SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 2
(Mark One)
| x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [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.: 33-76072-01
Securitized Asset Sales, Inc. Mortgage Pass-Through Certificates,
Series PHM/1995-1 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)
52-1946471, 52-1939357
(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. 2 on Form 10-K/A amends Item 14 of the original
Annual Report on Form 10-K (the "Original Form 10-K") filed on March 29,
1996, by Securitized Asset Services Corporation (the "Reporting Person"),
on behalf of Securitized Asset Sales, Inc., Mortgage Pass-Through
Certificates, Series PHM/1995-1 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/1995-1 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) BancBoston Mortgage Corporation, as Servicer<F2>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) Lomas Mortgage USA, as Servicer<F2>
(g) Metropolitan Savings Bank, as Servicer<F3>
(h) National City Mortgage Company, as Servicer<F2>
(i) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(j) Weyerhaeuser Mortgage Company, as Servicer<F2>
99.2 Report of Management as to Compliance with Minimum
Servicing Standards
(a) BancBoston Mortgage Corporation, as Servicer<F2>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(h) Weyerhaeuser Mortgage Company, as Servicer<F2>
99.3 Annual Statement of Compliance with obligations under the
Pooling and Servicing Agreement or servicing agreement, as
applicable, of:
(a) BancBoston Mortgage Corporation, as Servicer<F3>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F3>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) Lomas Mortgage USA, as Servicer<F2>
(g) Metropolitan Savings Bank, as Servicer<F3>
(h) National City Mortgage Company, as Servicer<F2>
(i) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(j) Weyerhaeuser Mortgage Company, as Servicer<F2>
(b) On October 19, 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 October 6, 1995, 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> Previously filed.
<F3> 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/1995-1 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: February 7, 1997
EXHIBIT INDEX
Exhibit No.
99.1 Annual Report of Independent Public Accountants as to master
servicing activities or servicing activities, as applicable.
(a) BancBoston Mortgage Corporation, as Servicer<F2>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) Lomas Mortgage USA, as Servicer<F2>
(g) Metropolitan Savings Bank, as Servicer<F3>
(h) National City Mortgage Company, as Servicer<F2>
(i) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(j) Weyerhaeuser Mortgage Company, as Servicer<F2>
99.2 Report of Management as to Compliance with Minimum Servicing
Standards
(a) BancBoston Mortgage Corporation, as Servicer<F2>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F2>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) National City Mortgage Company, as Servicer<F2>
(g) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(h) Weyerhaeuser Mortgage Company, as Servicer<F2>
99.3 Annual Statement of Compliance with obligations under the Pooling and
Servicing Agreement or servicing agreement, as applicable.
(a) BancBoston Mortgage Corporation, as Servicer<F3>
(b) Columbia Equities, LTD., as Servicer<F1>
(c) FBS Mortgage Corporation, as Servicer<F3>
(d) First Town Mortgage Corporation, as Servicer<F2>
(e) Huntington Mortgage Company, as Servicer<F2>
(f) Lomas Mortgage USA, as Servicer<F2>
(g) Metropolitan Savings Bank, as Servicer<F3>
(h) National City Mortgage Company, as Servicer<F2>
(i) The Prudential Home Mortgage Company, Inc.,
as Servicer<F2>
(j) Weyerhaeuser Mortgage Company, 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> Previously filed.
<F3> Filed herewith.
(Logo)
CROWE CHIZEK
Audit Committee
Metropolitan Savings Bank
Cleveland, Ohio
At your request, we have performed the procedures listed below with respect
to mortgage loans. These procedures were performed solely to assist you in
evaluating the controls over mortgage loans, and our report is not be used
for any other purpose. We performed these procedures during the week of
February 19,1996.
1. We reviewed reconciliations of subsidiary mortgage loan records to
their respective general ledger control accounts and traced significant
reconciling items to their final disposition.
2. We reviewed reconciliations of general ledger accounts related to
payments processed for mortgage loans serviced for others and traced
significant reconciling items to their final disposition.
3. We reviewed selected new mortgage loan credit files for the following:
A. Original note agrees to the trial balance.
B. Note is properly signed, executed and conforms to the Bank's loan
policy.
C. Security interest in property is evidenced by a mortgage deed filed
with the county recorder.
D. The position of security interest in the collateral property has
been determined by title search evidenced by title insurance
specifying property identical to the mortgage deed.
E. The property value has been appraised, is sufficient to cover the
outstanding balance and incidental expenses in the event of
foreclosure and property is adequately insured against damage loss.
F. The financial statements of the borrower are on file in compliance
with Bank policy.
G. Loan amount is within approving officer's limit.
H. Loan proceeds are properly disbursed.
CROWE, CHIZEK AND COMPANY LLP
ONE COLUMBUS 10 WEST BROAD STREET COLUMBUS, OHIO 43215 614.469.0001
FAX 614.365.2222
(logo) Horwath
A member of Horwath International
Metropolitan Savings Bank
Agreed-Upon Procedures
Page 2
4. We confirmed a sample of mortgage loans owned and serviced for others
directly with customers. We followed up on no replies and exceptions
returned by the customer.
5. We reviewed and tested procedures for identifying and reporting to officers
and the Board of Directors past due loans, overdrafts and nonaccrual
loans.
6. We tested classifications of new and existing loans on a sample basis.
7. For loan origination fees and costs:
A. We determined if the Bank's policies are in accordance with
generally accepted accounting principles.
B. We reviewed procedures used to develop standard loan origination
costs.
C. We reviewed reconciliations of the net deferred fees/cost
subsidiary ledgers to the general ledger control accounts and
traced any significant reconciling items to final disposition.
D. We tested a sample of deferred fees/costs for proper setup and
amortization.
8. We reviewed significant loan sales and participation agreements for
evidence of recourse wherein loans may not have fully transferred risks
of ownership.
9. We reviewed agreements in which loans were pledged by the Bank to
determine that contractual terms were being complied with.
10. We calculated a general ledger yield for the various loan accounts and
compared with prior year and actual rates.
11. We reviewed selected loan sales to determine if gains or losses were
properly recorded.
12. We reviewed loans held for sale at year-end to determine if loans had
been properly recorded at lower of aggregate cost or market.
13. We recalculated the accrued interest for a sample of individual
mortgage loans.
14. We reviewed a sample of adjustable rate mortgage loans to determine
that the loans were repricing at the appropriate interest rate and the
proper date.
15. We inquired of Bank personnel as to selected internal controls and
procedures related to the lending function.
Metropolitan Savings Bank
Agreed-Upon Procedures
Page 3
Because the above procedures do not constitute an audit in accordance with
generally accepted auditing standards, we do not express an opinion on the
mortgage loans. In connection with the procedures referred to above, no
matters came to our attention that caused us to believe that any of these
accounts might require adjustment. Had we performed additional procedures
or had we made an audit of the financial statements in accordance with
generally accepted auditing standards, other matters might have come to our
attention that would have been reported to you. This report relates only to
the items specified above and does not extend to any financial statements of
Metropolitan Savings Bank taken as a whole.
/s/Crowe, Chizek and Company LLP
Crowe, Chizek and Company LLP
Cleveland, Ohio
February 23,1996
(logo)BANCBOSTON MORTGAGE CORPORATION
A Bank of Boston Company
February 22, 1996
Ms. Francis Hartley
Securitized Asset Services Corporation
5325 Spectrum Drive
Frederick, MD 21701
Re: Annual Compliance Certification
Year Ending December 31, 1995
Dear Ms. Hartley:
BancBoston Mortgage Corporation (BBMC) has reviewed its servicing
activities on the residential mortgage loans BBMC services on
behalf of the Securitized Asset Services Corporation. This review
was conducted for the purpose of determining if the servicer has
met all servicing obligations under the agreement covering these
mortgage loans.
BBMC, upon my investigation and to the best of my knowledge, has
conducted its servicing activities in compliance with the agreement
and is not in default in the fulfillment of any obligations of the
agreement. Further, all real estate taxes and hazard insurance
premiums have been paid as and when due.
Should you have any questions please contact Lynda M. Pohwat at
(904)281-3526.
Sincerely,
/s/ Megan E. Fannin
Megan E. Fannin
First Vice President
lp
7301 Bay Meadows Way, Jacksonville, Florida 32256 - Post Office Box 44090
Jacksonville, Florida 32231-4090
FBS MORTGAGE CORPORATION
Officers' Annual Compliance Certificate
The undersigned Vice President and Assistant Secretary of FBS Mortgage
Corporation (the "Company"), pursuant to the Seller's Warranty and
Servicing Agreement for FBS Mortgage Corporation,FBSMC, Securitized
Asset Sales, Inc., Mortgage Pass-Through Certificates, Series 1995-01
hereby state that:
(i) the Company has fully complied with the provisions of the
Agreement and
(ii) a review of the activities of the company during the
preceding calendar year and of performance under this
agreement has been made under the undersigned officer's
supervisions, and
(iii) to the best of the undersigned officer's knowledge, based on
review, the Company has fulfilled all obligations under the
Agreement throughout such year.
Dated: September 13, 1996
/s/ S. S. Forrest
S. S. Forrest
Vice President
/s/ Lorri J. Fjetland
Lorri J. Fjetland
Assistant Secretary
METROPOLITAN SAVINGS BANK OF CLEVELAND
OFFICER'S ANNUAL COMPLIANCE CERTIFICATE
SASI 1994-WO1 & SASI 1995-001
The undersigned, a Vice President of Metropolitan Savings Bank of
Cleveland (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: 8/20/96
By: /s/ Judy Z. Adam
Name: Judy Z. Adam
Title: Vice President, Finance
