 3-A 9.500% 26,000 0 03/01/94
Mortgage Bonds 3-B 10.800% 20,000 0 03/01/97
Series 3, Issued 3-C 11.600% 63,000 0 06/01/03
8/28/85: 3-D 11.650% 11,000 3,728 09/01/15
-----------------------
120,000 3,728
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 4-A 10.450% 37,500 0 02/01/96
Mortgage Bonds 4-B 11.400% 25,000 0 08/01/99
Series 4, Issued 4-C 11.400% 24,000 0 11/01/01
10/30/85: 4-D 11.400% 13,500 2,792 11/01/15
-----------------------
100,000 2,792
-----------------------
Collateralized 5-A 9.900% 19,500 0 11/01/93
Mortgage Bonds 5-B 10.700% 19,500 0 11/01/97
Series 5, Issued 5-C 11.250% 53,500 0 11/01/03
10/30/85: 5-D 11.200% 11,500 1,474 11/01/15
-----------------------
104,000 1,474
-----------------------
Collateralized 6-A 9.500% 47,600 0 10/01/96
Mortgage Bonds 6-B 10.600% 30,700 0 01/01/00
Series 6, Issued 6-C 10.750% 28,100 0 07/01/02
12/19/85: 6-D 10.750% 15,900 4,224 01/01/16
-----------------------
122,300 4,224
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 7-A 9.800% 44,900 0 01/01/97
Mortgage Bonds 7-B 10.550% 30,800 0 07/01/00
Series 7, Issued 7-C 10.700% 31,900 0 01/01/03
12/19/85: 7-D 10.750% 16,400 4,132 01/01/16
-----------------------
124,000 4,132
-----------------------
Collateralized 8-A 9.350% 46,600 0 09/01/96
Mortgage Bonds 8-B 9.950% 30,900 0 03/01/00
Series 8, Issued 8-C 10.150% 26,400 0 12/01/02
2/27/86: 8-D 10.150% 15,600 4,773 03/01/16
-----------------------
119,500 4,773
-----------------------
Collateralized 9-A 9.250% 61,000 0 03/01/04
Mortgage Bonds 9-B 9.950% 30,000 0 03/01/07
Series 9, Issued 9-C 9.950% 6,000 0 03/01/12
2/27/86: 9-D 10.000% 3,000 161 03/01/16
-----------------------
100,000 161
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 10-A 8.950% $10,300 $0 03/01/94
Mortgage Bonds 10-B 9.350% 13,200 0 06/01/99
Series 10, Issued 10-C 9.850% 28,400 0 09/01/05
2/27/86: 10-D 10.000% 6,100 4,054 03/01/16
-----------------------
58,000 4,054
-----------------------
Collateralized 11-A 8.550% 42,000 0 02/01/96
Mortgage Bonds 11-B 8.800% 36,000 0 02/01/00
Series 11, Issued 11-C 8.900% 15,000 0 05/01/01
4/29/86: 11-D 8.900% 20,000 0 02/01/14
11-E 8.900% 27,000 4,766 05/01/16
-----------------------
140,000 4,766
-----------------------
Collateralized 12-A 8.700% 37,600 0 08/01/03
Mortgage Bonds 12-B 8.800% 18,600 0 08/01/06
Series 12, Issued 12-C 9.200% 39,000 0 02/01/11
4/29/86: 12-D 9.350% 4,800 0 05/01/16
-----------------------
100,000 0
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 13-A 8.250% 19,950 0 08/01/93
Mortgage Bonds 13-B 8.450% 21,000 0 02/01/98
Series 13, Issued 13-C 8.600% 8,050 0 05/01/99
4/29/86: 13-D 8.550% 21,000 4,672 05/01/16
-----------------------
70,000 4,672
-----------------------
Collateralized 14-A 8.550% 56,150 0 03/01/05
Mortgage Bonds 14-B 9.400% 26,730 0 12/01/10
Series 14, Issued 14-C 9.400% 12,220 0 12/01/12
5/29/86: 14-D 9.000% 33,400 6,206 06/01/16
-----------------------
128,500 6,206
-----------------------
Collateralized 15-A 8.650% 23,450 0 06/01/04
Mortgage Bonds 15-B 8.950% 18,850 0 06/01/09
Series 15, Issued 15-C 9.000% 32,100 0 12/01/13
5/29/86: 15-D 9.000% 25,600 7,179 06/01/16
-----------------------
100,000 7,179
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 16-A 9.350% 41,550 0 07/01/05
Mortgage Bonds 16-B 9.750% 21,450 0 10/01/10
Series 16, Issued 16-C 9.750% 10,500 0 10/01/12
6/26/86: 16-D 9.750% 31,000 6,999 07/01/16
-----------------------
104,500 6,999
-----------------------
Collateralized 17-A 9.000% 35,125 0 01/01/98
Mortgage Bonds 17-B 9.000% 26,550 0 04/01/02
Series 17, Issued 17-C 9.000% 15,400 0 01/01/04
6/26/86: 17-D 9.000% 15,425 5,567 07/01/16
-----------------------
92,500 5,567
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 18-A 8.900% $78,100 $0 02/01/02
Mortgage Bonds 18-B 9.700% 42,425 0 11/01/06
Series 18, Issued 18-C 9.700% 20,925 0 11/01/08
7/31/86: 18-D 9.700% 6,550 0 08/01/14
18-E 9.375% 32,000 9,230 08/01/16
-----------------------
180,000 9,230
-----------------------
Collateralized 19-A 8.500% 59,920 0 09/01/01
Mortgage Bonds 19-B 9.600% 35,525 0 12/01/05
Series 19, Issued 19-C 9.700% 19,255 0 09/01/07
8/28/86: 19-D 9.375% 18,000 0 03/01/09
19-E 9.700% 8,500 7,654 09/01/16
-----------------------
141,200 7,654
-----------------------
Collateralized 20-A 7.700% 17,775 0 10/01/96
Mortgage Bonds 20-B 8.500% 17,660 0 07/01/01
Series 20, Issued 20-C 9.000% 38,600 0 01/01/08
9/25/86: 20-D 9.000% 7,965 18,231 10/01/16
-----------------------
82,000 18,231
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 21-A 7.900% 41,500 0 10/01/99
Mortgage Bonds 21-B 9.450% 88,500 0 04/01/10
Series 21, Issued 21-C 9.125% 36,250 0 10/01/12
9/25/86: 21-D 9.450% 4,750 9,919 10/01/16
-----------------------
171,000 9,919
-----------------------
Collateralized 22-A 7.850% 30,300 0 04/01/02
Mortgage Bonds 22-B 8.550% 24,300 0 01/01/07
Series 22, Issued 22-C 9.450% 40,600 0 07/01/11
9/25/86: 22-D 9.450% 4,800 7,860 10/01/16
-----------------------
100,000 7,860
-----------------------
Collateralized 23-A * 47,000 0 11/01/00
Mortgage Bonds 23-B 9.375% 88,500 0 08/01/10
Series 23, Issued 23-C 9.200% 42,500 0 05/01/13
10/30/86: 23-D 9.500% 5,000 10,014 11/01/16
-----------------------
183,000 10,014
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized
Mortgage Bonds 24-A 7.950% 110,900 0 02/01/02
Series 24, Issued 24-B 8.950% 80,800 25,410 08/01/06
10/29/86: 24-C 9.000% 8,300 20,212 11/01/09
-----------------------
200,000 45,622
-----------------------
Collateralized 25-A 8.200% 19,235 0 11/01/06
Mortgage Bonds 25-B 9.125% 11,165 0 11/01/10
Series 25, Issued 25-C 9.125% 18,830 0 02/01/15
10/29/86: 25-D 9.125% 770 0 11/01/16
-----------------------
50,000 0
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized
Mortgage Bonds 26-A 7.900% 40,000 0 12/01/01
Series 26, Issued 26-B 9.000% 34,000 0 03/01/07
11/26/86: 26-C 9.000% 9,500 18,542 12/01/16
-----------------------
83,500 18,542
-----------------------
Collateralized 27-A 7.300% 15,400 0 12/01/93
Mortgage Bonds 27-B * 37,350 0 09/01/01
Series 27, Issued 27-C 9.300% 70,600 0 12/01/10
11/26/86: 27-D 9.250% 40,100 352 12/01/13
27-E 9.450% 3,550 9,034 12/01/16
-----------------------
167,000 9,386
-----------------------
Collateralized
Mortgage Bonds
Series 28, Issued 28-A-1 11.500% 86,000 6,325 12/25/16
12/18/86: 28-B-2 7.250% 117,000 8,604 12/25/16
-----------------------
203,000 14,929
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 29-A 7.100% 18,300 0 05/01/97
Mortgage Bonds 29-B 7.800% 16,200 0 11/01/01
Series 29, Issued 29-C 8.500% 37,450 1,471 08/01/08
1/29/87: 29-D 8.600% 8,050 18,454 02/01/17
-----------------------
80,000 19,925
-----------------------
Collateralized 30-A 7.700% 26,670 0 02/01/00
Mortgage Bonds 30-B 8.450% 25,400 0 08/01/07
Series 30, Issued 30-C 9.100% 35,330 0 11/01/13
2/12/87: 30-D 8.875% 17,600 3,117 11/01/15
30-E 9.100% 1,000 2,404 02/01/17
-----------------------
106,000 5,521
-----------------------
Collateralized 31-A 7.700% 23,150 0 08/01/10
Mortgage Bonds 31-B 8.500% 10,330 0 08/01/13
Series 31, Issued 31-C 8.850% 4,970 0 11/01/14
1/29/87: 31-D 8.625% 13,550 3,360 02/01/18
-----------------------
52,000 3,360
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized
Mortgage Bonds 32-A 7.500% 140,400 0 08/01/12
Series 32, Issued 32-B 8.600% 48,500 16,747 05/01/16
1/28/87: 32-C 8.800% 11,100 11,100 02/01/17
-----------------------
200,000 27,847
-----------------------
Collateralized 33-A * 197,200 0 06/20/18
Mortgage Bonds 33-B 6.000% 95,200 0 06/20/12
Series 33, Issued 33-C 6.000% 37,600 0 03/20/15
2/26/87: 33-D 6.000% 19,400 0 03/20/16
33-E 6.000% 50,600 0 06/20/18
-----------------------
400,000 0
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 34-A 7.750% 34,500 0 08/25/00
Mortgage Bonds 34-B 8.600% 69,500 0 02/25/11
Series 34, Issued 34-C 8.625% 27,250 0 05/25/13
2/26/87: 34-D 8.850% 2,000 4,546 02/25/15
34-E 8.850% 2,250 5,283 02/25/17
-----------------------
135,500 9,829
-----------------------
Collateralized 35-A 7.550% 16,750 0 04/01/05
Mortgage Bonds 35-B 8.050% 14,160 0 07/01/10
Series 35, Issued 35-C 8.600% 21,960 0 01/01/15
3/26/87: 35-D 8.500% 16,130 9,982 04/01/17
-----------------------
69,000 9,982
-----------------------
Collateralized 36-A 7.650% 25,075 0 07/25/99
Mortgage Bonds 36-B 8.200% 22,150 0 10/25/04
Series 36, Issued 36-C 8.750% 37,165 0 10/25/10
4/30/87: 36-D 8.750% 5,610 7,206 04/25/17
-----------------------
90,000 7,206
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 37-A 7.600% 73,575 0 02/01/07
Mortgage Bonds 37-B 8.350% 62,580 10,540 12/01/12
Series 37, Issued 37-C 9.000% 5,000 11,896 12/01/16
3/30/87: 37-D 8.625% 9,000 9,000 04/01/17
-----------------------
150,155 31,436
-----------------------
Collateralized 38-A 7.600% 90,010 0 10/20/11
Mortgage Bonds 38-B 8.250% 6,080 0 04/20/12
Series 38, Issued 38-C 8.550% 24,140 0 04/20/14
4/30/87: 38-D 8.600% 4,770 0 07/20/18
-----------------------
125,000 0
-----------------------
Collateralized
Mortgage Bonds
Series 39, Issued 39-A * 108,750 0 02/20/17
5/28/87: 39-B 8.400% 16,250 0 08/20/18
-----------------------
125,000 0
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 40-A-1 8.600% 80,000 0 04/01/09
Mortgage Bonds 40-A-2 20.150% 2,500 0 06/01/17
Series 40, Issued 40-B 8.950% 13,500 0 08/01/10
5/28/87: 40-C 8.950% 34,500 0 04/01/13
40-D 9.000% 15,000 6,003 03/01/14
40-E 8.950% 4,500 10,498 06/01/17
-----------------------
150,000 16,501
-----------------------
Collateralized
Mortgage Bonds
Series 41, Issued
5/21/87: 41-A 9.500% 56,500 6,168 05/25/17
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 42-A 8.750% 56,290 0 03/01/10
Mortgage Bonds 42-B 9.400% 7,695 0 03/01/11
Series 42, Issued 42-C 9.400% 26,120 0 03/01/14
5/28/87: 42-D 9.400% 2,500 2,462 03/01/17
42-E 9.400% 7,440 7,440 09/01/17
-----------------------
100,045 9,902
-----------------------
Collateralized 43-A 9.100% 13,840 0 07/01/04
Mortgage Bonds 43-B 9.250% 26,000 0 04/01/13
Series 43, Issued 43-C 9.250% 17,560 13,565 07/01/16
6/25/87: 43-D 9.250% 600 1,398 07/01/18
-----------------------
58,000 14,963
-----------------------
Collateralized
Mortgage Bonds 44-A 9.350% 11,200 0 08/25/03
Series 44, Issued 44-B 9.375% 17,800 0 02/25/13
6/25/87: 44-C 9.375% 1,000 2,054 06/25/17
-----------------------
30,000 2,054
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 45-A 9.000% 13,100 0 08/01/00
Mortgage Bonds 45-B 9.375% 21,400 0 11/01/09
Series 45, Issued 45-C 9.375% 15,000 1,454 08/01/13
7/28/87: 45-D 9.375% 1,500 3,535 08/01/17
-----------------------
51,000 4,989
-----------------------
Collateralized 46-A-1 8.850% 71,247 0 10/01/03
Mortgage Bonds 46-A-2 ** 965 0 08/01/17
Series 46, Issued 46-B 9.500% 58,953 0 07/01/08
7/30/87: 46-C 9.800% 5,830 0 11/01/08
46-D 9.800% 13,005 0 08/01/17
-----------------------
150,000 0
-----------------------
Collateralized
Mortgage Bonds 47-A 9.050% 22,385 0 02/20/03
Series 47, Issued 47-B 9.100% 25,115 0 02/20/12
7/30/87: 47-C 9.100% 2,500 4,574 05/20/18
-----------------------
50,000 4,574
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 48-A * 70,470 0 07/25/94
Mortgage Bonds 48-B * 67,400 0 04/25/98
Series 48, Issued 48-C * 208,120 0 10/25/04
7/30/87: 48-D 9.850% 59,180 0 07/25/17
-----------------------
405,170 0
-----------------------
Collateralized 49-A 8.800% 9,600 0 09/01/07
Mortgage Bonds 49-B 9.125% 7,450 0 06/01/11
Series 49, Issued 49-C 9.125% 25,800 2,232 03/01/17
8/27/87: 49-D 9.125% 650 1,498 09/01/18
-----------------------
43,500 3,730
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 50-A 6.000% 39,700 0 02/01/04
Mortgage Bonds 50-B * 94,200 0 10/01/08
Series 50, Issued 50-C ** 100 0 10/01/17
9/30/87: 50-D 6.000% 15,000 0 09/01/06
50-E 6.000% 15,000 0 10/01/08
50-F 9.500% 20,000 0 07/01/09
50-G 9.450% 16,000 34,748 10/01/17
-----------------------
200,000 34,748
-----------------------
Collateralized 51-A 9.250% 12,900 0 04/01/04
Mortgage Bonds 51-B 9.250% 13,300 0 04/01/10
Series 51, Issued 51-C 9.250% 19,700 0 04/01/15
9/29/87: 51-D 9.250% 24,100 14,773 10/01/18
-----------------------
70,000 14,773
-----------------------
Collateralized
Mortgage Bonds
Series 52, Issued
9/29/87: 52-A 9.625% 97,250 2,901 09/25/17
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 53-A 10.000% 28,350 0 07/25/06
Mortgage Bonds 53-B 10.000% 12,200 0 07/25/09
Series 53, Issued 53-C 10.000% 8,450 0 04/25/11
10/25/87: 53-D 10.000% 18,000 0 04/25/13
53-E 10.000% 3,000 4,651 10/25/18
-----------------------
70,000 4,651
-----------------------
Collateralized
Mortgage Bonds 54-A 9.850% 24,100 4,182 02/01/19
Series 54, Issued 54-B 9.850% 23,315 0 11/01/03
10/29/87: 54-C 9.850% 10,935 12,635 02/01/19
-----------------------
58,350 16,817
-----------------------
Collateralized 55-A 9.300% 13,800 0 10/01/01
Mortgage Bonds 55-B 9.500% 11,000 0 07/01/06
Series 55, Issued 55-C 9.500% 18,000 0 04/01/11
12/22/87: 55-D 9.500% 15,000 12,138 07/01/13
55-E 9.500% 2,200 5,003 01/01/18
-----------------------
60,000 17,141
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 56-A 9.500% 27,900 0 12/25/02
Mortgage Bonds 56-B 9.500% 12,600 0 06/25/06
Series 56, Issued 56-C 9.500% 10,650 0 09/25/08
12/22/87: 56-D 9.500% 5,000 0 06/25/09
56-E 9.500% 4,850 2,942 02/25/18
-----------------------
61,000 2,942
-----------------------
Collateralized
Mortgage Bonds
Series 57, Issued 57-A 8.125% 65,000 0 08/15/00
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 58-A * 140,000 0 10/20/16
Mortgage Bonds 58-B * 46,000 0 11/20/18
Series 58, Issued 58-C 0.000% 3,900 0 11/20/18
12/30/87: 58-D 9.500% 10,000 0 02/20/19
58-E ** 100 0 02/20/19
-----------------------
200,000 0
-----------------------
Collateralized 59-A 9.250% 47,300 0 07/25/09
Mortgage Bonds 59-B 10.000% 31,250 0 11/25/12
Series 59, Issued 59-C 9.500% 29,250 0 01/25/15
1/28/88: 59-D 10.550% 2,200 0 01/25/18
59-E ** 100 0 01/25/18
-----------------------
110,100 0
-----------------------
Collateralized
Mortgage Bonds 60-A 9.550% 57,630 0 04/25/99
Series 60, Issued 60-B 9.550% 15,090 0 11/25/00
12/29/87: 60-C 9.550% 29,690 5,593 12/25/03
-----------------------
102,410 5,593
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 61-A 8.900% 54,000 0 12/01/08
Mortgage Bonds 61-B 9.150% 42,000 4,576 06/01/09
Series 61, Issued 61-C 9.375% 4,000 3,724 09/01/09
02/25/88 61-D *** 200 16 09/01/09
-----------------------
100,200 8,316
-----------------------
Collateralized 62-A 8.850% 58,355 12,569 03/01/18
Mortgage Bonds 62-B 9.000% 31,365 0 07/01/09
Series 62, Issued 62-C 8.850% 6,000 0 12/01/09
02/25/88 62-D 7.500% 12,880 0 02/01/11
62-E 9.050% 32,000 0 11/01/12
62-F 8.000% 9,400 8,547 03/01/18
62-G *** 200 22 03/01/18
-----------------------
150,200 21,138
-----------------------
Collateralized 63-A 8.750% 28,800 0 04/01/05
Mortgage Bonds 63-B 8.750% 6,450 0 04/01/07
Series 63, Issued 63-C 8.750% 15,100 2,881 01/01/11
3/30/88: 63-D 8.750% 3,650 7,617 04/01/19
-----------------------
54,000 10,498
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 64-A 8.500% 51,750 0 08/01/04
Mortgage Bonds 64-B 9.000% 14,550 0 09/01/06
Series 64, Issued 64-C 9.000% 28,650 0 12/01/09
03/30/88 64-D 8.600% 10,050 14,798 04/01/18
64-E * 157,500 22,196 04/01/18
64-F 0.000% 37,500 5,285 04/01/18
64-G ** 300 42 04/01/18
-----------------------
300,300 42,321
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 65-A 8.300% 48,010 0 07/25/09
Mortgage Bonds 65-B 8.875% 85,333 0 11/25/12
Series 65, Issued 65-C 9.375% 66,667 0 01/25/15
03/29/88 65-R ** 200 0 01/25/18
-----------------------
200,210 0
-----------------------
Collateralized
Mortgage Bonds
Series 66, Issued
04/12/88: 66-A 8.550% 166,245 0 08/20/17
-----------------------
Collateralized 67-A 9.000% 52,740 0 01/20/04
Mortgage Bonds 67-B 9.000% 21,420 0 07/20/06
Series 67, Issued 67-C 9.000% 11,000 6,370 01/20/10
04/12/88: 67-D 9.000% 6,530 13,914 01/20/19
-----------------------
91,690 20,284
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 68-A 8.900% 44,350 0 01/27/88
Mortgage Bonds 68-B 9.000% 12,455 0 01/27/08
Series 68, Issued 68-C 9.000% 59,250 843 02/27/14
04/26/88: 68-D 9.000% 4,755 10,268 05/27/19
-----------------------
120,810 11,111
-----------------------
Collateralized
Mortgage Bonds 69-A 9.050% 93,000 0 02/01/18
Series 69, Issued 69-B 9.375% 7,000 0 06/01/18
05/26/88: 69-R ** 100 0 06/01/18
-----------------------
100,100 0
-----------------------
Collateralized 70-A 8.900% 42,000 0 05/01/05
Mortgage Bonds 70-B 8.900% 51,100 1,957 05/01/12
Series 70, Issued 70-C 8.900% 5,900 12,537 06/01/18
5/31/88: 70-D * 101,000 14,787 06/01/18
70-E 0.000% 26,000 3,806 06/01/18
70-R ** 200 29 06/01/18
-----------------------
226,200 33,116
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 71-A 9.250% 18,800 0 06/01/09
Mortgage Bonds 71-B 8.900% 23,700 0 06/01/18
Series 71, Issued 71-C 9.250% 8,000 1,240 06/01/18
5/26/88: 71-D * 50,850 4,381 02/01/13
71-E 0.000% 17,200 3,048 06/01/18
71-F 9.250% 14,500 14,500 06/01/18
71-G 9.250% 35,000 0 01/01/13
71-H 9.500% 6,750 7,808 06/01/18
71-R ** 200 36 06/01/18
-----------------------
175,000 31,013
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 72-A 8.900% 48,560 0 05/01/11
Mortgage Bonds 72-B 9.550% 16,755 0 05/01/14
Series 72, Issued 72-C 9.550% 28,390 0 06/01/15
6/29/88: 72-D 9.850% 13,850 11,132 12/01/16
72-E 9.900% 18,021 18,021 07/01/18
72-F 0.000% 10,360 0 07/01/18
72-G ** 49,230 0 07/01/18
72-R ** 15,000 0 07/01/18
-----------------------
200,166 29,153
-----------------------
Collateralized 73-A * 120,000 0 04/01/15
Mortgage Bonds 73-B 0.000% 24,200 0 07/01/18
Series 73, Issued 73-C * 42,000 0 07/01/18
6/30/88: 73-D 9.500% 18,000 0 07/01/18
73-R ** 200 0 07/01/18
-----------------------
204,400 0
-----------------------
Collateralized 74-A 7.500% 46,000 0 10/01/04
Mortgage Bonds 74-B 7.500% 21,100 0 11/01/07
Series 74, Issued 74-C * 157,000 5,225 08/01/13
6/30/88: 74-D 7.500% 63,750 4,340 08/01/13
74-E 9.500% 12,150 26,944 07/01/18
74-R ** 300 36 07/01/18
-----------------------
300,300 36,545
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 75-A 9.100% 91,920 0 01/01/11
Mortgage Bonds 75-B 9.450% 38,780 0 03/01/14
Series 75, Issued 75-C * 10,800 6,053 11/01/16
7/28/88: 75-D 8.000% 32,400 18,161 11/01/16
75-E 9.400% 35,295 35,295 08/01/18
75-F 8.000% 45,500 0 05/01/09
75-G 8.000% 34,205 0 08/01/10
75-H 9.500% 40,000 0 10/01/11
75-I 9.250% 21,200 0 08/01/18
75-R ** 300 51 08/01/18
-----------------------
350,400 59,560
-----------------------
Collateralized 76-A 9.000% 134,900 0 08/01/18
Mortgage Bonds 76-B 9.000% 103,300 31,175 08/01/18
Series 76, Issued 76-C 0.000% 25,000 0 08/01/18
7/28/88: 76-D * 36,800 0 08/01/18
76-R ** 300 31 08/01/18
-----------------------
300,300 31,206
-----------------------
Collateralized 77-A * 14,300 0 07/20/12
Mortgage Bonds 77-B 9.550% 23,400 0 07/20/18
Series 77, Issued 77-C 10.000% 14,500 0 11/20/14
7/28/88: 77-D 10.000% 1,150 0 07/20/18
77-E 0.000% 1,430 0 07/20/18
-----------------------
54,780 0
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 78-A 9.000% 100,560 0 07/01/17
Mortgage Bonds 78-B 9.550% 18,140 6,608 03/01/16
Series 78, Issued 78-C 9.850% 2,595 2,595 02/01/17
8/30/88: 78-D 9.000% 13,520 0 09/01/18
78-E * 8,420 0 09/01/18
78-F 10.000% 5,220 5,220 09/01/18
78-G 9.500% 1,545 0 09/01/18
78-R ** 100 0 09/01/18
-----------------------
150,100 14,423
-----------------------
Collateralized
Mortgage Bonds
Series 79, Issued 79-A 6.650% 71,175 30,695 07/01/11
7/28/88: 79-B 0.000% 25 11 07/01/11
-----------------------
71,200 30,706
-----------------------
Collateralized 80-A 9.400% 112,900 3,192 02/01/16
Mortgage Bonds 80-B 9.490% 38,600 0 08/01/14
Series 80, Issued 80-C 9.300% 24,000 0 05/01/15
9/29/88: 80-D 9.490% 40,200 40,200 10/01/18
80-E 9.490% 25,200 0 05/01/16
80-F 9.490% 4,500 0 10/01/18
80-R ** 4,600 0 10/01/18
-----------------------
250,000 43,392
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 81-A 9.000% 5,960 0 06/01/13
Mortgage Bonds 81-B 9.000% 31,680 5,396 01/01/15
Series 81, Issued 81-C 9.000% 7,510 7,510 02/01/17
8/25/88: 81-D 9.000% 20,450 0 02/01/17
-----------------------
65,600 12,906
-----------------------
Collateralized
Mortgage Bonds
Series 82, Issued
8/28/88: 82-A 10.250% 75,000 9,500 03/15/11
-----------------------
Collateralized 83-A 9.450% 69,750 0 04/01/09
Mortgage Bonds 83-B 9.450% 44,510 0 02/01/13
Series 83, Issued 83-C 9.450% 27,760 0 11/01/14
9/29/88: 83-D * 15,350 1,219 10/01/17
83-E 8.150% 45,490 3,614 10/01/17
83-F 9.400% 28,405 28,405 10/01/18
83-G 0.000% 40,500 0 10/01/15
83-H 9.000% 52,500 0 03/01/17
83-I 10.000% 26,200 0 10/01/17
83-J * 24,500 0 10/01/18
83-K 5.500% 25,035 0 10/01/18
83-R ** 400 33 10/01/18
-----------------------
400,400 33,271
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized
Mortgage Bonds
Series 84, Issued
9/29/88: 84-A 10.200% 73,215 2,425 06/25/18
-----------------------
Collateralized 85-A 9.000% 238,600 0 04/01/06
Mortgage Bonds 85-B 9.000% 37,600 0 07/01/07
Series 85, Issued 85-C 9.150% 143,800 0 04/01/11
10/14/88: 85-D 9.250% 50,000 16,287 04/01/12
85-E 9.150% 30,000 62,678 11/01/18
85-R ** 500 79 11/01/18
-----------------------
500,500 79,044
-----------------------
Collateralized 86-A 8.750% 207,700 0 04/01/11
Mortgage Bonds 86-B 9.000% 34,500 0 09/01/12
Series 86, Issued 86-C 9.000% 79,000 0 10/01/15
12/29/88: 86-D 9.900% 20,000 0 10/01/15
86-E 9.500% 32,000 0 07/01/16
86-F 8.750% 126,800 84,533 04/01/19
86-R ** 200 34 04/01/19
-----------------------
500,200 84,567
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 87-A 8.500% 58,974 0 07/01/14
Mortgage Bonds 87-B 8.000% 15,885 0 06/20/16
Series 87, Issued 87-C 8.000% 21,047 0 06/20/18
12/28/88: 87-D 8.000% 25,168 12,282 04/20/20
87-E * 28,826 3,347 04/20/20
87-R ** 100 11 04/20/20
-----------------------
150,000 15,640
-----------------------
Collateralized 88-A 8.000% 78,060 0 06/01/07
Mortgage Bonds 88-B 8.000% 42,675 0 09/01/11
Series 88, Issued 88-C 8.000% 44,550 20,847 12/01/14
12/22/88: 88-D 8.000% 79,000 79,000 01/01/19
88-E 7.950% 43,200 60,347 01/01/19
88-F 7.750% 35,180 0 09/01/15
88-G 8.000% 10,000 0 02/01/16
88-H 8.000% 8,000 0 05/01/16
88-I 8.000% 12,000 0 11/01/16
88-J 7.950% 7,335 0 01/01/19
88-R ** 300 0 01/01/19
-----------------------
360,300 160,194
-----------------------
Collateralized 89-A 8.875% 70,700 0 11/01/06
Mortgage Bonds 89-B 8.875% 39,000 0 11/01/10
Series 89, Issued 89-C 8.875% 25,400 5,846 11/01/12
01/31/89: 89-D 8.875% 78,500 78,500 08/01/17
89-E 8.875% 39,800 39,800 02/01/19
89-F ** 108,655 0 08/01/16
89-G 8.875% 111,575 0 02/01/19
-----------------------
473,630 124,146
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 90-A 10.000% 8,500 0 10/20/14
Mortgage Bonds 90-B 10.000% 12,500 0 01/20/19
Series 90, Issued 90-C 10.000% 7,500 1,631 01/20/19
01/26/89: 90-D 10.000% 21,500 0 01/20/19
-----------------------
50,000 1,631
-----------------------
Collateralized 91-A 9.950% 29,700 0 03/01/19
Mortgage Bonds 91-B 9.950% 77,760 0 03/01/19
Series 91, Issued 91-C 9.950% 41,240 0 03/01/19
02/28/89: 91-D 9.950% 37,500 0 03/01/19
91-E 9.950% 30,000 0 03/01/19
91-F 9.950% 156,000 0 11/01/11
91-G 9.950% 7,600 0 02/01/12
91-H 9.950% 20,200 0 03/01/19
91-R *** 100 0 03/01/19
-----------------------
400,100 0
-----------------------
Collateralized 92-A 8.960% 44,960 0 05/01/19
Mortgage Bonds 92-B 8.960% 22,000 0 05/01/19
Series 92, Issued 92-C 8.960% 16,200 0 05/01/19
04/27/89: 92-D 8.960% 15,500 16,548 05/01/19
92-E 8.960% 36,720 0 05/01/19
92-F 8.960% 8,000 0 05/01/19
92-G 8.960% 56,970 56,481 05/01/19
92-H 8.960% 9,040 0 05/01/19
92-I 8.960% 18,000 0 05/01/19
92-J 10.000% 30,000 0 05/01/19
92-K 10.000% 25,240 0 05/01/19
92-L 8.960% 11,070 0 05/01/19
92-M 0.000% 6,500 0 05/01/19
92-R *** 50 0 05/01/19
-----------------------
300,250 73,029
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 93-A 9.500% 35,170 0 07/18/20
Mortgage Bonds 93-B 9.500% 33,500 0 07/18/20
Series 93, Issued 93-C 9.500% 29,600 0 07/18/20
06/29/89: 93-D 9.500% 16,420 0 07/18/20
93-E 9.500% 38,000 0 07/18/20
93-F 9.500% 30,000 0 07/18/20
93-G 9.500% 12,090 0 07/18/20
93-H 9.500% 53,000 0 07/18/20
93-I 9.500% 30,000 0 07/18/20
93-J 9.500% 10,000 0 07/18/20
93-K 9.500% 12,170 0 07/18/20
93-R *** 75 0 07/18/20
-----------------------
300,025 0
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 94-A 9.500% 45,395 0 05/22/10
Mortgage Bonds 94-B 9.500% 70,000 0 06/22/13
Series 94, Issued 94-C 9.500% 21,000 0 06/22/13
06/29/90: 94-D 9.500% 37,642 0 06/22/15
94-E 9.850% 12,000 0 11/22/17
94-F 9.400% 42,000 0 11/22/17
94-G 9.500% 7,434 0 06/22/93
94-H 9.500% 6,159 0 06/22/95
94-I 9.500% 22,495 0 06/22/00
94-J 9.500% 20,843 569 09/22/03
94-K ** 160 22 06/22/20
94-R 9.500% 6,930 10 06/22/20
94-Z 9.500% 22,942 42,437 06/22/20
-----------------------
315,000 43,038
-----------------------
<S> <C> <C> <C> <C> <C>
Collateralized 95-A 8.500% 145,927 0 02/20/10
Mortgage Bonds 95-B ** 73 0 02/20/10
Series 95, Issued 95-C 9.000% 20,550 0 12/20/10
01/30/91: 95-D 9.000% 50,250 0 10/20/12
95-E 9.000% 14,650 0 01/20/96
95-G 9.000% 22,950 0 01/20/01
95-H 9.000% 19,630 0 01/20/04
95-J ** 291 42 01/20/21
95-R 9.000% 25,970 1 01/20/21
95-Z 9.970% 10 43,258 01/20/21
-----------------------
300,301 43,301
-----------------------
Collateralized 96-A 8.550% 287,100 0 06/20/14
Mortgage Bonds 96-B 9.100% 56,700 0 12/20/15
Series 96, Issued 96-C 9.100% 39,436 0 12/20/16
01/30/91: 96-D 9.300% 36,000 0 01/20/18
96-E 8.700% 18,000 0 01/20/18
96-F 9.100% 31,986 0 01/20/96
96-G 9.100% 56,657 0 07/20/01
96-H 9.100% 34,056 0 11/20/03
96-I ** 630 95 01/20/21
96-J ** 225 0 06/20/14
96-R 9.100% 55,800 0 01/20/21
96-Z 9.100% 14,040 94,509 01/20/21
-----------------------
630,630 94,604
-----------------------
</TABLE>
<PAGE>
<TABLE>
The following table provides information with respect to all series of bonds
issued by Ryland Acceptance Corporation Four (dollars in thousands):
Outstanding
Original Principal Stated
Series and Issue Principal Balance Maturity
Date Class Rate Amount @12/31/96 Date
- ---------------- ----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Collateralized 97-A 7.950% 25,110 0 08/20/02
Mortgage Bonds 97-B 7.950% 25,800 0 05/20/07
Series 97, Issued 97-C 8.250% 22,500 0 03/20/10
04/30/91: 97-D 8.500% 46,250 0 03/20/14
97-E 7.950% 38,676 0 08/20/16
97-F ** 113,558 0 04/20/21
97-G 7.950% 4,000 1,904 08/20/19
97-H 8.950% 60,000 28,558 08/20/19
97-I 8.500% 11,666 11,666 01/20/20
97-JA 8.750% 21,200 21,200 04/20/21
97-JB 8.500% 14,130 14,130 04/20/21
97-JC ** 3 3 04/20/21
97-K ** 340 39 04/20/21
97-L 8.500% 43,000 0 03/20/21
97-M 8.500% 4,375 0 04/20/21
97-MA ** 194 0 04/20/21
97-N 9.000% 17,158 0 04/20/21
97-O 9.000% 10,000 0 06/20/20
97-P 9.000% 5,682 0 11/20/19
97-Q 9.000% 11,123 0 02/20/20
97-S ** 15,835 0 04/20/21
97-SB ** 4,400 0 04/20/21
97-SC ** 5,000 0 04/20/21
97-T ** 500 78 04/20/21
-----------------------
500,500 77,578
-----------------------
Collateralized 98-A * 112,500 48,062 06/25/23
Mortgage Bonds -----------------------
Series 98, Issued
09/30/93:
<S> <C> <C> <C> <C> <C>
Collateralized 99-A * 225,000 19,802 10/25/23
Mortgage Bonds -----------------------
Series 99, Issued
10/29/93:
$16,374,732 $1,840,187
</TABLE>
<PAGE>
LEGEND:
* These bonds are variable interest rate bonds. These bonds will bear
interest at rates based upon the London Inter-bank Offered Rate, as specified
in each Series Supplement to the Indenture between the Company and The Bank of
New York, as Trustee, dated February 1, 1985, as heretofore supplemented,
amended and restated.
** These classes of bonds represent REMIC residual interests and other classes
for which varying interest rates, as described in each Series' Supplement,
apply.
*** These classes of bonds represent private placements of residual interests
which have no stated interest rate.
ITEM 2. PROPERTIES:
The Company has no physical properties.
ITEM 3. LEGAL PROCEEDINGS:
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
Information in response to this Item is omitted pursuant to General
Instruction J.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS:
All of the Company's outstanding common stock is owned by LPS.
Accordingly, there is no market for its common stock. The Company did
not pay any dividends to LPS with respect to its common stock in 1996
and 1995.
ITEM 6. SELECTED FINANCIAL DATA:
Information in response to this Item is omitted pursuant to General
Instruction J.
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS:
GENERAL
The consolidated financial statements and related notes should be read in
conjunction with the following review.
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, and 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
December 31, 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 December 31, 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. During the years ended December 31,
1996 and 1995, the Company did not issue any bonds.
The bonds were reduced during the year 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
year ended December 31, 1996, certain classes within each of 21 series
totaling $276.5 million were redeemed. During the year ended December 31,
1995, certain classes within each of 8 series totaling $58.1 million were
redeemed.
<PAGE>
RESULTS OF OPERATIONS
For the years ended December 31, 1996, 1995 and 1994, revenues consisted
primarily of interest on mortgage collateral subject to the bond indebtedness
and amortization of deferred items, and totalled $35,469, $44,557 and $58,142,
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 1994
------------------------------------------------
<S> <C> <C> <C>
Average net investment in
mortgage collateral $357,445 $468,072 $575,126
Average effective interest
rate 9.68% 9.40% 9.92%
</TABLE>
Expenses for the years ended December 31, 1996, 1995 and 1994 consisted
primarily of interest on the Company's outstanding bonds and amortization of
deferred costs, and totaled $35,469, $44,546 and $58,062, 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 1994
------------------------------------------------
<S> <C> <C> <C>
Average debt outstanding $370,658 $477,155 $610,622
Average cost of borrowings 9.41% 9.22% 9.35%
</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 December 31, 1996 and 1995, cash deposits of $.2 million 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>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA:
AUDITED CONSOLIDATED FINANCIAL STATEMENTS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996
Report of Independent Auditors 26
Consolidated Balance Sheets 27
Consolidated Statements of Earnings 28
Consolidated Statements of Stockholder's Equity 29
Consolidated Statements of Cash Flows 30
Notes to Consolidated Financial Statements 31
<PAGE>
REPORT OF INDEPENDENT AUDITORS
Board of Directors
Ryland Acceptance Corporation Four
We have audited the accompanying consolidated balance sheets of Ryland
Acceptance Corporation Four (a wholly owned subsidiary of LPS Holdings
Corporation) and subsidiaries as of December 31, 1996 and 1995, and the
related consolidated statements of earnings, stockholder's equity, and cash
flows for each of the three years in the period ended December 31, 1996.
These financial statements are the responsibility of the company's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Ryland
Acceptance Corporation Four and subsidiaries at December 31, 1996 and 1995,
and the consolidated results of their operations and their cash flows for each
of the three years in the period ended December 31, 1996, in conformity with
generally accepted accounting principles.
/s/ Ernst & Young LLP
---------------------
January 31, 1997
<PAGE>
<TABLE>
CONSOLIDATED BALANCE SHEETS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31 (dollars in thousands)
ASSETS 1996 1995
----------------------------------
<S> <C> <C>
Collateral for bonds payable:
Mortgage-backed securities
held-to-maturity, less discounts
of $1,356 and $1,263 $ 90,886 $ 110,007
Mortgage-backed securities
available-for-sale 29,187 47,846
Mortgage loans receivable,
less discounts of $1,494 and $1,929 50,327 66,685
Notes receivable,
less discounts of $3,696 and $4,904 127,961 199,102
Funds held by trustee 15,668 26,231
------------- -------------
314,029 449,871
<S> <C> <C>
Cash 298 11
Other assets 2,957 4,318
------------- -------------
$ 317,284 $ 454,200
============= =============
LIABILITIES AND STOCKHOLDER'S EQUITY
Bonds payable, less discounts
of $4,779 and $6,662 $ 305,785 $ 437,376
Due to affiliate 2,421 3,209
Other liabilities 8,192 12,385
------------- -------------
316,398 452,970
------------- -------------
<S> <C> <C>
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 $579 and $809) 869 1,213
------------- -------------
886 1,230
------------- -------------
$ 317,284 $ 454,200
============= =============
</TABLE>
See notes to consolidated financial statements
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF EARNINGS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
Year Ended December 31 (dollars in thousands)
1996 1995 1994
-------------------------------------------------
<S> <C> <C> <C>
REVENUES
Interest $ 35,131 $ 44,647 $ 58,088
Other 338 (90) 54
------------ ------------ ------------
35,469 44,557 58,142
------------ ------------ ------------
EXPENSES
Interest 35,165 44,436 57,578
Other 304 110 484
------------ ------------ ------------
35,469 44,546 58,062
------------ ------------ ------------
<S> <C> <C> <C>
EARNINGS BEFORE INCOME
TAXES - 11 80
Income taxes - 4 32
------------ ------------ ------------
NET EARNINGS $ - $ 7 $ 48
============ ============ ============
</TABLE>
See notes to consolidated financial statements
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
Year Ended December 31, 1996, 1995 and 1994 (dollars in thousands)
Net
Unrealized
Gain on
MBS Total
Common Retained Available- Stockholder's
Stock Earnings for-Sale Equity
-----------------------------------------------------
<S> <C> <C> <C> <C>
Balance at
December 31, 1993 10 - - 10
Net earnings 48 48
Common stock dividends (48) (48)
-----------------------------------------------------
Balance at
December 31, 1994 10 - - 10
-----------------------------------------------------
<S> <C> <C> <C> <C>
Net earnings 7 7
Increase in net
unrealized gain on
MBS available-for-sale
(net of taxes of $809) 1,213 1,213
-----------------------------------------------------
Balance at
December 31, 1995 $ 10 $ 7 $ 1,213 $ 1,230
Net earnings - -
Decrease in net
unrealized gain on
MBS available-for-sale
(net of taxes of $230) (344) (344)
-----------------------------------------------------
Balance at
December 31, 1996 $ 10 $ 7 $ 869 $ 886
=====================================================
</TABLE>
See notes to consolidated financial statements
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
Year Ended December 31 (dollars in thousands)
1996 1995 1994
-----------------------------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net earnings $ - $ 7 $ 48
Adjustments to reconcile net earnings to
net cash used for operating activities:
Amortization:
Deferred financing costs 243 94 381
Discounts on bonds payable 1,883 1,200 3,562
Discounts on collateral for
bonds payable (1,730) (1,263) (3,858)
Net decrease in other assets, other
liabilities and amounts due
to affiliate (4,453) (2,513) (8,342)
------- ------- -------
Net cash used for operating activities (4,057) (2,475) (8,209)
------- ------- -------
<S> <C> <C> <C>
Cash flows from investing activities:
Additions to other collateral for
bonds payable - - (13,101)
Principal reduction on mortgage-backed
securities - available for sale 30,631
Principal reduction on mortgage-backed
securities - held-to-maturity 19,816 24,184 86,211
Principal reduction on other collateral
for bonds payable 76,808 57,039 155,277
Decrease (increase) in funds held
by trustee 10,563 (1,067) 69,572
------- ------- -------
Net cash provided by investing activities 137,818 80,156 297,959
<S> <C> <C> <C>
Cash flows from financing activities:
Additions to bonds payable - - 12,774
Reductions of bonds payable (141,790) (88,842) (315,492)
Principal accretion on bonds payable 8,316 11,136 12,955
Dividends paid - - (48)
------- ------- -------
Net cash used for financing activities (133,474) (77,706) (289,811)
------- ------- -------
Net increase (decrease) in cash 287 (25) (61)
Cash at beginning of year 11 36 97
------- ------- -------
CASH AT END OF YEAR $ 298 $ 11 36
======== ======== ========
Supplemental disclosures:
Cash paid during the year for interest $ 35,772 $ 44,531 60,363
======== ======== ========
</TABLE>
See notes to consolidated financial statements
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE A--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Description of Business
Ryland Acceptance Corporation Four (the "Company") is a wholly owned
subsidiary of LPS Holdings Corporation (LPS) 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 (RMC), a wholly owned subsidiary of Ryland, and other
entities through the issuance and sale of mortgage-backed bonds.
Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiaries, C.C. Holding Company and Brock
Acceptance Corporation (BAC). All significant intercompany transactions and
balances have been eliminated in consolidation.
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.
Collateral for Bonds Payable
Collateral for bonds payable consists of mortgage-backed securities, mortgage
loans receivable, notes receivable from participants, funds held by trustee
and various types of insurance. Mortgage-backed securities consist primarily
of GNMA certificates, FNMA mortgage pass-through certificates and FHLMC
participation certificates. Mortgage loans receivable consists of loans
collateralized by first mortgages or first deeds of trust on single family
attached or detached houses.
Notes receivable represent funding agreements with unaffiliated entities (the
"participants") participating in the Company's bond programs. The Company
issues bonds and lends proceeds to the participants in accordance with funding
agreements. These funding agreements are fully collateralized by mortgage
loans and mortgage-backed securities. The Company has assigned to the Trustee
its interest in these funding agreements and the underlying loans and
mortgage-backed securities as collateral for a corresponding amount of bonds.
Principal and interest on the funding agreements are payable concurrently and
at the same rate as such payments on the bonds.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE A--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONTINUED)
Collateral for Bonds Payable (Continued)
Funds held by trustee represent payments on mortgage collateral and
reinvestment earnings on such funds which have not been applied to pay
principal and interest on the bonds. These funds are restricted to assure
payment in accordance with the Trust Indenture ("the Indenture").
The mortgage collateral securing the bonds may include mortgage loans that are
delinquent or non-performing, and real estate owned ("REO") properties. At
December 31, 1996, Mortgage loans receivable and Notes receivable include 109
loans in the amount of $10.3 million that are delinquent, non-performing, or
REO properties. At December 31, 1995, Mortgage loans receivable and Notes
receivable include 145 loans in the amount of $14.2 million that are
delinquent, non-performing, or REO properties. Reserves for these loans have
not been established as any anticipated losses would be covered by primary
mortgage insurance, hazard insurance, mortgagor bankruptcy insurance or
mortgage pool insurance policies. Since the Company's inception, the Company
has recovered $22.3 million from pool insurance which represents less than 1%
of the initial total principal balance of mortgage loans. At December 31,
1996, $256.9 million or 92% of the initial pool insurance coverage remains
available for future potential losses. Management believes that this coverage
is adequate. As of December 31, 1996, the pool insurer has been rated AAA by
a nationally recognized statistical rating agency.
Mortgage loans receivable acquired from an affiliate are valued at the
affiliate's net carrying amount which is the lower of cost or market at the
time of transfer.
Collateral for bonds payable are reported net of loan origination discount
points and purchase price discounts. These discounts are deferred as an
adjustment to the carrying value of the related collateral for bonds payable
and are amortized into interest income over their respective lives using the
interest method adjusted currently for the effects of prepayments.
Deferred Financing Costs
Financing costs incurred in connection with the issuance of bonds are
capitalized and amortized over the respective lives of the bonds using the
interest method adjusted currently for the effects of prepayments. These
costs are included in other assets in the accompanying consolidated financial
statements.
Bond Price Discounts
Price discounts incurred in connection with the issuance of bonds are deferred
as an adjustment to the carrying value of the bonds and are amortized into
interest expense over the lives of the bonds using the interest method
adjusted currently for the effects of prepayments.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE A--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONTINUED)
Income Taxes
The Company is included in the consolidated federal income tax return filed by
Ryland. Certain items of income and expense are included in one period for
financial reporting purposes and another for income tax purposes. Deferred
income taxes are provided in recognition of these differences. Consolidated
income taxes are allocated to the Company using the separate return method.
Mortgage Backed Securities
In May 1993, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 115, "Accounting for Certain Investments in
Debt and Equity Securities." The Company adopted the provisions of the new
standard for investments held as of or acquired after January 1, 1994.
Management determines the appropriate classification of mortgage backed
securities at the time of purchase and re-evaluates such designations as of
each balance sheet date. The Company has classified its investments in
mortgage-backed securities as held-to-maturity and available-for-sale.
Securities classified as held-to-maturity are accounted for at amoritized
cost. Securities classified as available-for-sale are measured at fair market
value with market value changes, net of tax, reflected as a component of
stockholder's equity. These fair values cannot be realized unless the
corresponding bonds payable are redeemed in accordance with the Indenture.
In November 1995, the Financial Accounting Standards Board issued Special
Report No. 155-B, "A Guide to Implementation of Statement 115 on Accounting
for Certain Investments in Debt and Equity Securities", as an aid in
understanding and implementing Statement 115. The effect of adopting this
implementation guidance as of December 31, 1995 resulted in the
reclassification of $45,825 of mortgage backed securities from the held-to-
maturity classification to the available-for-sale classification. The related
unrealized gain recorded in stockholder's equity totaled $1,213, net of
deferred taxes of $809. Restatement of prior periods to reflect the effects
of initially adopting this implementation guidance is not permitted.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE A--SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONTINUED)
The following is a summary of available-for sale and held-to-maturity
securities as of:
<TABLE>
Amortized Unrealized Unrealized Estimated
Gross Cost Gross Gains Losses Fair Value
<S> <C> <C> <C> <C>
December 31, 1996
Available-for-sale $ 27,740 $ 1,447 $ - $ 29,187
Held-to-maturity 90,886 5,925 17 $ 96,794
-------- ------- ------ --------
Totals $118,626 $ 7,372 $ 17 $125,981
======== ======= ====== ========
December 31, 1995
Available-for-sale $45,824 $ 2,022 $ - $ 47,846
Held-to-maturity 110,007 8,754 - 118,761
-------- ------- ------ --------
Totals $155,831 $10,776 $ - $166,607
======== ======= ====== ========
</TABLE>
NOTE B--FAIR VALUES OF FINANCIAL INSTRUMENTS
Statement of Financial Accounting Standards No. 107, "Disclosures about Fair
Value of Financial Instruments" (FAS 107), requires disclosure of fair value
information about financial instruments, whether or not recognized on the
balance sheet.
FAS 107 excludes certain financial instruments and all non-financial
instruments from its disclosure requirements. Accordingly, the aggregate fair
value amounts presented do not represent the underlying value of the Company.
In cases where quoted market prices are not available, fair values are based
on estimates using present value or other valuation techniques. Those fair
values are significantly affected by the assumptions used, including the
discount rate and estimates of cash flow. In that regard, the derived fair
value estimates cannot be substantiated by comparison to independent markets
and, in many cases, could not be realized in immediate settlement of the
instrument.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE B--FAIR VALUES OF FINANCIAL INSTRUMENTS - (CONTINUED)
The estimated fair values of the company's financial instruments are as
follows:
<TABLE>
December 31,
1996 1995
----------------------------------------------
Fair Fair
Carrying Market Carrying Market
Value Value Value Value
----------------------------------------------
<S> <C> <C> <C> <C>
Assets:
Cash $298 $298 $11 $11
Mortgage-backed securities
held-to-maturity 90,886 96,794 110,007 118,761
Mortgage-backed securities
available-for-sale 29,187 29,187 47,846 47,846
Mortgage loans receivable 50,327 54,461 66,685 71,596
Notes receivable 127,961 137,742 199,102 214,495
Funds held by trustee 15,668 15,668 26,231 26,231
Liabilities:
Bonds payable 305,785 329,674 437,376 471,906
</TABLE>
The company used the following methods and assumptions in estmating fair
values:
Cash: The carrying amounts of cash approximate fair values.
Mortgage-backed securities and mortgage loans receivable: Fair values are
estimated using quoted market prices for similar certificates, loans or
securities.
Notes receivable: Fair values are estimated using quoted market prices for
securities comparable to those that collateralize the notes receivable.
Funds held by trustee: The carrying amounts of funds held by trustee
approximate fair values.
Bonds payable: Fair values are estimated using quoted market prices of
comparable securities.
These fair values cannot be realized unless the corresponding bonds payable
are redeemed in accordance with the Indenture. As more fully described in
Note C, the bonds can be redeemed before maturity by the Company only under
certain prescribed conditions.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE C--BONDS PAYABLE
Bonds payable represent mortgage-backed bond series issued by the Company.
Neither Ryland, nor any affiliated entities have guaranteed, nor are they
otherwise obligated, with respect to these bond issues.
At December 31, 1996 and 1995, mortgage-backed bond series consisted of series
with various classes maturing in the years 2006 through 2019. Payments are
made on a periodic basis as a result of, and in amounts related to,
corresponding payments received on the underlying mortgage collateral. Also,
additional payments of the bonds may occur prior to maturity in accordance
with certain provisions of the Indenture and related Series Supplements
between the Company and the Trustee. At December 31, 1996 and 1995, the
classes of each series of bonds bear interest at fixed rates ranging from
7.25% to 12.625%.
Under certain provisions of the Indenture, a bond series or a class within
certain series may be redeemed at par prior to the stated maturity date. The
redemption may take place at the earlier of specified dates or when the
outstanding collateral value (as defined in the Indenture) 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.
Certain classes within each of 21 series totaling $276.5 million were redeemed
in 1996 and certain classes within each of 8 series totaling $58.1 million
were redeemed in 1995.
The Company uses its shelf registration to issue bonds on behalf of other
companies. As of December 31, 1996, the Company had issued 56 series of bonds
under these arrangements. These bonds and the associated mortgage collateral
are excluded from the financial statements of the Company since these
transactions have been accounted for as sales of the associated mortgage
collateral in accordance with generally accepted accounting principles. The
outstanding principal balance at December 31, 1996 and 1995, of bonds issued
by the Company which is not included in the accompanying financial statements
is $1.5 billion and $2 billion, respectively. During the years ended December
31, 1996 and 1995, the Company did not issue any bonds.
At December 31, 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.
Also included in bonds payable at December 31, 1996 and 1995 are funding notes
payable totaling $.3 million and $.9 million which represent BAC's
participation in bond series issued by an unaffiliated entity.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE D--TRANSACTIONS WITH AFFILIATED COMPANIES
The Company records various intercompany transactions with affiliates and
Ryland. These transactions include ongoing charges related to the outstanding
bonds. The amount of these charges for the year ended December 31, 1996 was
$.2 million recorded in interest revenue and $.3 million recorded in other
revenue. The amount of these charges for the years ended December 31, 1995
and 1994 was $.2 million and $.4 million, of which $.3 million and $.3 million
is recorded in interest revenue and ($.1) million and $.1 million is recorded
in other revenue, respectively.
The Company is charged a finance charge which is based on the average
outstanding balance of advances made by Ryland and RMC. The amount of finance
charge, which has been recorded in interest expense, is $.2 million for the
year ended December 31, 1996 and $.3 million for each of the years ended
December 31, 1995 and 1994. Interest is calculated at approximate market
rates. The carrying values of Due to affiliate were $2,421 and $3,209 at
December 31, 1996 and 1995, respectively.
Included in bonds payable are amounts which RMC holds totaling $98,895 and
$72,704 at December 31, 1996 and 1995, respectively. Interest incurred on the
bonds payable amounted to $7,858 and $7,380 in 1996 and 1995, respectively.
An affiliate performed the administration function through June 30, 1995 for
the bonds issued under the Company's shelf registration statement. The
business was sold as of June 30, 1995 but continues to provide these functions
as an unaffiliated entity. There were no payable balances related to
administration fees to affiliated companies at December 31, 1996 or 1995.
In addition, an affiliate performs the loan servicing function for certain
mortgage loans collateralizing the bonds. All fees and related expenses in
connection with these services are recorded in the affiliates' financial
statements.
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 December 31, 1996 and 1995, cash deposits of $.2 million were
maintained by RMC.
NOTE E--INCOME TAXES
The Company accounts for its income taxes under the liability method in
accordance with Statement of Financial Accounting Standards No. 109 ,
"Accounting for Income Taxes" (FAS 109).
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE E--INCOME TAXES - (CONTINUED)
Under the liability method, the deferred tax liability (asset) is determined
based on enacted tax rates and is subsequently adjusted for changes in tax
rates. A change in the deferred tax liability (asset) results in a charge or
credit to deferred tax expense. The Company's provision for income taxes for
the years ended December 31, is summarized as follows:
<TABLE>
1996 1995 1994
------------------------------------------------------
<S> <C> <C> <C>
Current:
Federal $ (50) $ (85) $ (30)
State (10) (18) (8)
------- ------- ------
Total current (60) (103) (38)
======= ======= ======
Deferred:
Federal 50 88 58
State 10 19 12
------ ------ ------
Total deferred 60 107 70
------ ------ ------
Total provision $ - $ 4 $ 32
====== ====== ======
</TABLE>
The actual income tax rate differs from the statutory federal income tax rate
as follows:
<TABLE>
1996 1995 1994
---------------------------------------------------
<S> <C> <C> <C>
Statutory federal rate 35% 35% 35%
Increases (reductions):
State taxes 5 5 5
---- ---- ----
Total actual income tax rate 40% 40% 40%
==== ==== ====
</TABLE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
RYLAND ACCEPTANCE CORPORATION FOUR AND SUBSIDIARIES
December 31, 1996 (dollars in thousands)
NOTE E--INCOME TAXES - (CONTINUED)
Deferred income taxes reflect the net tax effects of temporary differences
between the carrying amounts of assets and liabilities for financial reporting
purposes and the amounts used for income tax purposes. Significant components
of the Company's deferred tax liabilities as of December 31, 1996 and December
31, 1995 are as follows (in thousands):
<TABLE>
12/31/96 12/31/95
---------------------------
<S> <C> <C>
Deferred tax assets:
Bond issuance discounts $307 $367
------ ------
Total deferred tax assets 307 367
------ ------
Deferred tax liability:
Unrealized excess market value $(579) $(809)
----- -----
Total deferred tax liabilities (579) (809)
------ -----
Net deferred tax liability $(272) $(442)
====== =====
</TABLE>
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE:
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT:
Information in response to this Item is omitted pursuant to General
Instruction J.
ITEM 11. EXECUTIVE COMPENSATION:
Information in response to this Item is omitted pursuant to General
Instruction J.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT:
Information in response to this Item is omitted pursuant to General
Instruction J.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS:
Information in response to this Item is omitted pursuant to General
Instruction J.
PART IV
ITEM 14. EXHIBITS, CONSOLIDATED FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K:
(a)(1) Consolidated Financial Statements.
The following financial statements are included in Part II, Item 8:
Report of Independent Auditors
Consolidated Balance Sheets-December 31, 1996 and 1995
Consolidated Statements of Earnings-Years ended December 31,
1996, 1995 and 1994
Consolidated Statements of Stockholder's Equity - Years ended
December 31, 1996, 1995 and 1994
Consolidated Statements of Cash Flows - Years ended December
31, 1996, 1995 and 1994
Notes to Consolidated Financial Statements
<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.
(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 S
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,
1986).
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 (Reserved)
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).
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).
<PAGE>
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 (Reserved)
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).
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).
<PAGE>
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).
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).
<PAGE>
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).
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).
<PAGE>
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).
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 (Reserved)
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).
<PAGE>
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).
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).
<PAGE>
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).
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.
24.1 Consent of Ernst & Young LLP, Independent Auditors.
25.1 Power of Attorney of Directors of registrant.
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).
<PAGE>
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).
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).
<PAGE>
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).
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).
<PAGE>
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).
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).
<PAGE>
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).
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 Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
RYLAND ACCEPTANCE CORPORATION FOUR
By: /s/ Michael C. Brown
------------------------------------
Michael C. Brown, President
Dated: March 26, 1997
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
/s/ Michael C. Brown
------------------------------------
Michael C. Brown,
President
Dated: March 26, 1997
/s/ Patricia S. Gloth
------------------------------------
Patricia S. Gloth,
Vice-President, Financial Operations
Dated: March 26, 1997
Sole Director of the Corporation:
By: /s/ Michael C. Brown
------------------------------------
Michael C. Brown,
Director
Dated: March 26, 1997
<PAGE>
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OF REGISTRANTS WHICH HAVE
NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT:
Pursuant to the Registrant's Trust Indenture, the Registrant must furnish all
Holders of bonds of a series an Annual Report within 120 days of the
Registrant's year end. The Annual Report to bondholders for the year ended
December 31, 1996 will be furnished to the bondholders subsequent to the
filing of this Annual report on Form 10-K. The Registrant does not provide
its security holders with proxy statements or other proxy soliciting material.
<PAGE>
INDEX OF EXHIBITS:
PAGE OF
SEQUENTIALLY
NUMBERED PAGES
24.1 Consent of Ernst & Young LLP, Independent Auditors 59
27.1 Financial Data Schedule 60
<PAGE>
EXHIBIT 24.1
CONSENT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-3 No. 33-39357) of Ryland Acceptance Corporation Four and in the
related Prospectus of our report dated January 31, 1997, with respect to the
consolidated financial statements of Ryland Acceptance Corporation Four
included in this Annual Report (Form 10-K) for the year ended December 31,
1996.
/s/ Ernst & Young LLP
---------------------
Baltimore, Maryland
March 26, 1997
60
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE RYLAND
ACCEPTANCE CORPORATION FOUR FORM 10-K FOR THE PERIOD ENDED 12/31/96 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 298
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 317284
<CURRENT-LIABILITIES> 0
<BONDS> 305785
<COMMON> 10
0
0
<OTHER-SE> 876
<TOTAL-LIABILITY-AND-EQUITY> 317284
<SALES> 0
<TOTAL-REVENUES> 35469
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 304
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 35165
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
