SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 1
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] *
For the fiscal year ended December 31, 1995
| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File No.: 33-76072-02
Securitized Asset Sales, Inc. Mortgage Pass-Through Certificates,
Series PHM/1995-3 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)
52-1945659, 52-1945658
(I.R.S. Employer Identification No.)
c/o Firstar Trust Company
615 East Michigan Street
Lewis Center, 4th Floor
Milwaukee, WI 53202
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code (414)-765-5000
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
* Previously paid with the Original Form 10-K.
This Amendment No. 1 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 29,
1996, by Securitized Asset Services Corporation (the "Reporting Person"),
on behalf of Securitized Asset Sales, Inc., Mortgage Pass-Through
Certificates, Series PHM/1995-3 Trust (the "Trust"), established pursuant
to a Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") among Securitized Asset Sales, Inc. (the "Company"), as
depositor, a trustee and a master servicer (or, if applicable, a servicer)
and in some instances, a certificate administrator, pursuant to which the
Securitized Asset Sales, Inc., Mortgage Pass-Through Certificates, Series
PHM/1995-3 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
In accordance with the no action letter from the Office of Chief
Counsel of the Division of Corporate Finance, Securities and
Exchange Commission dated May 11, 1994 (the "No Action Letter"),
the following exhibits are or will be provided:
99.1 Annual Report of Independent Public Accountants as to
master servicing activities or servicing activities, as
applicable, of:
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F2>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(h) PNC Mortgage Corp. of America, as Servicer <F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
99.2 Report of Management as to Compliance with Minimum
Servicing Standards
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F2>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(h) PNC Mortgage Corp. of America, as Servicer <F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
99.3 Annual Statement of Compliance with obligations under the
Pooling and Servicing Agreement or servicing agreement, as
applicable, of:
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F1>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(h) PNC Mortgage Corp. of America, as Servicer <F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
(b) On December 11, 1995, a report on Form 8-K was filed by the
Company in order to provide the Pooling and Servicing Agreement
for the Certificates.
On November 8, 1995, and December 6, 1995, reports on Form 8-K
were filed by the Company in order to provide
the statements for the monthly distributions to holders of the
Certificates. No other reports on Form 8-K have been filed
during the last quarter of the period covered by this report.
(c) Omitted pursuant to the No Action Letter.
(d) Omitted pursuant to the No Action Letter.
<F1> Pursuant to the No Action Letter, 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 the Original Form 10-K;
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.
<F2> Filed herewith.
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:
SECURITIZED ASSET SALES, INC., MORTGAGE PASS-THROUGH CERTIFICATES,
SERIES PHM/1995-3 TRUST
By: NORWEST BANK MINNESOTA, N.A.,
as Master Servicer
By: /s/Sherri J. Sharps, as attorney-in-fact
By: Sherri J. Sharps, as attorney-in-fact
Title: Vice President -- Securities Administration Services
Dated: August 30, 1996
EXHIBIT INDEX
Exhibit No.
99.1 Annual Report of Independent Public Accountants as to master
servicing activities or servicing activities, as applicable.
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F2>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) PNC Mortgage Corp. of America, as Servicer <F2>
(h) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
99.2 Report of Management as to Compliance with Minimum Servicing
Standards
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F2>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) PNC Mortgage Corp. of America, as Servicer <F2>
(h) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
99.3 Annual Statement of Compliance with obligations under the Pooling and
Servicing Agreement or servicing agreement, as applicable.
(a) American Home Funding, Inc., as Servicer<F2>
(b) BancBoston Mortgage Corporation, as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F1>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) GMAC Mortgage Corporation of PA, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) PNC Mortgage Corp. of America, as Servicer <F2>
(h) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(i) SunTrust Mortgage, Inc., as Servicer<F2>
<F1> Pursuant to the No Action Letter, 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 the Original Form 10-K;
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.
<F2> Filed herewith.
(logo)KPMG Peat Marwick LLP
Suite 1900
1021 East Cary Street
Richmond, VA 23219-4023
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Stockholder
American Home Funding, Inc.:
We have examined management's assertion about American Home Funding, Inc.'s
compliance with the minimum servicing standards identified in the Mortgage
Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS (USAP) as of and for the year ended November 30, 1995
included in the accompanying management assertion. Management is
responsible for American Home Funding, Inc.'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 American Home Funding
Inc.'s compliance with the minimum servicing standards 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 American Home
Funding Inc.'s compliance with the minimum servicing standards.
In our opinion, management's assertion that American Home Funding, Inc.
complied with the aforementioned minimum servicing standards as of and for
the year ended November 30, 1995 is fairly stated, in all material
respects.
/s/KPMG Peat Marwick LLP
January 3, 1996
(logo)Member Firm of
Klynveld Peat Marwick Goerdeler
(logo)
Coopers Coopers & Lybrand L.L.P.
& Lybrand a professional services firm
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors of
BancBoston Mortgage Corporation
We have examined management's assertion about BancBoston Mortgage
Corporation's compliance with the minimum servicing standards identified in
the Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION
PROGRAM MORTGAGE BANKERS (USAP) as of and for the year ended December 31,
1995 included in the accompanying management assertion. Management is
responsible for BancBoston Mortgage Corporation'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 BancBoston Mortgage
Corporation's compliance with the minimum servicing standards 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
BancBoston Mortgage Corporation's compliance with the minimum servicing
standards.
In our opinion, management's assertion that BancBoston Mortgage Corporation
complied with the aforementioned minimum servicing standards as of and for
the year ended December 31, 1995 is fairly stated, in all material
respects.
/s/Coopers & Lybrand L.L.P.
Jacksonville, Florida
March 22, 1996
Coopers & Lybrand L.L.P., a registered limited liability partnership. is a
member firm of Coopers & Lybrand (International).
(logo)ERNST & YOUNG LLP
1400 Pillsbury Center Phone: 612 343 1000
Minneapolis, Minnesota 55402
INDEPENDENT AUDITORS' REPORT ON MANAGEMENT'S ASSERTION ON
COMPLIANCE WITH MINIMUM SERVICING STANDARDS SET FORTH IN THE
UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
The Shareholder and Board of Directors
FBS Mortgage Corporation
We have examined management's assertion that FBS Mortgage Corporation
(FBSMC) 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,
1995, included in the accompanying report titled REPORT OF MANAGEMENT.
Management is responsible for FBSMC's compliance with those requirements.
Our responsibility is to express an opinion on management's assertion about
FBSMC'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 FBSMC'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 FBSMC's compliance with specified requirements.
In our opinion, management's assertion that FBSMC complied with the
aforementioned requirements during the year ended December 31, 1995 is
fairly stated, in all material respects.
/s/Ernst & Young LLP
February 29, 1996
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors of
First Town Mortgage Corporation:
We have examined management's assertion about FIRST TOWN MORTGAGE
CORPORATION (a Georgia corporation) AND SUBSIDIARY's compliance with the
minimum servicing standards identified in the Mortgage Bankers Association
of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
("USAP") and that the Company had in effect a fidelity bond and errors and
omissions policy in the amount of $2,275,000 as of and for the year ended
November 30,1995, included in the accompanying management assertion letter.
Management is responsible for the Company's compliance with those minimum
servicing standards and for maintaining a fidelity bond and errors and
omissions policy. Our responsibility is to express an opinion on
management's assertion about the entity's compliance with the minimum
servicing standards and maintenance of a fidelity bond and errors and
omissions policy 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 the minimum servicing standards 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 the minimum servicing standards.
In our opinion, management's assertion that First Town Mortgage Corporation
complied with the aforementioned minimum servicing standards and that the
Company had in effect a fidelity bond and errors and omissions policy in
the amount of $2,275,000 as of and for the year ended November 30,1995 is
fairly stated in all material respects.
/s/Arthur Andersen LLP
Atlanta, Georgia
January 19,1996
Deloitte &
Touche LLP
(logo) Twenty-Fourth Floor Telephone: (215) 246-2300
1700 Market Street Facsimile: (215) 569-2441
Philadelphia, Pennsylvania 19103-3984
INDEPENDENT ACCOUNTANTS' REPORT
To the Board of Directors
GMAC Mortgage Corporation of PA
We have examined management's assertion about GMAC Mortgage Corporation of
PA's (the "Company") compliance with the minimum servicing standards
identified in the Mortgage Bankers Association of America's UNIFORM SINGLE
ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP) as of and for the ten-month
period ended October 31, 1995 included in the accompanying management
assertion. Management is responsible for GMAC Mortgage Corporation of PA's
compliance with those standards. 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 GMAC Mortgage
Corporation of PA's compliance with the minimum servicing standards 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
GMAC Mortgage Corporation of PA's compliance with the minimum servicing
standards.
In our opinion, management's assertion that except for noncompliance with
item I(1) of USAP, GMAC Mortgage Corporation of PA complied with the
aforementioned minimum servicing standards as of and for the ten months
ended October 31, 1995, as described in management's report, is fairly
stated in all material respects.
/s/Deloitte & Touche LLP
February 16, 1996
Deloitte Touche
Tohmatsu
International (logo)
(logo)ERNST & YOUNG LLP
1300 Huntington Building Phone: 216 861 5000
925 Euclid Avenue
Cleveland, Ohio 44115-1405
REPORT OF INDEPENDENT ACCOUNTANTS ON MANAGEMENT'S ASSERTION ON COMPLIANCE
WITH MINIMUM SERVICING STANDARDS SET FORTH IN THE
UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
Board of Directors
National City Mortgage Co.
We have examined management's assertion that National City Mortgage Co.
(NCM) 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,
1995, included in the accompanying report titled REPORT OF MANAGEMENT.
Management is responsible for NCM's compliance with those requirements.
Our responsibility is to express an opinion on management's assertion about
NCM'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 NCM'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 NCM's compliance with specified requirements.
In our opinion, management's assertion that NCM complied with the
aforementioned requirements during the year ended December 31, 1995 is
fairly stated, in all material respects.
/s/Ernst & Young LLP
January 18, 1996
Ernst & Young LLP is a member of Ernst & Young International, Ltd.
Deloitte &
Touche LLP
(logo) Two Hilton Court
P.O. Box 319
Parsippany, New Jersey 07054-0319
Telephone: (201) 631-7000
Facsimile: (201) 631-7459
INDEPENDENT ACCOUNTANTS' REPORT ON THE UNIFORM SINGLE ATTESTATION
PROGRAM FOR MORTGAGE BANKERS
Board of Directors
The Prudential Home Mortgage Company, Inc.
Frederick, Maryland
We have examined management's assertion about the compliance of
The Prudential Home Mortgage Company, Inc., and subsidiaries (the
Company) with the minimum servicing standards identified in the
Mortgage Bankers Association of America's UNIFORM SINGLE
ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP) as of and for the
year ended December 31, 1995, included in the accompanying
management assertion. Management is responsible for the
Company'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 Company's compliance with the minimum servicing standards 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
the minimum servicing standards.
In our opinion, management's assertion that The Prudential Home
Mortgage Company, Inc., and subsidiaries complied with the
aforementioned minimum servicing standards as of and for the year
ended December 31, 1995, is fairly stated, in all material
respects.
/s/Deloitte & Touche LLP
March 22, 1996
Deloitte Touche
Tohmatsu
International (logo)
(logo)ERNST & YOUNG LLP
One Oxford Centre
Pittsburgh, Pennsylvania 15219
Phone: 412 644 7800
REPORT OF INDEPENDENT ACCOUNTANTS ON MANAGEMENT'S ASSERTION ON COMPLIANCE
WITH THE MINIMUM SERVICING STANDARDS SET FORTH IN THE UNIFORM SINGLE
ATTESTATION PROGRAM FOR MORTGAGE BANKERS
Audit Committee
PNC Bank Corp.
We have examined management's assertion that PNC Mortgage Corp.
of America (PNCMCA), a wholly owned subsidiary of PNC Bank Corp.,
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, 1995, included in the accompanying report
titled REPORT OF MANAGEMENT. Management is responsible for
PNCMCA's compliance with those requirements. Our responsibility
is to express an opinion on management's assertion about PNCMCA'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
PNCMCA'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 PNCMCA's compliance with specified requirements.
In our opinion, management's assertion that except for the
noncompliance with the minimum servicing standard for custodial
bank accounts, PNCMCA complied with the aforementioned
requirements during the year ended December 31, 1995 is fairly
stated, in all material respects.
As discussed in management's assertion, the following material
noncompliance occurred at PNCMCA during the year ended December
31, 1995.
During 1995, a conversion of the servicing system and
consolidation of the investor accounting function was performed.
This resulted in certain investor accounts not being reconciled
within the time frame as outlined in the USAP during the period
of conversion/consolidation. The situation was address and all
investor accounts were reconciled in accordance with the USAP at
December 31, 1995. However, at year-end there were some
reconciling items in certain clearing accounts that had not
cleared within the 90 day time frame. Management continues to
monitor and clear these items.
/S/ Ernst & Young LLP
February 8, 1996
Ernst & Young LLP is a member of Ernst & Young International,Ltd.
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors of
SunTrust Mortgage, Inc.:
We have examined management's assertion about SUNTRUST MORTGAGE,
INC.'S compliance with the minimum servicing standards identified
in the Mortgage Bankers Association of America's UNIFORM SINGLE
ATTESTATION PROGRAM FOR MORTGAGE BANKS ("USAP") and that the
Company had in effect a fidelity bond and errors and omissions
policy in the amounts of $105,000,000 and $12,000,000,
respectively, as of and for the year ended December 31, 1995,
included in the accompanying management assertion. Management is
responsible for the Company's compliance with those minimum
servicing standards and for maintaining a fidelity bond and
errors and omissions policy. Our responsibility is to express an
opinion on management's assertion about the entity's compliance
with the minimum servicing standards and maintenance of a
fidelity bond and errors and omissions policy 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 the minimum servicing standards 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
the minimum servicing standards.
In our opinion, management's assertion that the Company complied
with the aforementioned minimum servicing standards and that the
Company had in effect a fidelity bond and errors and omissions
policy in the amounts of $105,000,000 and $12,000,000,
respectively, as of and for the year ended December 31, 1995 is
fairly stated in all material respects.
/s/ Arthur Andersen LLP
Atlanta, Georgia
February 2, 1996
(logo)American Home Funding
A subsidiary of Rochester Community Savings Bank
January 3, 1996
KPMG Peat Marwick
1021 East Cary Street
Suite 1900
Richmond, VA 23219
Dear Sirs:
As of and for the year ended November 30, 1995, American Home Funding, Inc.
has complied in ail 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 this same period,
American Home Funding, Inc. had in effect fidelity bond and errors and
omissions policies in the amount of $10,000,000 per loss each.
/s/Paul S. Reid 1/26/96
Paul S. Reid Date
President and Chief Executive Officer
/s/ Julie A. Hendricks 1/29/96
Julie A. Hendricks Date
Senior Vice President and Chief Financial Officer
/s/ Paul J. Bailey 1/26/96
Paul J. Bailey Date
Executive Vice President, Loan Administration
2812 Emerywood Parkway, PO Box 32095, Richmond, Virginia 23294,
(804) 756-6800
(logo)BANCBOSTON MORTGAGE CORPORATION
A BANK OF BOSTON COMPANY
As of, and for the year ended December 31, 1995, BancBoston Mortgage
Corporation 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 this same period, BancBoston Mortgage Corporation had in effect a
fidelity bond and errors and omissions policy in the amount of $75 million
and $20 million, respectively.
/s/William Glasgow, Jr.
William Glasgow, Jr.
Executive Vice President
3/27/96
Date
Post Office Box 44090, Jacksonville, Florida 32231-4090 (904) 2814-3000
(logo)FBS
Mortgage
Suite 200
1010 South Seventh Street
Minneapolis, MN 55415-1749
MANAGEMENT'S ASSERTION ON COMPLIANCE WITH
MINIMUM SERVICING STANDARDS SET FORTH IN THE
UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
REPORT OF MANAGEMENT
We, as members of management of FBS Mortgage Corporation (FBSMC), 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 those standards. We have performed an evaluation of FBSMC's
compliance with the minimum servicing standards as set forth in the USAP as
of December 31, 1995 and for the year then ended. Based on this
evaluation, we assert that during the year ended December 31, 1995, FBSMC
complied with the minimum servicing standards set forth in the USAP.
As of and for this same period, FBSMC had primary coverage under First Bank
System, Inc.'s fidelity bond and errors and omissions policies in the
amounts of $75,000,000 and $25,000,000, respectively.
/s/Duane E. White
Duane E. White
President
/s/Kathy M. Bevis
Kathy M. Bevis
Senior Vice President
(Logo)
FIRST
TOWN Peter R. Norden
MORTGAGE President
CORPORATION
January 19, 1996
Arthur Andersen LLP
133 Peachtree Street
Atlanta, Georgia 30303
Dear Sirs:
As of and for the year ended November 30, 1995, First Town Mortgage
Corporation 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 this same period, First Town Mortgage Corporation had in effect a
fidelity bond and errors and omissions policy in the amount of $2,275,000.
Very truly yours,
/s/ Peter R. Norden
Peter R. Norden
President
/s/ Martin J. Levine
Martin J. Levine
Executive Vice President
PRN/MJL/jr
andersen
(Mortgage Bankers Association logo)
100 Plaza Drive, Secaucus, New Jersey 07094
(201) 863-1200 Fax: (201) 863-5759
Equal Housing Opportunity (logo)
GMAC Mortgage Corporation
8360 Old York Road
Elkins Park, PA 19027-1590
December 1, 1995
GMAC
MORTGAGE
As of and for the ten month period ended October 31, 1995, except as
described below, GMAC Mortgage Corporation of PA 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 this same time, GMAC Mortgage
Corporation of PA had in effect a fidelity bond and errors and omissions
policy, which as of the date of this assertion was in the amount of
$60,000,000.
Item I 1 of USAP requires that every custodial reconciliation be reviewed
and approved every month by someone other than the person who prepared the
reconciliation. Due to the large number of reconciliations prepared each
month, GMACM has implemented a rotational plan for review and approval of
custodial reconciliations by someone other than the person who prepared the
reconciliation. The rotation and frequency of review is based upon the
complexity, risk and size of each account.
/s/Edward D. Hughes /s/George M. Wessel
Edward D. Hughes George M. Wessel
Managing Director Managing Director
Investor Services Administration Residential Servicing
NATIONAL CITY NATIONAL CITY MORTGAGE CO.
MORTGAGE 3232 Newmark Drive,
Miamisburg, Ohio 45342
Telephone (513) 436-3025
MAILING ADDRESS:
P.O. Box 1820
Dayton, Ohio 45401-1820
MANAGEMENT'S ASSERTION ON COMPLIANCE WITH MINIMUM SERVICING
STANDARDS SET FORTH IN THE UNIFORM SINGLE ATTESTATION PROGRAM
FOR MORTGAGE BANKERS
REPORT OF MANAGEMENT
We, as members of management of National City Mortgage Co. (NCM), 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 NCM's compliance
with the minimum servicing standards as set forth in the USAP as of
December 31, 1995 and for the year then ended. Based on this evaluation,
we assert that during the year ended December 31, 1995, NCM complied with
the minimum servicing standards set forth in the USAP.
As of and for this same period, NCM had in effect a fidelity bond policy in
the amount of $50 million and an errors and omissions policy in the amount
of $20 million.
/s/ Leo E. Knight, Jr.
Leo E. Knight, Jr., President
/s/ T. Jackson Case, Jr.
T. Jackson Case, Jr., Senior Vice President
January 18, 1996
No one Cares More!
Prudential Home Mortgage (logo)
The Prudential Home Mortgage
Company, Inc.
7485 New Horizon Way
Frederick, MD 21701
(301) 696-7900
December 31, 1995
As of and for the year ended December 31, 1995, The Prudential
Home Mortgage Company, Inc. had 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 with respect to its mortgage
servicing operations. As of and for the same period, The
Prudential Home Mortgage Company, Inc. had in effect a fidelity
bond and errors and omissions policy in the amount of $178
million.
/s/Marvin Moskowitz
Marvin Moskowitz
Chief Executive Officer and Director
/s/Jerry Halbrook
Jerry Halbrook
Executive Vice President, Senior
Financial Officer & Controller
/s/Brian Bartlett
Brian Bartlett
Vice President
An Affiliate of The Prudential Insurance Company of America
doing business as P.H. Mortgage Company, Inc. in Ohio
PNCMORTGAGE (logo)
As of and for the year ended December 31, 1995, PNC Mortgage
Corp. of America has complied in all material respects with the
minimum standards set forth in the Mortgage Bankers Association
of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE
BANKERS, except as noted below:
During 1995, a conversion of the servicing system and
consolidation of the investor accounting function was performed.
This resulted in certain investor accounts not being reconciled
within the time frame as outlined in the USAP during the period
of conversion/consolidation. This situation was addressed and
all investor accounts were reconciled in accordance with the USAP
at December 31, 1995. However, at year-end there were some
reconciling items in certain clearing accounts that had not
cleared within the 90 day time frame. Management continues to
monitor and clear these items.
No other instances of noncompliance were noted.
As of and for this same period, PNC Mortgage Corp. of America had
in effect a fidelity bond and errors and omissions policy in the
amount of $300,000,000 and $20,000,000 respectively.
/s/ Peter R. Begg
Peter R. Begg
Executive Vice President
February 8, 1996
SUNTRUST MORTGAGE, INC. ROBERT W. HEARN, JR.
Post Office Box 4333 President
Atlanta. GA 30302-4333
Tel (404) 955-6000
SUNTRUST (logo)
February 2, 1996
Arthur Andersen LLP
133 Peachtree Street, NE
Atlanta, GA 30303
Dear Sirs:
As of and for the year ended December 31, 1995, SunTrust
Mortgage, Inc. 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 this same period, SunTrust
Mortgage, Inc. had in effect a fidelity bond and errors and
omissions policy in the amounts of $105,000,000 and $12,000,000
respectively.
Sincerely,
/s/ Robert W. Hearn
Robert W. Hearn
President/CEO
RWH:r
(logo) American Home Funding
A Subsidiary of Rochester Community Savings Bank
February 28, 1996
Securitized Asset Services Corporation
5325 Spectrum Drive
Frederick, Maryland
Attn: Master Servicing
Re: Officer Certificate
To Whom it may concern:
In accordance with the Servicing Agreement dated July 31, 1995, I, the
undersigned,hereby certify that I have supervised a review as to each
mortgage loan being serviced by American Home Funding during the preceding
fiscal year under this Agreement and to the best of my knowledge, based on
this review, American Home Funding has fulfilled its duties,
responsibilities and obligations under this Agreement throughout the
year, or, if there has been failure by the Servicer to fulfill any duty,
responsibility or obligation under this Agreement, they are set forth
below:
EXCEPTIONS (if any) None
Signature of Officer /s/ Janice P. Layne
Title of Office Vice President, Investor Reporting
Date February 28, 1996
2812 Emerywood Parkway, P.O. Box 31034, Richmond, Virginia 23294
(logo) 400 Interstate North Parkway, Suite 1100, Atlanta, GA 30339
FIRST Tel: (770) 916-0500/FAX: (770) 916-0506
TOWN
MORTGAGE
CORPORATION
FIRST TOWN MORTGAGE CORPORATION
OFFICER'S ANNUAL COMPLIANCE CERTIFICATE
The undersigned, a First Vice President of First Town Mortgage Corporation,
(the "Servicer") under a Servicing Agreement (the "Agreement") entered into
between the Servicer and Securitized Asset Sales, Inc., (the "Principal"),
hereby certify to the Master Servicer that:
1. a review of the activities of the Servicer during the
preceding calendar year and of its performance under this
Agreement has been made under the undersigned's supervision, and
2. to the best of the undersigned's knowledge, based on such
review, the Servicer has fulfilled all its obligations under
this Agreement throughout such year.
Capitalized terms used in the Agreement but not defined herein shall have
the same meaning given to them in the Agreement.
Date: 6/7/96
By: /s/Lucin Gilliland
Lucin Gilliland, First Vice President
GMAC Mortgage Corporation
8360 Old York Road
Elkins Park, PA 19027-1590
March 18, 1996
GMAC
MORTGAGE
SECURITIZED ASSET SERVICES CORP
MASTER SERVICING DEPARTMENT
7435 NEW TECHNOLOGY WAY
FREDERICK, MD 21701
SCOTT RUNKLES
RE: CONTROL # 3843
ANNUAL STATEMENT OF COMPLIANCE
This is to certify that a review of the activities of GMAC Mortgage
Corporation of PA for the calendar year 1995 has been made and to the best
of my knowledge, GMAC Mortgage Corporation of PA has fulfilled all its
obligations under the terms of the Servicing Agreement.
/s/ Joanne Moore-Baird
Joanne Moore-Baird
Assistant Vice President
Contract Administration
NATIONAL CITY MORTGAGE CO.
3232 NEWMARK DRIVE
MIAMISBURG, OH 45342
SERVICER'S ANNUAL CERTIFICATION
January 1, 1995 through December 31, 1995
Dear Sir/Madam:
The undersigned hereby certifies with respect to each and every mortgage
serviced under the Servicing Agreement between Securitized Asset Services
Corporation as follows:
1 . There are no outstanding unpaid installments of taxes,
special assessments, or insurance unless otherwise
reported.
2. There has been no notice of cancellation received for any
hazard or other insurance incident to any mortgage,
without the Servicer obtaining proper coverage to protect
the security interest in the property of Securitized
Asset Services Corporation.
3. Private mortgage insurance, as required, remains in full
force and effect.
4. All notices detrimental to Securitized Asset Services
Corporation security interest have been forwarded to
Securitized Asset Services Corporation.
5. All ARM and GPM loan adjustments have been made in
accordance with the mortgage terms with timely proper
notice provided to the mortgagors as required by the terms
of the note and by regulatory guidelines.
6. The needed internal controls are in place to insure that
all index changes, made either manually or by automation,
reflect the accurate index for that period.
7. All loan documents pertaining mortgage loans are held by
National City Bank, Kentucky, our document custodian.
8. All mortgage insurance premiums due under the contract of
insurance with the Federal Housing Administration or
private mortgage insurance companies have been paid.
9. All FHA 235/265 mortgage loans have been property
recertified.
10. Fidelity Bond Coverage and Error's & Omissions Coverage is
in full force and effect.
11. A Form 1099 was filed with the Internal Revenue Service
for all interest paid to mortgagors over $10.00 on their
escrow/impound accounts (IRS Code 6049).
12. A Form 1099-A was filed with the Internal Revenue Service
for all Securitized Asset Services Corporation property
foreclosure acquisitions and abandonments (IRS Code
60500).
13. A Form 1099-C was filed with the Internal Revenue Service
for all Securitized Asset Services Corporation accounts
that had forgiveness of debt.
14. A Form 1098 was filed with the Internal Revenue Service
for all Securitized Asset Services Corporation accounts
for interest paid by the borrowers in excess of $600.00
15. We have established policies, procedures and
responsibilities for comprehensive contingency planning,
to minimize financial loss and disruption of service to
the institution and its customers and ensure timely
resumptions in the event of a disaster.
16. We acknowledge that the institution's contingency plan is
reviewed and approved annually by management.
17. All requirements of Regulation Z have been met.
BY /s/ Patricia A. Maynard
Patricia A. Maynard
Vice President
Date: 2/20/96
PRUDENTIAL HOME MORTGAGE COMPANY, INC.
OFFICER'S ANNUAL COMPLIANCE CERTIFICATE
SASI 1995-3
The undersigned, a Vice President of the Prudential Home Mortgage
Company, Inc., (the "Servicer") under a Servicing Agreement (the
"Agreement") entered into between the Servicer and Securitized
Asset Sales, Inc., (the "Principal"), hereby certify to the
Master Servicer that:
(i) a review of the activities of the Servicer during the
preceding calendar year and of its performance under
this Agreement has been made under the undersigned's
supervision, and
(ii) to the best of the undersigned's knowledge, based on
such review, the Servicer has fulfilled all its
obligations under this Agreement throughout such year.
Capitalized terms used in the Agreement but not defined herein
shall have the same meaning given to them in the Agreement.
Date: March 20, 1996
By: /s/ Brian Bartlett
Name: Brian Bartlett
Title: Vice President, Investor Services
ANNUAL SERVICING CERTIFICATION
PNC MORTGAGE CORP. OF AMERICA
568 ATRIUM DRIVE
VERNON HILLS, ILLINOIS 60061
FISCAL YEAR ENDING: December 31, 1995
Principal Officers:
Sy Naqvi President
Peter Begg Executive Vice President
Janet M. Broady Senior Vice President
Contacts:
Servicing Manager: Peter Begg (847) 549-3111,
after April 30, 1996
Customer Services Manager: Anthony Cifelli (847) 549-3443,
after April 30, 1996
Investor Services Manager: Peter Carroll (847) 549-3141,
after April 30, 1996
Portfolio Management Manager: Rick Campbell (847) 549-3237,
after April 30, 1996
Custodial Depository:
PNC Bank, N.A.
2 PNC Plaza
620 Liberty Avenue
Pittsburgh, PA 15222
Total Servicing Portfolio at Fiscal Year-End:
Number of Loans: 457,415
Unpaid Principal Balance: $38,625,465,472
Breakdown of Portfolio:
Investor Loans Outstanding Principal
(rounded)
FHLMC 99,099 $ 8,034,898,095
FNMA 112,341 $ 8,869,744,234
GNMA 102,684 $ 7,214,232,477
Privates 32,019 $ 2,269,651,576
Affiliates 105,299 $1l,630,879,415
Portfolio 5,973 $ 606,059,675
Page 1 of 3
Individual Investor Delinquencies are reported to each investor
on a monthly basis or as requested..
Fidelity Bond
Insurer: Federal Insurance Company and Other Domestic Insurers
Policy Numbers: 81458589 & MD9500388
Coverage Amount: $300,000,000
Deductible: $50,000
Expiration: 12/1/97 & 12/1/98
(Original certificate is forwarded directly to you from our
broker. Copy is attached.)
Errors & Omissions
Insurer: Lexington, Federal, and CNA Insurance Companies
Policy Numbers: 869-60-96, 3530-52-12, 128248352
Coverage Amount: $20,000,000
Deductible: $1,000
Expiration: 12/31/96
(Original certificate is forwarded directly to you from our
broker. Copy is attached.)
We hereby certify that we are in compliance with all terms,
conditions and requirements of our Servicing Agreement,
Commitment Letters and any amendments thereto as well as
government agencies, federal, state and local law and
specifically certify to the following:
All loans have hazard insurance policies (fire and extended
coverage and flood if required) in force and at sufficient
amounts to protect the investor's interest. Such policies
satisfy FNMA/FHLMC requirements for financial stability of
insurer and all mortgagee clauses include "ITS SUCCESSORS
AND/OR ITS ASSIGNS."
If applicable, all FHA and private mortgage insurance premiums
have been paid and coverages are in full force and effect.
All real estate taxes and lienable assessments have been paid
in order to protect the interest and first lien position of
the investor.
Page 2 of 3
If an escrow account for taxes and/or insurance exists, the
accounts are analyzed on an annual basis so as to eliminate
deficiencies or overages and accounts are handled in accordance
with RESPA requirements.
All property inspections have been performed as required in order
to satisfy our servicing agreement, FHA/VA, FNMA and FHLMC
requirements.
We are in compliance with Internal Revenue Service tax
information reporting requirements including 1099INT, 1099A,
1099MISC, 1099C and 1098 Mortgage Interest Statements. Such
statements were delivered to customers by January 31, 1996 and
reported to IRS by February 29, 1996.
All accounts with missing social security numbers and all
interest on escrow accounts requiring W-9 certification were
solicited during 1995.
Interest on escrow accounts was properly accrued and credited in
accordance with individual state law.
All Adjustable Rate Mortgages with scheduled rate changes were
made in accordance with the original note and satisfied
applicable law and/or regulations.
We are in compliance with individual state licensing laws and
requirements, where required, for the states in which we do
business.
With respect to commercial loans, if any, we certify full
compliance with UCC filing requirements.
We maintain a Business Continuation Plan in order to minimize
financial loss and to ensure timely resumption of operations in
the event of a disaster as required by federal regulation.
Our auditors subscribe to the Mortgage Bankers Uniform Single
Audit Program and their certification letter is enclosed with our
financial statements.
Our audited financial statements are included with this
certification.
We hereby agree to indemnify the investor for any loss occasioned
by our failure to provide written notice of any exception to this
certification.
PNC Mortgage Corp. of America
By: /s/ Peter Carroll
Peter Carroll, Vice President
Date: March 26, 1996
Enclosures: Financial Statements
Independent Auditors Report
Mortgage Bankers Uniform Single Audit Certification
Attachment: Copy of Errors and Omissions Certificate and
Fidelity Bond Certificate
SUNTRUST MORTGAGE, INC.
Post Office Box 105621
Atlanta, GA 30348
1-800-634-7928
Fax (770) 916-5671
SUNTRUST (logo)
June 10, 1996
Mr. Robert Perett
Norwest Bank
5325 Spectrum Drive
Frederick, Md 21703
RE: ANNUAL CERTIFICATION
Dear Mr. Perett:
In accordance with 4.2.3 of the Servicing Agreement, we enclose
the following certification:
1. Financials for period ending 1995
2. "USAP" from independent accountants
3. Certification as follows:
The undersigned hereby certifies that SunTrust
Mortgage, Inc. has fulfilled all of it's duties
and obligations specified in the Servicing
Agreement.
Please advise should you require further documentation regarding
annual certification.
Sincerely,
/s/ Rod Hartman
Rod Hartman
First Vice President
RH/cc
