13
===============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
|X| Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarter ended September 30, 1996
|_| Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Commission file number 0-20552
SMFC MORTGAGE SECURITIES CORPORATION
(Formerly Saxon Mortgage Securities Corporation)
(Exact name of registrant as specified in its charter)
Virginia 52-1739975
(State or other jurisdiction of incorporation) (I.R.S. Employer
Identification No.)
4880 Cox Road, Glen Allen, Virginia 23060
(Address of principal executive offices) (Zip Code)
(804) 967-5800
(Registrant's telephone number, including area code)
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 ninety days. |X| Yes [] No
As of October 31, 1996, the latest practicable date, there were 10,000 shares of
SMFC Mortgage Securities Corporation common stock outstanding.
The registrant meets the conditions set forth in General Instructions H(1)(a)
and (b) of Form 10-Q and is therefore filing this Form 10-Q with the reduced
disclosure format.
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<PAGE>
SMFC MORTGAGE SECURITIES CORPORATION
FORM 10-Q
INDEX
Page Number
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets at September 30, 1996 and
December 31, 1995 3
Notes to Unaudited Financial Statements 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 5
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 6
Item 5. Other Information 6
Item 6. Exhibits and Reports on Form 8-K 6
SIGNATURES 13
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
SMFC MORTGAGE SECURITIES CORPORATION
BALANCE SHEETS
(dollars in thousands)
<TABLE>
<CAPTION>
September December
30, 31,
1996 1995
------------ -----------
<S> <C> <C>
ASSETS
Cash $ 10 $ 10
======== ========
SHAREHOLDER'S EQUITY
Common Stock, no par value;
10,000 shares authorized, issued and $ 10 $ 10
outstanding
======== ========
</TABLE>
See notes to unaudited financial statements.
<PAGE>
SMFC MORTGAGE SECURITIES CORPORATION
NOTES TO UNAUDITED FINANCIAL STATEMENTS
September 30, 1996
NOTE 1 - - CONDENSED FINANCIAL STATEMENTS
The accompanying consolidated financial statements have been prepared in
accordance with the instructions to Form 10-Q and do not include all of the
information and notes required by generally accepted accounting principles for
complete financial statements. The financial statements include the accounts of
SMFC Mortgage Securities Corporation (the Company), formerly Saxon Mortgage
Securities Corporation. The Company is a wholly-owned subsidiary of SMFC Funding
Corporation (SMFC). The Company was organized to facilitate the securitization
of mortgage loans through the issuance and sale of mortgage participation
securities (Mortgage Securities) and mortgage-backed bonds (Bonds).
In the opinion of management, all adjustments considered necessary to present
fairly the financial position for the periods presented have been made. The
Balance Sheet as of September 30, 1996 is unaudited. The Balance Sheet at
December 31, 1995 has been taken from the audited financial statements as of
that date. The Mortgage Securities and Bonds and the related mortgage collateral
are excluded from the financial statements of the Company since the issuance of
these Mortgage Securities and Bonds has been accounted for by SMFC as a sale of
the associated mortgage collateral in accordance with generally accepted
accounting principles. Accordingly, the statements of operations, shareholder's
equity and cash flows for the three and nine months ended September 30, 1996 and
1995 have not been provided. For further information, refer to the audited
balance sheet and footnotes included in the Company's Form 10-K for the year
ended December 31, 1995.
SMFC has contracted with other companies to perform issuance and administrative
services for the securities issued under the Company's shelf registration
statements. All fees and related expenses in connection with these services are
recorded in the financial statements of SMFC.
NOTE 2 - - CHANGE OF COMPANY NAME
Effective April 29, 1996, the Company changed its name from Saxon Mortgage
Securities Corporation to SMFC Mortgage Securities Corporation.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
SMFC Mortgage Securities Corporation (the Company), formerly Saxon Mortgage
Securities Corporation, was incorporated in Virginia on July 8, 1992 as a
wholly-owned, limited-purpose financing subsidiary of SMFC Funding Corporation,
a Virginia corporation (SMFC). SMFC is a wholly-owned subsidiary of SMFC
Holding, Inc. SMFC Holding, Inc. is consolidated with Resource Mortgage Capital,
Inc. (RMC) for financial reporting purposes. The Company changed its name to
SMFC Mortgage Securities Corporation effective April 29, 1996.
The Company was organized to facilitate the securitization of mortgage loans
through the issuance and sale of collateralized mortgage obligations (the Bonds)
and certificates of participation (Mortgage Securities). The Bonds will be
issued pursuant to an indenture or indentures and will be secured by one or more
of the following: mortgage loans, Federal National Mortgage Association
Mortgage-Backed Certificates, insurance policies, and various accounts and funds
(collectively, the Collateral). The Collateral for a series of Bonds will be
pledged to a trustee. The Mortgage Securities will represent a percentage
interest in a pool of Collateral purchased by a trust established by the
Company.
After payment of the expenses of an offering and certain administrative
expenses, the net proceeds from an offering of Bonds or Mortgage Securities will
be used to purchase Collateral from SMFC, the Company (in the case of Mortgage
Securities issued by a trust) or various third parties. SMFC, its affiliates and
the Company can be expected to use the proceeds to reduce indebtedness incurred
to obtain such loans or to acquire additional Collateral.
After the issuance of a series of Bonds, the Company may sell the Collateral
securing that series of Bonds, subject to the lien of the Bonds.
The Mortgage Securities and Bonds and the related Collateral are excluded from
the financial statements of the Company since the issuance of these Mortgage
Securities and Bonds has been accounted for by SMFC as a sale of the associated
Collateral in accordance with generally accepted accounting principles.
During the nine months ended September 30, 1996, the Company issued no Mortgage
Securities or Bonds on behalf of SMFC.
At September 30, 1996, the Company had securities of $1.4 billion remaining for
issuance under a registration statement filed with the Securities and Exchange
Commission. Securities sold through private placements by the Company do not
reduce the amount available under the shelf registration statements.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings:
None.
Item 5. Other Information:
None.
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibits
3.1 Articles of Incorporation of the Registrant (Incorporated herein
by reference to the Exhibits to Registrant's Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).
3.2 By-Laws of the Registrant (Incorporated herein by reference to
the Exhibits to Registrant's Registration Statement No. 33-49520
on Form S-11 filed July 10, 1992).
4.1 Form of Trust Agreement dated July 1, 1992, (Incorporated herein by
reference to Exhibits to Registrant's Registration Statement No.
33-49520 on Form S-11 filed July 10, 1992).
4.2 Standard Terms to Trust Agreement dated July 1, 1992 (Incorporated
herein by reference to the Exhibits to Registrant's Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).
4.3 Copy of Series 1992-1 Trust Agreement dated as of August 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed September 4, 1992).
4.4 Copy of Series 1992-2 Trust Agreement dated as of September 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed October 14, 1992).
4.5 Copy of Series 1992-3 Trust Agreement dated as of October 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed November 6, 1992).
4.6 Copy of Series 1992-4 Trust Agreement dated as of November 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed December 7, 1992).
4.7 Copy of Series 1992-6 Trust Agreement dated as of December 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed January 7, 1993).
4.8 Copy of Series 1993-1 Trust Agreement dated as of January 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed February 8, 1993).
4.9 Copy of Series 1993-2 Trust Agreement dated as of February 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed March 9, 1993).
4.10 Copy of Series 1993-3 Trust Agreement dated as of February 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed March 11, 1993).
4.11 Copy of Series 1993-4 Trust Agreement dated as of May 1, 1993, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein
by reference to Exhibit to the Registrant's Current Report on Form
8-K, filed June 3, 1993).
4.12 Copy of Series 1993-5 Trust Agreement dated as of May 1, 1993, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein
by reference to Exhibit to the Registrant's Current Report on Form
8-K, filed June 7, 1993).
4.13 Copy of Series 1993-6 Trust Agreement dated as of June 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed July 8, 1993).
4.14 Copy of the Series 1993-7 Trust Agreement dated as of July 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed August 6, 1993).
4.15 Copy of the Series 1993-8 Trust Agreement dated as of August 1,
1993, among Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 3, 1993).
4.16 Standard Terms to Trust Agreement, dated August 1, 1993
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 3, 1993).
4.17 Copy of the Series 1993-9 Trust Agreement dated as of September 1,
1993, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed October 8, 1993).
4.18 Copy of the Series 1993-10 Trust Agreement dated as of October 1,
1993, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed November 1, 1993).
4.19 Copy of the Series 1993-11 Trust Agreement dated as of December 1,
1993, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed January 7, 1994).
4.20 Copy of the Series 1994-1 Trust Agreement dated as of December 1,
1993, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed January 24, 1994).
4.21 Copy of the Series 1994-2 Trust agreement dated as of January 1,
1994, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on form 8-K, filed February 10, 1994).
4.22 Copy of the Series 1994-3 Trust Agreement dated as of February 1,
1994, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed March 3, 1994).
4.23 Copy of the Series 1994-5 Trust Agreement dated as of March 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed April 12, 1994).
4.24 Copy of the Series 1994-4 Trust Agreement dated as of March 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed April 13, 1994).
4.25 Copy of the Series 1994-2 First Amendment to Trust Agreement dated
as of March 15, 1994, among the Registrant, Ryland Mortgage Company,
as Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed May 5, 1994).
4.26 Copy of the Series 1994-6 Trust Agreement dated as of April 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed May 12, 1994).
4.27 Copy of the Series 1994-4 First Amendment to Trust Agreement dated
as of April 15, 1994, among the Registrant, Ryland Mortgage Company,
as Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed May 18, 1994).
4.28 Copy of the Series 1994-7 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed July 11, 1994).
4.29 Copy of the Series 1994-8 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed July 12, 1994).
4.30 Copy of the Series 1994-9 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed July 12, 1994).
4.31 Copy of the Series 1994-7 First Amendment to Trust Agreement, dated
as of August 1, 1994, by and among the Registrant, Ryland Mortgage
Company, as Master Servicer, and Texas Commerce Bank National
Association, as Trustee (Incorporated herein by reference to the
Exhibits to the Registrant's Current Report on
Form 8-K, filed September 12, 1994).
4.32 Copy of the Series 1994-10 Trust Agreement, dated as of August 1,
1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 13, 1994).
4.33 Standard Terms to Trust Agreement (August 1994 Edition)
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 13, 1994).
4.34 Copy of the Series 1994-2 Second Amendment to Trust Agreement dated
as of September 27, 1994, among the Registrant, Ryland Mortgage
Company, as Master Servicer, and Texas Commerce Bank National
Association, as Trustee (Incorporated herein by reference to the
Exhibits to the Registrant's Current Report on
Form 8-K, filed October 5, 1994).
4.35 Copy of the Series 1993-10 First Amendment to Trust Agreement, dated
as of October 7, 1994, by and among the Registrant, Ryland Mortgage
Company, as Master Servicer, and Texas Commerce Bank National
Association, as Trustee (Incorporated herein by reference to the
Exhibits to the Registrant's Current Report on
Form 8-K, filed October 13, 1994).
4.36 Copy of the Series 1994-11 Trust Agreement, dated as of October 1,
1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed November 10, 1994).
4.37 Standard Terms to Trust Agreement (Pool Insurance) (October 1994
Edition) (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed November 10, 1994).
4.38 Copy of the Series 1993-8 First Amendment to Trust Agreement, dated
as of November 1, 1994, by and among the Registrant, Ryland Mortgage
Company, as Master Servicer, and Texas Commerce Bank National
Association, as Trustee (Incorporated herein by reference to the
Exhibits to the Registrant's Current Report on
Form 8-K, filed December 15, 1994).
4.39 Copy of the Series 1994-4 Second Amendment to Trust Agreement, dated
as of November 1, 1994, by and among the Registrant, Ryland Mortgage
Company, as Master Servicer, and Texas Commerce Bank National
Association, as Trustee (Incorporated herein by reference to the
Exhibits to the Registrant's Current Report on
Form 8-K, filed December 15, 1994).
4.40 Copy of the Series 1994-12 Trust Agreement, dated as of December 1,
1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed January 11, 1995).
4.41 Copy of the Series 1994-12 Trust Agreement, dated as of December 1,
1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed January 13, 1995).
4.42 Copy of the Series 1995-1 Trust Agreement, dated as of March 1,
1995, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed April 7, 1995).
4.43 Copy of the September 1995 Edition of Standard Terms to Trust
Agreement (with Servicing Agreement for Credit Sensitive Loans)
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed October 12, 1995).
4.44 Copy of the Series 1995-2 Trust Agreement, dated as of September 1,
1995, by and among the Registrant, Resource Mortgage Capital, Inc.,
as Master Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed October 12, 1995).
4.45 Copy of the Series 1992-1 First Amendment to Trust Agreement, dated
as of December 1, 1995, by and among the Registrant, Norwest Bank
Minnesota, N.A., as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K,
filed January 11, 1996).
4.46 Copy of the Series 1992-2 First Amendment to Trust Agreement, dated
as of December 1, 1995, by and among the Registrant, Norwest Bank
Minnesota, N.A., as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K filed
January 11, 1996).
4.47 Copy of the Series 1992-3 First Amendment to Trust Agreement, dated
as of December 1, 1995, by and among the Registrant, Norwest Bank
Minnesota, N.A., as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K,
filed January 11, 1996).
4.48 Copy of the Series 1992-4 First Amendment to Trust Agreement, dated
as of December 1, 1995, by and among the Registrant, Norwest Bank
Minnesota, N.A., as Master Servicer, and Texas Commerce Bank
National Association, as trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K,
filed January 11, 1996).
99.1 Standard Provisions to Servicing Agreement (November 1989
Edition) (Incorporated herein by reference to the Exhibits to
Registrant's Registration Statement No. 33-49520 on Form S-11
filed July 10, 1992).
99.2 Form of Pool Insurance Policy issued by PMI Mortgage Insurance
Company (Incorporated herein by reference to the Exhibits to
Registrant's Registration Statement No. 33-49520 on Form S-11
filed July 10, 1992).
99.3 Form of Pool Insurance Policy issued by General Electric Mortgage
Insurance Company (Incorporated herein by reference to the
Exhibits to Registrant's Registration Statement No. 33-49520 on
Form S-11 filed July 10, 1992).
99.4 Standard Provisions to Servicing Agreement (December 1992
Edition) (Incorporated herein by reference to the Exhibits to
Registrant's Registration Statement No. 33-57204 on Form S-11
filed January 21, 1993).
99.5 Copy of the Support Fund Agreement, dated as of June 29, 1994
between Texas Commerce Bank National Association, as Trustee, and
Texas Commerce Bank National Association, as Custodian (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed July 11, 1994).
99.6 Copy of the Support Fund Agreement, dated as of October 27, 1994 by
and between SHF Corp. and Texas Commerce Bank National Association,
as Support Fund Trustee (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed November 10,
1994).
99.7 Copy of Financial Guaranty Insurance Policy No. 50304-N issued by
Financial Security Assurance Inc., dated June 29, 1994, with respect
to the Series 1994-7 Securities (Incorporated herein by reference to
Exhibit to the Registrant's Current Report on Form 10-K, filed March
21, 1995).
99.8 Copy of Financial Guaranty Insurance Policy No. 50306-N issued by
Financial Security Assurance Inc., dated June 28, 1994, with respect
to the Series 1994-9 Securities (Incorporated herein by reference to
Exhibit to the Registrant's Current Report on Form 10-K, filed March
21, 1995).
99.9 Copy of Financial Guaranty Insurance Policy No. 50326-N issued by
Financial Security Assurance Inc., dated October 27, 1994, with
respect to the Series 1994-11 Securities (Incorporated herein by
reference to Exhibit to the Registrant's Current Report on Form
10-K, filed March 21, 1995).
99.10 Copy of Security Insurance Policy No. 94010674 issued by Financial
Guaranty Insurance Company, dated December 28, 1994, with respect to
the Series 1994-12 Securities (Incorporated herein by reference to
Exhibit to the Registrant's Current Report on Form 10-K, filed March
21, 1995).
99.11 Copy of Financial Guaranty Insurance Policy No. 50360-N issued by
Financial Security Assurance Inc., dated March 29, 1995, with
respect to the Series 1995-1 Securities (Incorporated herein by
reference to Exhibit to the Registrant's Current Report on Form 8-K,
filed April 7, 1995).
99.12 Copy of Financial Security Insurance Policy No. 50398A-N issued by
Financial Security Assurance Inc., together with Endorsements,
relating to the Series 1995-2 Class 1A-2 Securities (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed October 12, 1995).
99.13 Copy of Financial Security Insurance Policy No. 50398A-N issued by
Financial Security Assurance Inc., together with Endorsements,
relating to the Series 1995-2 Class 1A-3 Securities (Incorporated
herein by reference to Exhibit to the Registrant's Current Report on
Form 8-K, filed October 12, 1995).
99.14 Copy of the Meritech Servicing Agreement dated September 1, 1995
(Incorporated herein by reference to Exhibit to the Registrant's
Current Report on Form 8-K, filed October 12, 1995).
99.15 Copy of the Standard Terms to Meritech Servicing Agreement for Saxon
Mortgage Securities Corporation, September 1995 Edition
(Incorporated herein by reference to Exhibit to the Registrant's
Current Report on Form 8-K, filed October 12, 1995).
99.16 Copy of the Saxon Mortgage, Inc. Servicing Guide for Credit
Sensitive Loans, February 1995 Edition (Incorporated herein by
reference to Exhibit to the Registrant's Current Report on Form
8-K, filed October 12, 1995).
(b) Reports on Form 8-K
None.
.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SMFC MORTGAGE SECURITIES CORPORATION
By: /s/ Lynn K. Geurin
Lynn K. Geurin
(Principal Executive Officer)
/s/ Stephen J. Benedetti
Stephen J. Benedetti
(Principal Financial &
Accounting Officer)
Dated: November 14, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000889472
<NAME> SMFC Mortgage Securities Corporation
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jul-01-1996
<PERIOD-END> Sep-30-1996
<CASH> 10
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 10
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 10
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 10
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 10
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<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>
