SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: June 29, 1998
(Date of earliest event reported)
CITICORP MORTGAGE SECURITIES, INC.
(Packager and Servicer)
(Issuer in Respect of the REMIC Pass-Through Certificates, Series 1998-5)
(Exact name of registrant as specified in charter)
Delaware 333-43167 13-3408713
- --------------------------------------------------------------------------------
(State or other juris- (Commission (I.R.S. Employer
diction of organization) File Nos.) Identification No.)
909 Third Avenue, New York, New York 10043
- ------------------------------------ -----
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number, including area code (212) 559-3435
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)
<PAGE>
Item 2. Acquisition or Disposition of Assets.
CITICORP MORTGAGE SECURITIES, INC.
REMIC Pass-Through Certificates, Series 1998-5
-----------------------------------------------
June 29, 1998
DETAILED DESCRIPTION OF THE MORTGAGE POOL
-----------------------------------------
AND THE MORTGAGED PROPERTIES (1)
--------------------------------
On June 29, 1998, Citicorp Mortgage Securities, Inc. ("CMSI") will
transfer to the Trustee Mortgage Loans evidenced by Mortgage Notes with an
aggregate Adjusted Balance outstanding (after deducting principal payments due
on or before June 1, 1998) as of June 1, 1998 of $111,672,018.78. The Mortgage
Loans will be delivered in exchange for the CitiCertificates, authenticated by
the Trustee, evidencing 100% of the regular interests in the Trust.
Distributions on the CitiCertificates will be made by The Bank of New York, as
paying agent, by wire transfer or by such other means as the person entitled
thereto and CMSI shall agree. CMSI may repurchase all Mortgage Loans remaining
in the Mortgage Pool pursuant to the Pooling Agreement if at the time of
repurchase the aggregate Adjusted Balance of such Mortgage Loans is less than
$5,583,600.94. Information below is provided with respect to all Mortgage Loans
included in the Mortgage Pool.
The Mortgage Loans have been grouped into two pools the "CB Loan Group"
and the "NB Loan Group." The CB Loan Group includes all Mortgage Loans which at
their origination had a principal Balance of $227,150 or less for a one family
unit, $290,650 or less for a two family unit (except any Mortgage Loan secured
by a condominium), $351,300 or less for a three family unit and $436,600 or less
for a four family unit. The NB Loan Group includes all the Mortgage Loans in
excess of the principal balances referred to above or any Mortgage Loan secured
by a two family unit condominium. The following paragraphs set forth detailed
information as of the Cut-Off Date with respect to the Mortgage Loans expected
to be in each Loan Group. The aggregate Adjusted Balance of the Mortgage Loans
for the CB Loan Group and the NB Loan Group as of June 1, 1998 was
$22,399,351.62 and $89,272,667.16, respectively. The information first presented
in each sentence relates to the CB Loan Group and the information presented
second in each sentence relates to the NB Loan Group.
The total number of Mortgage Loans in the applicable Loan Group as of June
1, 1998 was 196 and 298, respectively. The weighted average Note Rate of the
Mortgage Loans in the applicable Loan Group as of June 1, 1998 was 8.952% and
8.372%, respectively. The weighted average remaining term to maturity of the
Mortgage Loans in the applicable Loan Group as of June 1, 1998 was 263.79 and
271.81 months (giving effect to any partial prepayments made prior to the
Cut-off Date). All Mortgage Loans in each Loan Group have original maturities of
at least 20 but no more than 30 years. None of the Mortgage Loans in the
applicable Loan Group were originated prior to June 1, 1984 or after January 1,
1995 and January 1, 1983 or after March 1, 1995.
None of the Mortgage Loans in each Loan Group has a scheduled maturity
later than March 1, 2025. Each Mortgage Loan in the applicable Loan Group has an
original principal balance of not less than $34,200 nor more than $336,000 or
not less than 227,250 nor more than $1,875,000, respectively. Mortgage Loans in
the applicable Loan Group having an aggregate Adjusted Balance of $14,441,744
and $11,756,686, respectively as of June 1, 1998 had loan-to-value ratios at
origination in excess of 80%, but no Mortgage Loans in either Loan Group had
loan-to-value ratios in excess of 95%. The weighted average loan-to-value ratio
at origination of the Mortgage Loans in the applicable Loan Group as of June 1,
1998 was 84.9% and 74.5%, respectively. No more than $383,433 and $4,103,357,
respectively of the Mortgage Loans in the applicable Loan Group are secured by
Mortgaged Properties located in any one zip code. At least 95%(2) of the
Mortgage Loans in each Loan Group are secured by Mortgaged Properties determined
by Citicorp Mortgage, Inc. to be the primary residence of the borrower
("Mortgagor"). The sole basis for such determination is either (a) a
representation by the Mortgagor at origination of the Mortgage Loan that the
underlying property will be used for a period of at least 6 months every year or
that he intends to use the underlying property as his primary residence, or (b)
that the address of the underlying property is the Mortgagor's mailing address
as reflected in Originator's records. No more than 3% and 0%, respectively, of
the Mortgage Loans in the applicable Loan Group are secured by investment
properties.
At least 39% and 49% of the Mortgage Loans in the related Loan Groups will
be Mortgage Loans originated using loan underwriting policies effective April 1,
1991 which require, among other things proof of income and liquid assets and
telephone verification of employment. See "Loan Underwriting Policies and Loss
and Delinquency Considerations" in the Prospectus.
- ---------------------------------
(1) Capitalized terms used herein and not otherwise defined have the meaning
assigned thereto in the Prospectus Supplement dated June __, 1998 and the
Prospectus, dated May 22, 1998, (collectively, the "Prospectus"), relating
to the REMIC Pass-Through Certificates, Series 1998-5.
(2) Such Percentages are expressed as a percentage of the aggregate Adjusted
Balance of the Mortgage Loans having such characteristics relative to the
Adjusted Balance of all Mortgage Loans.
2
<PAGE>
At least 90% and 21%, respectively, of the Mortgage Loans in the
applicable Loan Group which had loan-to-value ratios greater than 80% at
origination had primary mortgage insurance as of such date.
No more than 94% and 66%, respectively, of the Mortgage Loans in the
applicable Loan Group will be Converted Mortgage Loans.
Discount Mortgage Loans will consist of Mortgage Loans with Net Note Rates
(NNRs) less than 6.750%. Premium Mortgage Loans will consist of Mortgage Loans
with NNRs greater than or equal to 6.750%. The aggregate Adjusted Balance
outstanding as of the Cut-off Date of the Discount Mortgage Loans and the
Premium Mortgage Loans in the NB Loan Group was $2,732,180.59 and
$86,540,486.57, respectively. The weighted average Note Rate of the Discount
Mortgage Loans and the Premium Mortgage Loans in the NB Loan Group, as of the
Cut-off Date, was 6.500% and 8.431%, respectively. The weighted average
remaining term to maturity (giving effect to all partial prepayments made on the
Mortgage Loans prior to the Cut-off Date), of the Discount Mortgage Loans and
the Premium Mortgage Loans in the NB Loan Group, as of the Cut-off Date, was
295.88 months and 271.05 months, respectively. The CB Loan Group has no Discount
Mortgage Loans.
The Special Hazard Loss Amount as of June 1, 1998 was $4,103,356.67.
The Fraud Loss Amount as of June 1, 1998 was $2,233,440.38.
The Bankruptcy Loss Amount as of June 1, 1998 was $100,000.00.
The aggregate Initial Stated Amount of the Class A CitiCertificates as
of June 1, 1998 was $104,971,696.45.
The aggregate Initial Stated Amount of the Class M CitiCertificates as
of June 1, 1998 was $2,512,600.00.
The aggregate Initial Stated Amount of the Class B-1 CitiCertificates
as of June 1, 1998 was $1,395,900.00.
The aggregate Initial Stated Amount of the Class B-2 CitiCertificates
as of June 1, 1998 was $837,500.00.
The aggregate Initial Stated Amount of the Class B-3 CitiCertificates
as of June 1, 1998 was $893,400.00.
The aggregate Initial Stated Amount of the Class B-4 CitiCertificates
as of June 1, 1998 was $558,300.00.
The aggregate Initial Stated Amount of the Class B-5 CitiCertificates
as of June 1, 1998 was $502,622.33.
The Subordinated CitiCertificate Percentage is 6.000001077441%.*
The Class M Subordination Percentage is 3.750019365415%.*
The Class B-1 Subordination Percentage is 2.500019575629%.*
The Class B-2 Subordination Percentage is 1.750055520936%.*
The Class B-3 Subordination Percentage is 0.950034163966%.*
The Class B-4 Subordination Percentage is 0.450087976820%.*
- ----------------------
* Equal to the Initial Stated Amount thereof divided by the aggregate Adjusted
Balance of the Mortgage Loans.
3
<PAGE>
The following tables set forth information regarding the Mortgage Loans in
the CB Loan Group as of June 1, 1998.
YEARS OF ORIGINATION OF MORTGAGE LOANS
--------------------------------------
Number of Aggregate Principal
Year Originated Loans Balances Outstanding
- --------------- --------- -------------------
1984 7 $ 364,790
1985 6 391,036
1986 1 45,942
1988 38 3,633,591
1989 27 3,070,233
1990 30 3,762,813
1991 44 5,027,345
1992 35 5,176,111
1994 8 927,491
--- -------------------
Total 196 $ 22,399,352
=== ===================
TYPES OF DWELLINGS SUBJECT TO MORTGAGE LOANS
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------- --------- --------------------
Detached houses 79 $ 10,576,602
Multi-family Dwellings* 19 2,687,876
Townhouses 4 548,868
Condominium Units (one to
four stories high) 52 5,355,681
Condominium Units (over four
stories high) 13 1,450,170
Cooperative Units 29 1,780,155
--- --------------------
Total 196 $ 22,399,352
=== ====================
NUMBER OF UNITS IN DWELLINGS SUBJECT TO MORTGAGE LOANS
------------------------------------------------------
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------ --------- --------------------
1-family 177 $ 19,711,476
2-family 9 1,123,939
3-family 8 1,259,193
4-family 2 304,744
--- --------------------
Total 196 $ 22,399,352
=== ====================
* Multi-family dwellings are 2-family, 3-family and 4-family
4
<PAGE>
SIZES OF MORTGAGE LOANS
-----------------------
Outstanding Principal Number of Aggregate Principal
Balance by Loan Size Loans Balances Outstanding
- -------------------- --------- --------------------
$149,999 and under 143 $ 12,581,107
$150,000 through $199,999 40 6,967,709
$200,000 through $249,999 11 2,276,031
$250,000 through $299,999 1 258,958
$300,000 through $349,999 1 315,547
$350,000 through $399,999 0 0
$400,000 through $449,999 0 0
$450,000 through $499,999 0 0
$500,000 through $549,999 0 0
$550,000 through $599,999 0 0
$600,000 through $649,999 0 0
$650,000 through $699,999 0 0
$700,000 through $749,999 0 0
$750,000 through $799,999 0 0
$800,000 through $849,999 0 0
$850,000 through $899,999 0 0
$900,000 through $949,999 0 0
$950,000 through $999,999 0 0
$1,000,000 through $1,699,999 0 0
--- --------------------
Total 196 $ 22,399,352
=== ====================
5
<PAGE>
DISTRIBUTION OF MORTGAGE LOANS BY NOTE RATES
--------------------------------------------
Mortgage Loan Number of Aggregate Principal
Note Rate Loans Balances Outstanding
- ------------ --------- --------------------
7.375% - 7.50% 4 $ 394,509
7.51% - 8.00% 29 3,675,146
8.01% - 8.50% 43 5,009,951
8.51% - 9.00% 38 4,825,891
9.01% - 9.50% 31 3,004,272
9.51% - 10.00% 24 2,346,621
10.01% - 10.50% 12 1,060,626
10.51% - 11.00% 10 1,349,926
11.01% - 11.50% 5 732,410
--- --------------------
Total 196 $ 22,399,352
=== ====================
DISTRIBUTION OF MORTGAGE LOANS BY LOAN-TO-VALUE RATIOS AT ORIGINATION
---------------------------------------------------------------------
Number of Aggregate Principal
Loan-to-Value Ratio Loans Balances Outstanding
- ------------------- --------- --------------------
65.00% and Below 9 $ 456,646
65.01% - 75.00% 22 2,190,551
75.01% - 80.00% 44 5,310,411
80.01% - 85.00% 6 882,123
85.01% - 90.00% 103 12,808,164
90.01% - 95.00% 12 751,457
95.01 & Up 0 0
--- --------------------
Total 196 $ 22,399,352
=== ====================
6
<PAGE>
GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
--------------------------------------------------------
Number of Aggregate Principal
State Loans Balances Outstanding
- ----- --------- --------------------
California 62 $ 9,375,435
Colorado 1 173,475
Connecticut 5 531,901
District of Columbia 3 245,806
Florida 12 696,632
Louisiana 2 141,659
Maryland 2 228,588
Massachusetts 4 336,911
New Hampshire 3 269,075
New Jersey 27 2,986,730
New York 72 7,190,568
South Carolina 1 46,473
Texas 2 176,099
--- --------------------
Total 196 $ 22,399,352
=== ====================
7
<PAGE>
The following tables set forth information regarding the Mortgage Loans in
the NB Loan Group as of June 1, 1998.
YEARS OF ORIGINATION OF MORTGAGE LOANS
--------------------------------------
Number of Aggregate Principal
Year Originated Loans Balances Outstanding
- --------------- --------- -------------------
1983 1 $ 191,907
1985 1 201,249
1986 15 3,777,980
1987 14 3,476,062
1988 8 3,589,968
1989 17 3,973,833
1990 28 8,613,831
1991 70 19,984,508
1992 78 24,305,132
1993 38 11,644,928
1994 27 8,993,047
1995 1 520,222
--- -------------------
Total 298 $ 89,272,667
=== ===================
TYPES OF DWELLINGS SUBJECT TO MORTGAGE LOANS
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------- --------- --------------------
Detached houses 248 $ 74,516,404
Multi-family Dwellings* 13 4,917,164
Townhouses 6 1,528,572
Condominium Units (one to
four stories high) 22 5,697,331
Condominium Units (over four
stories high) 9 2,613,196
Cooperative Units 0 0
--- --------------------
Total 298 $ 89,272,667
=== ====================
NUMBER OF UNITS IN DWELLINGS SUBJECT TO MORTGAGE LOANS
------------------------------------------------------
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------ --------- --------------------
1-family 285 $ 84,355,502
2-family 11 3,670,810
3-family 1 519,025
4-family 1 727,330
---- --------------------
Total 298 $ 89,272,667
=== ====================
* Multi-family dwellings are 2-family, 3-family and 4-family
8
<PAGE>
SIZES OF MORTGAGE LOANS
-----------------------
Outstanding Principal Number of Aggregate Principal
Balance by Loan Size Loans Balances Outstanding
- -------------------- --------- --------------------
$149,999 and under 5 $ 561,486
$150,000 through $199,999 8 1,452,253
$200,000 through $249,999 108 24,524,704
$250,000 through $299,999 72 19,754,675
$300,000 through $349,999 47 15,007,084
$350,000 through $399,999 24 8,927,261
$400,000 through $449,999 12 4,955,599
$450,000 through $499,999 7 3,316,295
$500,000 through $549,999 4 2,086,064
$550,000 through $599,999 3 1,696,625
$600,000 through $649,999 3 1,877,948
$650,000 through $699,999 0 0
$700,000 through $749,999 2 1,430,491
$750,000 through $799,999 0 0
$800,000 through $849,999 1 818,666
$850,000 through $899,999 0 0
$900,000 through $949,999 0 0
$950,000 through $999,999 0 0
$1,000,000,000 through $1,699,999 2 2,863,516
--- --------------------
Total 298 $ 89,272,667
=== ====================
9
<PAGE>
DISTRIBUTION OF MORTGAGE LOANS BY NOTE RATES
--------------------------------------------
Mortgage Loan Number of Aggregate Principal
Note Rate Loans Balances Outstanding
- ------------ --------- --------------------
6.125% - 6.50% 7 $ 1,665,584
6.51% - 7.00% 8 2,206,647
7.01% - 7.50% 34 11,488,354
7.51% - 8.00% 66 20,016,184
8.01% - 8.50% 76 23,619,070
8.51% - 9.00% 54 15,848,353
9.01% - 9.50% 19 5,756,301
9.51% - 10.00% 7 1,783,810
10.01% - 10.50% 9 2,294,439
10.51% - 11.00% 8 2,046,559
11.01% - 11.50% 9 2,256,473
11.51% - 11.75% 1 290,893
--- --------------------
Total 298 $ 89,272,667
=== ====================
DISTRIBUTION OF MORTGAGE LOANS BY LOAN-TO-VALUE RATIOS AT ORIGINATION
---------------------------------------------------------------------
Number of Aggregate Principal
Loan-to-Value Ratio Loans Balances Outstanding
- ------------------- --------- --------------------
65.00% and Below 49 $ 13,464,986
65.01% - 75.00% 74 25,554,094
75.01% - 80.00% 131 38,496,901
80.01% - 85.00% 8 2,018,675
85.01% - 90.00% 35 9,247,175
90.01% - 95.00% 1 490,836
95.01 & Up 0 0
--- --------------------
Total 298 $ 89,272,667
=== ====================
10
<PAGE>
GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
--------------------------------------------------------
Number of Aggregate Principal
State Loans Balances Outstanding
- ----- --------- --------------------
Arizona 1 220,638
Arkansas 1 284,226
California 127 37,805,131
Colorado 1 245,733
Connecticut 12 3,704,151
District of Columbia 3 913,711
Florida 21 6,848,187
Illinois 6 1,614,167
Indiana 1 221,056
Kansas 1 285,420
Maryland 7 1,700,865
Massachusetts 5 1,252,219
Missouri 2 477,011
Nevada 1 307,774
New Jersey 20 5,393,993
New Mexico 1 252,647
New York 57 17,805,928
North Carolina 2 558,487
Ohio 1 206,367
Oklahoma 3 774,616
Pennsylvania 3 753,570
South Carolina 1 260,779
Tennessee 1 219,512
Texas 11 4,775,889
Utah 1 221,199
Virginia 7 1,823,723
Washington 1 345,668
--- --------------------
Total 298 $ 89,272,667
=== ====================
11
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
CITICORP MORTGAGE SECURITIES, INC.
(Registrant)
By: /s/ Kathy Tilliwitz
--------------------
Kathy Tilliwitz
Vice President
Dated: June 29, 1998
12