EQUICON MORTGAGE LOAN TRUST 1994-2
10-K/A, 1997-07-08
Previous: GLOBAL PAYMENT TECHNOLOGIES INC, 8-K, 1997-07-08
Next: GENERAL MAGIC INC, SC 13G/A, 1997-07-08




                       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

For the fiscal year ended December 31, 1996

|   |   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Commission File No.:  033-75002-02

                   Equicon Mortgage Loan Trust, Series 1994-2
             (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)

41-1798301, 41-1798302
(I.R.S. Employer Identification No.)

c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD                                     21044
(Address of principal executive                 (Zip Code)
offices)

Registrant's telephone number, including area code (410) 884-2000

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



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 26, 1997, by Norwest Bank
Minnesota,  N.A. (the "Reporting  Person"),  on behalf of Equicon  Mortgage Loan
Trust,  Series  1994-2 (the "Trust"),   established pursuant  to  a  Pooling and
Servicing  Agreement  (the  "Pooling and  Servicing Agreement")   among  Cargill
Financial Services Corporation, as Sponsor, (the "Sponsor"), Equicon Corporation
, as  Seller, (the "Seller"), Electronic  Data Systems Corporation, as Servicer,
(the "Servicer"), and Norwest Bank Minnesota, N.A., as Trustee, (the "Trustee"),
pursuant to which the Equicon Mortgage Loan  Trust, Series 1994-2,  certificates
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

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  Electronic Data Systems Corp., as Servicer<F1>
                   (b)  LSI Financial Group, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  Electronic Data Systems Corp., as Servicer<F1>
                   (b)  LSI Financial Group, as Servicer<F2>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a) Electronic Data Systems Corp., as Servicer<F2>
                   (b) LSI Financial Group, as Servicer<F2>

     (b)  On January 23, 1997 a report on Form 8-K was filed in order to provide
          the  statements for the monthly distributions to holders of the 
          Certificates. 

     (c)  Omitted.

     (d)  Omitted.


<F1> Filed herewith.

<F2> 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 this report; 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.





                                    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:


                   Equicon Mortgage Loan Trust, Series 1994-2


                        By: Norwest Bank Minnesota, N.A.,
                           as Trustee

                       By: /s/ Sherri J. Sharps
                       By: Sherri J. Sharps
                    Title: Vice President
                    Dated: June 24, 1997



                                  EXHIBIT INDEX

          Exhibit No.

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  Electronic Data Systems Corp., as Servicer<F1>
                   (b)  LSI Financial Group, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  Electronic Data Systems Corp., as Servicer<F1>
                   (b)  LSI Financial Group, as Servicer<F2>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a) Electronic Data Systems Corp., as Servicer<F2>
                   (b) LSI Financial Group, as Servicer<F2>


<F1> Filed herewith.

<F2> 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  this  report; 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.



(logo) KPMG Peat Marwick LLP
            1600 Market Street
            Philadelphia, PA 19103-7212



                         Independent Accountant's Report

We have  examined  management's  assertion  about the  Electronic  Data  Systems
Corporation - Consumer Asset Management  Division's (the Division'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 nine months ending, September 30, 1996 included in the
accompanying management assertion.  Management is responsible for the Division's
compliance with those minimum  servicing  standards.  Our  responsibility  is to
express an opinion on  management's  assertion  about the Division'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 Division'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 Division's  compliance  with the minimum  servicing
standards.

In our  opinion,  management's  assertion  that the Division  complied  with the
aforementioned  minimum servicing standards as of and for the nine months ending
September 30, 1996 is fairly stated in all material respects.


/s/ KPMG Peat Marwick LLP



Philadelphia, PA
December 23, 1996



(logo) Member Firm of KPMG


Deloitte &
 Touche LLP
        (logo)         Suite 1800                      Telephone: (501) 370-3600
                       111 Center Street               Facsimile: (501) 374-4809
                       Little Rock, Arkansas 72201     Facsimile: (501) 375-7817


INDEPENDENT ACCOUNTANTS' REPORT

To LSI Financial Group:

We have examined  management's  assertion about LSI Financial Group'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  December  31,  1996,  included  in the
accompanying  management assertion.  Management is responsible for LSI Financial
Group'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 LSI Financial Group'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 LSI  Financial  Group's  compliance  with  the  minimum
servicing standards.

In our opinion,  management's  assertion that LSI Financial  Group complied with
the  aforementioned  minimum  servicing  standards  as of and for the year ended
December 31, 1996, is fairly stated, in all material respects.

/s/ Deloitte & Touche LLP

March 21, 1997



DELOITTE TOUCHE
TOHMATSU
INTERNATIONAL










December 23, 1996

                                                                      (logo) EDS

                       Consumer Asset Management Division
                       of Electronic Data Systems Corporation
                       Management Report



The  management of the Consumer  Asset  Management  Division of Electronic  Data
Systems  Corporation  (the Division) has the  responsibility  for the Division's
compliance  with  the  minimum  servicing  standards  in  the  Mortgage  Bankers
Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS
(the USAP) for the nine months ended September 30, 1996 and for establishing and
maintaining  an  effective  internal  control  structure  over  compliance.   In
addition,  as of and for the same period noted above, the Division had in effect
a fidelity bond and errors and omissions policy in the amount of $ 10,000,000.

Management  has performed an evaluation of the  Division's  compliance  with the
requirements  and for the period  referred to above.  Based on this  assessment,
management  asserts that the division  has complied  with the minimum  servicing
requirements in the USAP for the nine months ended September, 1996.

Sincerely,
/s/ Samuel C. Brenize
Samuel C. Brenize
Executive Vice President
Consumer Asset Management Division








© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission