SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934
for the fiscal year ended December 31, 1997
Commission File Number: 33-92146
American Southwest Financial Securities corporation
(Exact Name of registrant as specified in its charter)
Delaware 0742739
(State or Other Juris- (I.R.S. Employer
diction of Incorporation) Identification No.)
2390 Camelback Road, Suite 225, Phoenix, Az 85016
(Address of Principal Executive Office)
212526-5594
(Registrant's telephone number, including area code)
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
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in part III of this
Form 10-K or any amendment to this Form 10-K.
Not applicable.
Aggregate market value of voting stock held by non-affiliates of the
Registrant as of December 31, 1997.
Not applicable.
Number of shares of common stock outstanding a
s of December 31, 1997.
Not applicable.
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Table of Contents
PART I
Item 1. Business..................................................3
Item 2. Properties................................................3
Item 3. Legal Proceedings.........................................3
Item 4. Submission Of Matters To A Vote Of Security Holders.......3
PART II
Item 5. Market For Registrant's Common Equity And
Related Shareholder Matters.......................................3
Item 6. Selected Financial Data...................................3
Item 7. Management's Discussion And Analysis Of Financial Condition
And Results Of Operations...............................4
Item 8. Financial Statements And Supplementary Data...............4
Item 9. Changes In And Disagreements With Accountants On
Accounting And Financial Disclosure.....................4
PART III
Item 10. Directors And Executive Officers Of The Registrant.......4
Item 11. Executive Compensation...................................4
Item 12. Security Ownership Of Certain Beneficial Owners And
Management..............................................4
Item 13. Certain Relationships And Related Transactions...........4
PART IV
Item 14. Exhibits, Financial Statement Schedules And Reports On
Form 8-K................................................4
Signatures........................................................4
Exhibit Index.....................................................4
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PART I
ITEM 1. BUSINESS
This Annual Report on Form 10-K relates to the Trust Fund formed, and
the American Southwest Financial Corporation Commercial Mortgage
Pass-THrough Certifiates Series 1996-FHA1 issued, pursuant to a Pooling
and Servicing Agreement, dated as of December 1, 1996 (the "Pooling and
Servicing Agreement"), by and among American Southwest Financial
corporation as Depositor (the "Depositor"), Greystone Servicing
Corporation ,Inc. As Master Servicer (the "Master Servicer"), Greystone
Funding Corporation, as Seller (the "Seller"), Daiwa Finance Corp, as
Seller (the "Seller"), and LaSalle National Bank, as trustee and REMIC
administrator. The Certificates have been registered pursuant to
the Act under a Registration Statement on Form S-3 (No. 333-27083)
(the "Registration Statement").
Capitalized terms used herein and not defined have the same
meanings ascribed to such terms in the Pooling and Servicing Agreement.
This Annual Report is being filed by the Trustee, in its capacity as
such under the Pooling and Servicing Agreement, on behalf of Registrant.
The information contained herein has been supplied to the Trustee by
one or more of the Borrowers or other third parties without independent
review or investigation by the Trustee. Pursuant to the Pooling and
Servicing Agreement, the Trustee is not responsible for the accuracy
or completeness of such information.
ITEM 2. PROPERTIES
See Exhibits 99.1 and 99.2 hereto for Servicer s Annual Statement of
Compliance and Servicer s Independent Accountant s Report on Servicer's
servicing activities.
ITEM 3. LEGAL PROCEEDINGS
Except for claims arising in the ordinary course of business and
which are covered by liability insurance, there are no material pending
legal proceedings involving the Trust Fund, the Mortgages comprising the
Trust Fund or the Trustee, the Special Servicer or the Servicer with
respect to or affecting their respective duties under the Pooling and
Servicing Agreement.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of Certificateholders during
the fiscal year covered by this report.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
There was one registered holder of the Certificate representing an
equity interest in the Trust as of December 31, 1997. To the
Registrant's knowledge, as of that date, there was no principal market
in which the Certificates representing an equity interest in the Trust
were traded.
ITEM 6. SELECTED FINANCIAL DATA
Not applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF A FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
Not applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Not applicable.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
The information required by Items 10, 11, 12 and 13 is not
applicable as the trust fund does not have directors or officers and
Certificateholders have no right to vote (except with respect to
required consents to certain amendments to the Pooling and Servicing
Agreement and upon certain events of default) or control the Trust
Fund.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS
ON FORM 8-K
(a)
1. Servicer's Annual Statement of Compliance for the period ended
12/31/97.
2. Servicer's Independent Accountant's Report on Servicer's servicing
activities.
(b) All current Reports on Form 8-K for the Trust have been filed as of
12/31/97.
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 by the undersigned thereunto duly authorized.
LASALLE NATIONAL BANK, IN
ITS CAPACITY AS TRUSTEE UNDER
THE POOLING AND SERVICING
AGREEMENT ON BEHALF OF Amercican
Southwest Financial Securities
Corporation, REGISTRANT
By: /s/ Russell Goldenberg
Name: Russell Goldenberg
Title: Senior Vice President
Dated: April 14, 1998
EXHIBIT INDEX
Exhibit No. Description
99.1 Servicer's Annual Statement of Compliance
99.2 Servicer's Independent Accountants' Report on Servicer's
servicing activities
Exhibit 99.1
OFFICER'S CERTIFICATE
Pursuant to Article III, Section 3.18 of the Pooling and Servicing
Agreement dated December 1, 1996, 1, Carole J. Jurney, Vice President
of Greystone Servicing Corporation, Inc., Master Servicer of the
aforementioned Pooling and Servicing Agreement, attest that (a) a review
of the activities of the Master Servicer under this agreement has been
made under my supervision, (b) to the best of my knowledge, based on the
review, the Master Servicer has fulfilled all its obligations under this
Agreement in all material respects throughout the year,(c) a review of
the activities of each Sub-Servicer during the immediately preceding year
and its performance under the related Sub-Servicing Agreement has been
made and, (d) to the best of my knowledge, based on such review, each
Sub-Servicer has performed and fulfilled its duties, responsibilities
and obligations under the related Sub-Servicing Agreement in all material
respects throughout such year.
By: /s/ Carole J. Jurney
Title: Vice President
Greystone Servicing Corp
Exhibit 99.2
GROSS COLLINS CRESS, P.C.
Mr. Ryan Kutty
LaSalle National Bank
135 South LaSalle Street
Chicago, IL 60674
Re: Series 1995 FHAI
Series 1996 FHAI
January 16, 1998
Dear Mr. Kutty,
Attached is the independent Cenified Public Accountant's
single audit report required for each institutional investor.
We have expressed an opinion on the overall portfolio
serviced by Greystone Servicing Corporation. which does not
necessarily include tests of each specific investor's portfolio each
year. We have adopted the audit procedures within The Uniform Single
Audit Program to test the procedures and records relating to loans
serviced for investors.
If we may be of any further assistance to you, please feel free to
contact us at any time.
Sincerely,
/s/ CROSS, COLLINS + CRESS, P.C.
by Elizabeth A. Salvati, CPA, CFP, PFS
Shareholder
Enclosures
KAP/jls
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To the Board of Directors of Greysione Servicing Corporation:
We have examined the financial statements of Greystone Servicing
Corporation as of December 31, 1997 and have issued our
report thereon dated February 27, 1998. Our examination was made
in accordance with generally accepted auditing standards, and
accordingly included such tests of the accounting records and
The examination referred to above included tests relating
to mortgage loans serviced for others in accordance with the
requirements of the Uniform Single Audit Program for Mortgage
Bankers. Our examination disclosed no exceptions or errors in
recoTds relating to mortgage loans serviced for others that, in
our opinion, paragraph 4 of that Program requires us to report.
We are independent Certified Public Accountants with respect
to Greystone Servicing Corporation within the meaning of
the Code of Professional Ethics of the American Institute of
Certified Public Accountants.
/s/ Gross Collins Cress, P.C.
Atlanta, Georgia
February 27, 1998
