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: May 28, 1998
(Date of earliest event reported)
CITICORP MORTGAGE SECURITIES, INC.
(Packager and Servicer)
(Issuer in Respect of the REMIC Pass-Through Certificates, Series 1998-3)
(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 1998-3
----------------------------------------------
May 28, 1998
DETAILED DESCRIPTION OF THE MORTGAGE POOL
-----------------------------------------
AND THE MORTGAGED PROPERTIES (1)
--------------------------------
On May 28, 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 May 1, 1998) as of May 1, 1998 of $229,663,283.58. 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 $11,483,164.18.
Information below is provided with respect to all Mortgage Loans included in the
Mortgage Pool.
The total number of Mortgage Loans as of May 1, 1998 was 663. The weighted
average Note Rate of the Mortgage Loans as of May 1, 1998 was 7.354%. The
weighted average remaining term to stated maturity of the Mortgage Loans as of
May 1, 1998 was 355.61 months. All Mortgage Loans have original maturities of at
least 20 but no more than 30 years. None of the Mortgage Loans were originated
prior to May 1, 1995 or after May 1, 1998.
None of the Mortgage Loans has a scheduled maturity later than May 1,
2028. Each Mortgage Loan has an original principal balance of not less than
$32,700 nor more than $1,000,000. Mortgage Loans having an aggregate Adjusted
Balance of $12,688,262 as of May 1, 1998 had loan-to-value ratios at origination
in excess of 80%, but no Mortgage Loans had loan-to-value ratios in excess of
95%. The weighted average loan-to-value ratio at origination of the Mortgage
Loans as of May 1, 1998 was 70.1%. No more than $2,485,987 of the Mortgage Loans
are secured by Mortgaged Properties located in any one zip code. At least 97%(2)
of the Mortgage Loans 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 1%(2) of the Mortgage Loans are secured by
investment properties.
At least 99% of the Mortgage Loans will be Mortgage Loans originated using
loan underwriting policies which require, among other things, proof of income
and liquid assets and telephone verification of employment, or are refinanced
Mortgage Loans originated using alternative or streamlined underwriting
- ------------
(1) Capitalized terms used herein and not otherwise defined have the meaning
assigned thereto in the Prospectus Supplement dated May 22, 1998 and the
Prospectus, dated May 22, 1998, (collectively, the "Prospectus"), relating to
the REMIC Pass-Through Certificates, Series 1998-3.
(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>
policies. No more than 74% of the Mortgage Loans will be refinanced Mortgage
Loans originated using alternative or streamlined underwriting policies. See
"Loan Underwriting Policies and Loss and Delinquency Considerations" in the
Prospectus.
All of the Mortgage Loans which had loan-to-value ratios greater than 80%
at origination had primary mortgage insurance as of such date.
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 was $12,163,146.28 and $217,500,137.30, respectively. The
weighted average Note Rate of the Discount Mortgage Loans and the Premium
Mortgage Loans, as of the Cut-off Date, was 6.810% and 7.385%, respectively. The
weighted average remaining term to stated maturity of the Discount Mortgage
Loans and the Premium Mortgage Loans, as of the Cut-off Date, was 358.67 months
and 355.44 months, respectively.
The Special Hazard Loss Amount as of May 1, 1998 was $2,485,986.78.
The Fraud Loss Amount as of May 1, 1998 was $2,296,632.84.
The Bankruptcy Loss Amount as of May 1, 1998 was $100,000.00.
The aggregate Initial Stated Amount of the Class A CitiCertificates as of
May 1, 1998 was $220,476,751.31.
The aggregate Initial Stated Amount of the Class M CitiCertificates as of
May 1, 1998 was $4,248,770.00.
The aggregate Initial Stated Amount of the Class B-1 CitiCertificates as
of May 1, 1998 was $1,837,306.00.
The aggregate Initial Stated Amount of the Class B-2 CitiCertificates as
of May 1, 1998 was $1,033,484.00.
The aggregate Initial Stated Amount of the Class B-3 CitiCertificates as
of May 1, 1998 was $918,653.00.
The aggregate Initial Stated Amount of the Class B-4 CitiCertificates as
of May 1, 1998 was $459,326.00.
The aggregate Initial Stated Amount of the Class B-5 CitiCertificates as
of May 1, 1998 was $688,993.27.
The Subordinated CitiCertificate Percentage is 4.000000403547%.*
The Class M Subordination Percentage is 2.150000728471%.*
The Class B-1 Subordination Percentage is 1.350000845442%.*
The Class B-2 Subordination Percentage is 0.900001183376%.*
The Class B-3 Subordination Percentage is 0.500001241862%.*
The Class B-4 Subordination Percentage is 0.300001488815%.*
_________________
* 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 as
of May 1, 1998.
YEARS OF ORIGINATION OF MORTGAGE LOANS
Number of Aggregate Principal
Year Originated Loans Balances Outstanding
- --------------- ----- --------------------
1995 7 $ 2,048,810
1996 9 2,948,842
1997 21 5,911,761
1998 626 218,753,871
--- --------------
Total 663 $ 229,663,284
=== ==============
TYPES OF DWELLINGS SUBJECT TO MORTGAGE LOANS
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------- ----- --------------------
Detached houses 610 $ 211,906,168
Multi-family Dwellings* 8 3,345,841
Townhouses 8 2,394,996
Condominium Units (one
to four stories high) 17 5,780,618
Condominium Units (over
four stories high) 6 2,366,043
Cooperative Units 14 3,869,618
--- --------------
Total 663 $ 229,663,284
=== ==============
NUMBER OF UNITS IN DWELLINGS SUBJECT TO MORTGAGE LOANS
Type of Number of Aggregate Principal
Dwelling Unit Loans Balances Outstanding
- ------------- ----- --------------------
1-family 655 $ 226,317,443
2-family 6 2,559,008
3-family 2 786,833
--- --------------
Total 663 $ 229,663,284
=== ==============
- ------------
* 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 7 $ 706,567
$150,000 through $199,999 2 373,782
$200,000 through $249,999 79 19,079,410
$250,000 through $299,999 225 61,904,580
$300,000 through $349,999 112 36,584,026
$350,000 through $399,999 85 31,731,720
$400,000 through $449,999 51 21,515,254
$450,000 through $499,999 36 17,230,153
$500,000 through $549,999 18 9,452,553
$550,000 through $599,999 26 15,071,648
$600,000 through $649,999 8 5,049,859
$650,000 through $699,999 6 4,176,733
$700,000 through $749,999 2 1,447,759
$750,000 through $799,999 1 774,815
$800,000 through $849,999 1 845,307
$850,000 through $899,999 2 1,732,350
$900,000 through $949,999 0 0
$950,000 through $999,999 2 1,986,768
--- --------------
Total 663 $ 229,663,284
=== ==============
5
<PAGE>
DISTRIBUTION OF MORTGAGE LOANS BY NOTE RATES
Mortgage Loan Number of Aggregate Principal
Note Rate Loans Balances Outstanding
- --------- ----- --------------------
6.25% - 6.50% 1 $ 439,583
6.51% - 7.00% 80 28,699,593
7.01% - 7.50% 470 164,385,270
7.51% - 8.00% 107 34,445,683
8.01% - 8.50% 5 1,693,155
--- --------------
Total 663 $ 229,663,284
=== ==============
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 162 $ 62,461,689
65.01% - 75.00% 210 72,691,735
75.01% - 80.00% 248 81,821,599
80.01% - 85.00% 12 3,577,309
85.01% - 90.00% 30 8,852,749
90.01% - 95.00% 1 258,203
--- --------------
Total 663 $ 229,663,284
=== ==============
6
<PAGE>
GEOGRAPHIC DISTRIBUTION OF MORTGAGED PROPERTIES BY STATE
Number of Aggregate Principal
State Loans Balances Outstanding
- ----- ----- --------------------
Alabama 5 $ 1,994,107
Arizona 4 1,322,809
Arkansas 2 684,466
California 306 110,297,523
Colorado 6 2,675,846
Connecticut 28 9,274,045
District of Columbia 7 2,002,840
Florida 10 3,386,578
Georgia 22 7,223,122
Hawaii 1 494,341
Illinois 13 5,186,434
Indiana 1 281,791
Iowa 2 613,815
Kansas 1 274,746
Maryland 28 8,958,858
Massachusetts 12 4,538,007
Michigan 3 807,228
Minnesota 1 365,298
Mississippi 2 473,785
Missouri 2 548,177
Nevada 5 1,355,511
New Jersey 34 10,429,636
New Mexico 8 2,787,592
New York 75 26,183,393
North Carolina 21 6,653,647
Ohio 4 1,440,917
Oregon 4 1,317,719
Pennsylvania 2 646,096
Rhode Island 1 363,984
South Carolina 9 2,924,292
Tennessee 2 618,252
Texas 6 1,799,833
Utah 2 532,596
Virginia 33 10,962,785
Wisconsin 1 243,215
--- --------------
Total 663 $ 229,663,284
=== ==============
7
<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/ John H. Outland
------------------------------
John H. Outland
Senior Vice President
Dated: May 28, 1998
8
