SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 2
(Mark One)
| x | ANNUAL REPORT PURSUANT TO 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) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 033-99598
Structured Asset Securities Corporation, Mortgage Pass-Through Certificates,
Series 1996-01 Trust
(Exact name of registrant as specified in its charter)
New York (governing law of pooling and servicing agreement)
State or other jurisdiction of incorporation or organization)
52-1982287
(I.R.S. Employer Identification No.)
c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (410) 884-2000
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 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
This Amendment No. 2 on Form 10-K/A amends Item 14 of the original Annual Report
on Form 10-K (the "Original Form 10-K") filed on March 26, 1997, by Norwest Bank
Minnesota, N.A. (the "Reporting Person"), on behalf of Structured Asset
Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-01 Trust
(the "Trust"), established pursuant to a Trust Agreement (the "Trust Agreement")
among Structured Asset Securities Corporation, as Depositor, (the "Depositor")
and The Chase Manhattan Bank, N.A., as Trustee, (the "Trustee"), pursuant to
which the Structured Asset Securities Corporation, Mortgage Pass-Through
Certificates, Series 1996-01 Trust, certificates registered under the Securities
Act of 1933 (the "Certificates") were issued. Item 14 of the Original Form 10-K
is amended to read in its entirety as follows:
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Exhibits
99.1 Annual Report of Independent Public Accountants' as to master
servicing activities or servicing activities as applicable:
(a) American City Mortgage Corproation, as Servicer<F2>
(b) America First Credit Union, as Servicer<F1>
(c) BancOklahoma Mortgage Corp., as Servicer <F1>
(d) Bank of America, as Servicer <F2>
(e) Chase Manhattan Mortgage, as Servicer <F1>
(f) Flagship Bank fsb, as Servicer<F1>
(g) GMAC Mortgage Corporation, as Servicer <F1>
(h) Knutson Mortgage Corporation, as Servicer <F1>
(i) Navy Federal Credit Union, as Servicer <F2>
(j) Norwest Mortgage, Inc., as Servicer <F1>
(k) Ryland Mortgage Company, as Servicer <F1>
(l) Seattle Mortgage Company, as Servicer <F1>
(m) The Greater New York Savings Bank, as Servicer <F1>
99.2 Management Assertion Letter:
(a) America First Credit Union, as Servicer<F1>
(b) BancOklahoma Mortgage Corp., as Servicer <F1>
(c) Bank of America, as Servicer <F2>
(d) Chase Manhattan Mortgage, as Servicer <F1>
(e) Flagship Bank fsb, as Servicer<F1>
(f) GMAC Mortgage Corporation, as Servicer <F1>
(g) Knutson Mortgage Corporation, as Servicer <F1>
(h) Navy Federal Credit Union, as Servicer <F2>
(i) Norwest Mortgage, Inc., as Servicer <F1>
(j) Ryland Mortgage Company, as Servicer <F1>
(k) Seattle Mortgage Company, as Servicer <F1>
(l) The Greater New York Savings Bank, as Servicer <F3>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) American City Mortgage Corproation, as Servicer<F1>
(b) America First Credit Union, as Servicer<F1>
(c) BancOklahoma Mortgage Corp., as Servicer <F1>
(d) Bank of America, as Servicer <F2>
(e) Chase Manhattan Mortgage, as Servicer <F1>
(f) Flagship Bank fsb, as Servicer<F1>
(g) GMAC Mortgage Corporation, as Servicer <F1>
(h) Knutson Mortgage Corporation, as Servicer <F1>
(i) Navy Federal Credit Union, as Servicer <F2>
(j) Norwest Mortgage, Inc., as Servicer <F1>
(k) Ryland Mortgage Company, as Servicer <F1>
(l) Seattle Mortgage Company, as Servicer <F1>
(m) The Greater New York Savings Bank, as Servicer <F1>
(b) On November 13, 1996, and December 13, 1996, reports on Form 8-K were
filed in order to provide the statements for the monthly distributions
to holders of the Certificates. No reports on Form 8-K have been filed
during the last quarter of the period covered by this report.
(c) Omitted.
(d) Omitted.
<F1> Previously Filed.
<F2> Filed herewith.
<F3> Such document (i) is not filed herewith since such document was not
received by the Reporting Person at least three business days prior to the due
date of this report; and (ii) will be included in a further amendment to the
Original Form 10-K to be filed within 30 days of the Reporting Person's receipt
of such document.
SIGNATURE
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:
Structured Asset Securities Corporation Mortgage Pass-Through Certificates,
Series 1996-01 Trust
By: Chase Manhattan Bank, N.A., as Trustee
By: Norwest Bank Minnesota, N.A., as Agent for the Trustee
By: /s/ Sherri J. Sharps
By: Sherri J. Sharps
Title: Vice President
Dated: October 1, 1997
EXHIBIT INDEX
Exhibit No.
99.1 Annual Report of Independent Public Accountants' as to master
servicing activities or servicing activities as applicable:
(a) American City Mortgage Corproation, as Servicer<F2>
(b) America First Credit Union, as Servicer<F1>
(c) BancOklahoma Mortgage Corp., as Servicer <F1>
(d) Bank of America, as Servicer <F2>
(e) Chase Manhattan Mortgage, as Servicer <F1>
(f) Flagship Bank fsb, as Servicer<F1>
(g) GMAC Mortgage Corporation, as Servicer <F1>
(h) Knutson Mortgage Corporation, as Servicer <F1>
(i) Navy Federal Credit Union, as Servicer <F2>
(j) Norwest Mortgage, Inc., as Servicer <F1>
(k) Ryland Mortgage Company, as Servicer <F1>
(l) Seattle Mortgage Company, as Servicer <F1>
(m) The Greater New York Savings Bank, as Servicer <F1>
99.2 Management Assertion Letter:
(a) America First Credit Union, as Servicer<F1>
(b) BancOklahoma Mortgage Corp., as Servicer <F1>
(c) Bank of America, as Servicer <F2>
(d) Chase Manhattan Mortgage, as Servicer <F1>
(e) Flagship Bank fsb, as Servicer<F1>
(f) GMAC Mortgage Corporation, as Servicer <F1>
(g) Knutson Mortgage Corporation, as Servicer <F1>
(h) Navy Federal Credit Union, as Servicer <F2>
(i) Norwest Mortgage, Inc., as Servicer <F1>
(j) Ryland Mortgage Company, as Servicer <F1>
(k) Seattle Mortgage Company, as Servicer <F1>
(l) The Greater New York Savings Bank, as Servicer <F3>
99.3 Annual Statements of Compliance with obligations under the
Pooling Agreement or servicing agreement, as applicable, of:
(a) American City Mortgage Corproation, as Servicer<F1>
(b) America First Credit Union, as Servicer<F1>
(c) BancOklahoma Mortgage Corp., as Servicer <F1>
(d) Bank of America, as Servicer <F2>
(e) Chase Manhattan Mortgage, as Servicer <F1>
(f) Flagship Bank fsb, as Servicer<F1>
(g) GMAC Mortgage Corporation, as Servicer <F1>
(h) Knutson Mortgage Corporation, as Servicer <F1>
(i) Navy Federal Credit Union, as Servicer <F2>
(j) Norwest Mortgage, Inc., as Servicer <F1>
(k) Ryland Mortgage Company, as Servicer <F1>
(l) Seattle Mortgage Company, as Servicer <F1>
(m) The Greater New York Savings Bank, as Servicer <F1>
<F1> Previously Filed.
<F2> Filed herewith.
<F3> Such document (i) is not filed herewith since such document was not
received by the Reporting Person at least three business days prior to the due
date of this report; and (ii) will be included in a further amendment to the
Original Form 10-K to be filed within 30 days of the Reporting Person's receipt
of such document.
(logo)Katz, Katz & Sparks, P.C.
Certified Public Accountants
Business Development Consultants
To the Board of Directors
American City Mortgage corporation
Carson, California
We have audited the financial statements of American City Mortgage Corporation
as of and for the year ended October 31, 1996, and have issued our report
thereon dated January 15, 1997. In addition, we have audited the Company's
compliance with the specific program requirements governing GNMA Issuers of
Mortgage-Backed Securities, HUD-Approved Title II Nonsupervised Mortgagees, and
HUD-Approved Title I Nonsupervised Lenders that are applicable to each of its
major HUD-assisted programs, for the year ended October 31, 1996. The management
of the Company is responsible for compliance with those requirements. Our
responsibility is to express an opinion on compliance with those requirements
based on our audit.
We conducted our audit in accordance with generally accepted auditing standards,
GOVERNMENT AUDITING STANDARDS, issued by the Comptroller General of the United
States, and the Consolidated Audit Guide for Audits of HUD Programs (the
"Guide"), issued by the U.S. Department of Housing and Urban Development, Office
of the Inspector General in July, 1993. Those standards and the Guide require
that we plan and perform the audit to obtain reasonable assurance about whether
material noncompliance with the requirements referred to above occurred. An
audit includes examining, on a test basis, evidence about the Company's
compliance with those requirements. We believe that our audit provides a
reasonable basis for our opinion.
The results of our audit procedures disclosed instances of noncompliance with
the requirements referred to above, which are described in the accompanying
schedule of findings. We considered these instances of noncompliance in forming
our opinion on compliance, which is expressed in the following paragraph.
In our opinion, American City Mortgage Corporation complied, in all material
respects, with the requirements described above that are applicable to each of
its major HUD-assisted programs for the year ended October 31, 1996.
This report is intended for the information of the Board of Directors,
management, and the Department of Housing and Urban Development. However, this
report is a matter of public record and its distribution is not limited.
/s/Katz, Katz & Sparks
KATZ, KATZ & SPARKS, P.C. Westlake Village, California
Certified Public Accountants January 15, 1997
3073 E. Thousand Oaks Blvd., #100, Westlake Village, CA 91362
805-496-4140 FAX 805-496-8004 E-Mail: [email protected]
SCHEDULE OF FINDINGS
For Year Ended October 31, 1996
Consolidated Audit Guide for Audits Of HUD Programs
Chapter 7, HUD-Approved Title II Nonsupervised Mortgagees
I. Quality Control Plan
A. A review is not being performed on the loans rejected by the
mortgagee.
Recommendation: Company should implement Procedures in their Quality
Control Plan to also review rejected loans.
II. Loan Origination - 36 files tested
A. Assets
1. In one file, no verification of deposits were sent and
three months of certified bank statements were not obtained.
Recommendation: Company should implement review procedures to ensure
that all required documentation is obtained.
III. Loan Settlement - 36 files tested
A. Fees and Charges
1. In three files, the HUD-1 showed fees and charges not in
accordance with HUD Handbook 4000.2 REV-1 guidelines.
When made aware of the unallowed fees and charges, the
Company agreed amounts should be refunded to the borrowers.
Recommendation: Company should implement procedures to promptly review
fees and charges to ensure they do not exceed HUD guidelines and to
refund any unallowed fees and charges.
B. Interest Calculation
1. In five files, the interest proration was calculated using
360 days instead of 365.
Recommendation: Company should implement review procedures to ensure
that the interest proration is calculated correctly.
(logo)Katz, Katz & Sparks, P.C.
Certified Public Accountants
Business Development Consultants
AUDITOR'S COMMENTS ON AUDIT RESOLUTION MATTERS
RELATING TO THE HUD PROGRAMS
For Year Ended October 31, 1996
American City Mortgage has not taken corrective action on findings
from prior audit report for the fiscal year ended October 31, 1995:
Chapter 7, HUD-Approved Title II Nonsupervised Mortgagees
FINDING NO. I(A) - A review is not being performed on the loans
rejected by the mortgagee.
STATUS - Finding included in "Schedule of Findings" for fiscal
year ended October 31, 1996.
FINDING NO. III(A)(1.)- In four files, the HUD-1 showed fees and
charges not in accordance with HUD
Handbook 4000.2 REV-1 guidelines.
STATUS - The same finding for three files is included in "Schedule
of Findings" for fiscal year ended October 31, 1996.
FINDING NO. III (B)(1.) - In one file, the interest proration was
calculated using 360 days instead of 365.
STATUS - The same finding for five files is included in "Schedule
of Findings" for fiscal year ended October 31, 1996.
3075 E. Thousand Oaks Blvd., #100, Westlake ViLlage, CA 91362
805-496-4140 FAX 805-496-8004 E-Mail: [email protected]
(LOGO) ERNST& YOUNG L L P Suite 1700 Phone: 415 951 3000
555 California Street
San Francisco, California 94104
INDEPENDENT ACCOUNTANTS' REPORT
Mr. Art Ringwald
Division CEO
BA Mortgage, a Division of Bank of America, FSB
We have examined management's assertion that Bank of America, FSB (the Company)
complied with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
(USAP) during the year ended December 31, 1996, included in the accompanying
report titled REPORT OF MANAGEMENT. Management is responsible for the Company's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Company's compliance based on our
examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with specified requirements.
In our opinion, management's assertion that the Company complied with the
aforementioned requirements during the year ended December 31, 1996 is fairly
stated, in all material respects.
January 31, 1997 /s/Ernst&Young LLP
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
(logo)Price Waterhouse LLP 1301 K Street NW 800W Telephone 202 414 1000
Washington, DC 20005-3333
REPORT OF INDEPENDENT ACCOUNTANTS ON LOAN SERVICING
February 1, 1997
To the Board of Directors and
Supervisory Committee of
Navy Federal Credit Union
We have examined management's assertion (see Exhibit I) about Navy Federal
Credit Union's (the Credit Union) compliance with the minimum servicing
standards identified in the Mortgage Banker's Association of America's UNIFORM
SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP) as of and for the year
ended December 31, 1996 included in the accompanying management assertion.
Management is responsible for the Credit Union's compliance with those minimum
servicing standards. Our responsibility is to express an opinion on management's
assertion about the entity's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Credit Union's compliance with
the minimum servicing standards and perfoming such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Credit Union's compliance with the minimum servicing
standards.
In our opinion, management's assertion that the Credit Union complied with the
aforementioned miniumn servicing standards as of and for the year ended December
31, 1996 is fairly stated, in all material respects.
/s/Price Waterhouse LLP
(logo)BankAmerica
Report of Management
We, as members of management of Bank of America, FSB (the Company), are
responsible for complying with the minimum servicing standards as set forth in
the Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM
FOR MORTGAGE BANKERS (USAP). We are also responsible for establishing and
maintaining effective internal control over compliance with these standards. We
have performed an evaluation of the Company's compliance with the minimum
servicing standards as set forth in the USAP as of December 31, 1996 and for the
year then ended. Based on this evaluation, we assert that during the year ended
December 31, 1996, the Company complied with the minimum servicing standards set
forth in the USAP.
As of and for this same period, the Company had in effect fidelity bond and
errors and omissions policies in the amounts of $190 million and $70 million,
respectively.
/s/Donald J. Atkins
Donald J. Atkins
Senior Vice President and
Nationwide Servicing Manager
BA Mortgage, a Division of Bank of America, FSB.
P.O. Box 26388 Richmond, VA 23260-6388
(logo)NAVY PO Box 3000 Merrifield VA 22119-3000
FEDERAL In reply refer to account no.
CREDIT UNION
1 February 1997
EXHIBIT 1
MANAGEMENT ASSERTION
As of and for the year ending 31 December 1996, Navy Federal Credit Union
has complied in all material respects with the minimum servicing standards set
forth in the Mortgage Bankers Association of America's UNIFORM SINGLE
ATTESTATION PROGRAM FOR MORTGAGE BANKERS. As of and for the same period, Navy
Federal Credit Union had in effect a Fidelity Bond policy in the amount of
$10,000,000 and an Errors & Omissions policy in the amount of $500,000 per
mortgage.
/s/Louis W. Jennings /s/Latisa M. Head
Louis W. Jennings Latisa M. Head
Executive Vice President Vice President
Mortgage Lending Mortgage Servicing
NAVY FEDERAL CREDIT UNION
CORPORATE
SEAL
CHARTER No.
5538
DISTRICT OF COLUMBIA
(logo)BANKAMERICA
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention: Tracey Waldman
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 1996 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and
to the best of these Officers' knowledge, the Servicer has fulfilled all of
its duties, responsibilities or obligations under these Agreements
throughout such year, or if there has been a default or failure of the
servicer to perform any of such duties, responsibilities or obligations, a
description of each default or failure and the nature and status thereof has
been reported to Norwest Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing
Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
Seller/Servicer Guide are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
(if applicable) and Primary Mortgage Insurance Policy (if applicable),
with respect to each Mortgaged Property, have been paid and that all
such insurance policies are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance
on any Mortgaged Property, have been paid, or if any such costs or
expenses have not been paid with respect to any Mortgaged Property, the
reason for the non-payment has been reported to Norwest Bank Minnesota,
N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/Stuart L.Jackson
STUART L. JACKSON
Officer Stuart L. Jackson
Mortgage Servicing Officer
Title
April 10,1997
Date
BankAmerica Mortgage, A Division of Bank of America, FSB.
P.O. Box 26388 Richmond, VA 23260-6388
(logo)NAVY
FEDERAL
CREDIT UNION
P.O.Box 3302 In reply refer to account no.
Merrifield, VA 22119-3302
6 March 1997
Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD 21044-3562
Attention:Tracey Waldman
RE: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 1996 fiscal year:
(A) I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and
to the best of these Officers' knowledge, the Servicer has fulfilled all of
its duties,responsibilities or obligations under these Agreements throughout
such year, or if there has been a default or failure of the servicer to
perform any of such duties, responsibilities or obligations, a description
of each default or failure and the nature and status thereof has been
reported to Norwest Bank Minnesota, N.A.;
(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
(C) I have confirmed that the Fedelity Bond, the Errors and Omissions
Insurance Policy and any other bonds required under the terms of the
Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement
and/or Seller/Servicer Guide are in full force and effect;
(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
(if applicable) and Primary Mortgage Insurance Policy (if applicable), with
respect to each Mortgaged Property, have been paid and that all such
insurance policies are in full force and effect;
(E) All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on
any Mortgaged Property, have been paid, or if any such costs or expenses
have not been paid with respect to any Mortgaged Property, the reason for
the nonpayment has been reported to Norwest Bank Minnesota, N.A.;
(F) All Custodial Accounts have been reconciled and are properly funded; and
(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
required per section 6050J and 6050P of the Internal Revenue Code,
respectively, have been prepared and filed.
Certified By:
/s/LATISA M. HEAD NAVY FEDERAL CREDIT UNION
Officer CORPORATE
SEAL
Vice President, Mortgage Servicing CHARTER No.
Title 5538
DISTRICT OF COLUMBIA
6 March 1997
Date
3200038A
