-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EJd5lVkz05NO9VHB8G1D/nX36GIQMoSOceZA7TQqBiDR+uzJ0VCSMgomyR6HUrQs HMN1bam1TKFdLLepE/r/hw== 0001011663-97-000091.txt : 19970710 0001011663-97-000091.hdr.sgml : 19970710 ACCESSION NUMBER: 0001011663-97-000091 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 8 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970709 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORWEST ASSET SEC CORP MORT PASS THR CERT SER 1996-06 TRUST CENTRAL INDEX KEY: 0001023999 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 333-02209-09 FILM NUMBER: 97637858 BUSINESS ADDRESS: STREET 1: 5325 SPECTRUM DRIVE CITY: FREDERICK STATE: MD ZIP: 21703 BUSINESS PHONE: 3018156414 MAIL ADDRESS: STREET 1: 5325 SPECTRUM DRIVE CITY: FREDERICK STATE: MD ZIP: 21703 10-K/A 1 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.: 333-02209-05 Norwest Asset Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-6 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) 52-1997836 (I.R.S. Employer Identification No.) c/o Norwest Bank Minnesota, N.A. 7485 New Horizon Way Frederick, MD 21703 (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code (301)696-7900 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 28, 1997, by Norwest Bank Minnesota, N.A. (the "Reporting Person"), on behalf of Norwest Asset Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-6 Trust (the "Trust"), established pursuant to a Pooling and Servicing Agreement (the "Pooling and Servicing Agreement") among Norwest Asset Securities Corporation, (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 Norwest Asset Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-6 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 December 17, 1996 (the "No Action Letter"), the following exhibits are or will be provided: 99.1 Annual Independent Accountants' Servicing Reports concerning servicing activities under the Pooling and Servicing Agreements for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Mortgage, Inc., as servicer 99.2 Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Mortgage, Inc., as servicer 99.3 Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Bank Minnesota, N.A., as Master Servicer (c) Norwest Mortgage, Inc., as servicer 99.4 Aggregate Statement of Principal and Interest Distributions to Certificate Holders. (b) On October 31, 1996, a report on Form 8-K was filed in order to provide the Pooling and Servicing Agreement for the Certificates. On November 4, 1996, and December 3, 1996, 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) Not applicable. (d) Omitted pursuant to the No Action Letter. Filed herewith. Previously filed. 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: NORWEST ASSET SECURITIES CORPORATION, MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1996-6 TRUST By: NORWEST BANK MINNESOTA, N.A., as Master Servicer By: /s/Sherri J. Sharps By: Sherri J. Sharps Title: Vice President -- Securities Administration Services Dated: June 23, 1997 EXHIBIT INDEX Exhibit No. 99.1 Annual Independent Accountants' Servicing Reports concerning servicing activities under the Pooling and Servicing Agreements for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Mortgage, Inc., as servicer 99.2 Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Mortgage, Inc., as servicer 99.3 Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 1996, in accordance with the No Action Letter. (a) Citicorp Mortgage, Inc., as servicer (b) Norwest Bank Minnesota, N.A., as Master Servicer (c) Norwest Mortgage, Inc., as servicer 99.4 Aggregate Statement of Principal and Interest Distributions to Certificate Holders. Filed herewith. Previously filed. EX-99.1(A) 2 ANNUAL INDEPENDENT ACCOUNTANTS' SERVICING REPORT KPMG Peat Marwick LLP 1010 Market Street Telephone 314 444 1400 Telefax 314 444 1470 St. Louis, MO 63101-2085 INDEPENDENT ACCOUNTANTS' REPORT The Board of Directors Citicorp Mortgage, Inc.: We have examined management's assertion about Citicorp Mortgage, Inc. (an indirect wholly owned subsidiary of Citicorp) and subsidiaries' (the Company) compliance with the minimum servicing standards identified in the Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS as of and for the year ended December 31, 1996 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 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 the Company's compliance with the minimum servicing standards and performing such other procedures as we considered necessary in the circumstances. We believe 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 Citicorp Mortgage, Inc. and subsidiaries complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 1996 is fairly stated, in all material respects. February 14, 1997 /s/ KPMG Peat Marwick LLP Member Firm of KPMG lnternational EX-99.1(B) 3 ANNUAL INDEPENDENT ACCOUNTANTS' SERVICING REPORT (logo)KPMG Peat Marwick LLP 2500 Ruan Center P.O. Box 772 Des Moines, IA 50303 INDEPENDENT AUDITORS' REPORT The Board of Directors Norwest Mortgage, Inc.: We have examined management's assertion about Norwest Mortgage Banking'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 Norwest Mortgage Banking'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 Norwest Mortgage Banking'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 Norwest Mortgage Banking's compliance with the minimum servicing standards. In our opinion, management's assertion that Norwest Mortgage Banking 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/KMPG Peat Marwick LLP January 15, 1997 Member Firm of KPMG International EX-99.2(A) 4 REPORT OF MANAGEMENT Citicorp Mortgage, 12855 North Outer Forty Drive Inc. St. Louis, Missouri 63141 A subsidiary of Citicorp (logo)CITICORP As of and for the year ended December 31, 1996, Citicorp Mortgage, Inc. (an indirect wholly owned subsidiary of Citicorp) and subsidiaries (the Company) 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, the Company had in effect fidelity bond and errors and omissions policies in the amount of $272.5 million. Very truly yours, CITICORP MORTGAGE, INC. By: /s/David B. Lowman David B. Lowman, Managing Director - Mortgage Services By: /s/Jim B. Levites Jim B. Levites, Managing Director - Default Management By: /s/Richard G. Thornberry Richard G. Thornberry, President/Chief Operating Officer By: /s/Carl L. Levinson Carl L. Levinson, Chairman/Chief Executive Officer February 14, 1997 kpmgsign EX-99.2(B) 5 REPORT OF MANAGEMENT (logo)NORWEST MORTGAGE Norwest Mortgage. Inc. Home Campus Des Moines, IA 50328 515/221-7300 Management Assertion As of and for the period ended December 31, 1996, Norwest Mortgage Banking 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, Norwest Mortgage Banking had in effect a fidelity bond and errors and emissions policy in the amount of $20 Million. /s/Mark Oman January 15, 1997 Mark Oman, President and CEO Date /s/Alta Jones January 15, 1997 Alta Jones, Senior Vice President & CFO Date /s/Cara Heiden January 15, 1997 Cara Heiden, Executive Vice President, Loan Admin Date NMFL #0820H 5/96 EX-99.3(A) 6 ANNUAL STATEMENT OF COMPLIANCE Citicorp Mortgage, Mail Station 313 Inc. P.O. Box 790013 St. Louis, Missouri A subsidiary of 63179-0013 Citicorp (logo)CITICORP March 31, 1997 Investor #6121 Luis Rodriquez/Master Servicer Norwest Bank 5325 Spectrum Drive Frederick, MD 21701 OFFICER'S CERTIFICATE RE: Annual Statement as to Compliance: Pursuant to SASCOR Servicing Guide Dear Mr. Rodriquez: The activities of Citicorp Mortgage, Inc., performed under the above referenced Servicing Guide during the preceding calendar year, have been conducted under my supervision. Based upon a review of those activities and to the best of my knowledge, Citicorp Mortgage, Inc. has fulfilled all of its obligations under this Servicing Guide. Citicorp Mortgage, Inc. By: /s/ Linda Whitaker Linda Whitaker, Assistant Vice President EX-99.3(B) 7 ANNUAL STATEMENT OF COMPLIANCE (logo)NORWEST BANK Norwest Bank Minnesota, N.A. 11000 Broken Land Parkway Columbia, Maryland 21044-3562 410/884-2000 April 30, 1997 First Union National Bank of North Carolina 230 S. Tryon Street, 9th Floor Charlotte, NC 28288-1179 Atten: Pablo Delacanal RE: Annual Statement As To Compliance for Norwest Asset Securities Corporation, Mortgage Pass-Through Certificates, Series 1996-6 Dear Mr. Delacanal: Per Section 3.05 of the Pooling and Servicing Agreement, dated as of September 25, 1996, the undersigned Officer of Norwest Bank Minnesota, N.A. hereby certifies the following for the 1996 calendar year or portion thereof: (a) That such Officer has reviewed the activities of the Master Servicer during the preceding calendar year or portion thereof and its performance under such Agreement; (b) That to the best of such Officer's knowledge, based on such review, the Master Servicer has performed and fulfilled its duties, responsibilities and obligations under each such Agreement in all material respects throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof; (c) That Norwest Bank Minnesota, N.A. has received from each Servicer any financial statements, officer's certificats, accountant's statements or other information required to be provided to the Master Servicer pursuant to the related Agreement; with the exception of any information contained in Exhibit A, if applicable and (d) That to the best of such Officer's knowledge, based on such examination, each Servicer has performed and fulfilled its duties, responsibilities and obligations under its related Agreement in all material respects throughout such year, or, if there has been a default in the performance or fulfillment of any such duties, responsibilities or obligations, specifying each such default known to such officer and the nature and status thereof, with the exception of the information contained in Exhibit A, if applicable. Certified By: Certified By: /s/Christine A. Tincher /s/William P. Walther, Jr. Christine A. Tincher William P. Walther, Jr. Vice President Assistant Secretary April 30, 1997 April 30, 1997 Date Date 430\FIRSTUN\MERGE1-B\21-8\NASCOR96-6.DOC EX-99.3(C) 8 ANNUAL STATEMENT OF COMPLIANCE NORWEST MORTGAGE, INC. 405 S.W. 5th Street Des Moines, IA 50328 Norwest Bank Minnesota, N.A. 11000 Broken Land Parkway Columbia, MD 21044-3562 Attention: Tracey Waldman RE: Officer's Certificate Dear Master Servicer: The undersigned Officer certifies the following for the 1996 fiscal year: (A) I have reviewed the activities and performance of the Servicer during the preceding fiscal year under the terms of the Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to the best of these Officers' knowledge, the Servicer has fulfilled all of its duties, responsibilities or obligations under these Agreements throughout such year, or if there has been a default or failure of the servicer to perform any of such duties, responsibilities or obligations, a description of each default or failure and the nature and status thereof has been reported to Norwest Bank Minnesota, N.A.; (B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC servicer in good standing; (C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance Policy and any other bonds required under the terms of the Servicing Agreement, Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide are in full force and effect; (D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if applicable) and Primary Mortgage Insurance Policy (if applicable), with respect to each Mortgaged Property, have been paid and that all such insurance policies are in full force and effect; (E) All real estate taxes, governmental assessments and any other expenses accrued and due, that if not paid could result in a lien or encumbrance on any Mortgaged Property, have been paid, or if any such costs or expenses have not been paid with respect to any Mortgaged Property, the reason for the non-payment has been reported to Norwest Bank Minnesota, N.A.; (F) All Custodial Accounts have been reconciled and are properly funded; and (G) All annual reports of Foreclosure and Abandonment of Mortgage Property required per section 6050J and 6050P of the Internal Revenue Code, respectively, have been prepared and filed. Certified By: /s/John B. Brown Officer Vice President Title 3-18-97 Date -----END PRIVACY-ENHANCED MESSAGE-----