-----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, TCVCHTkOv2/UwqWgBaokatbO4N+W/dMqax+jY8zG2I+XOAL7P3mOF3znh5cgIAB7 jK6Qdn0Xk30Vd1Wk1g6qBA== 0001051170-98-000066.txt : 19980825 0001051170-98-000066.hdr.sgml : 19980825 ACCESSION NUMBER: 0001051170-98-000066 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980824 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON MORT SECU CORP SERIES 1997-C1 CENTRAL INDEX KEY: 0001043322 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 133320910 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 333-25751-01 FILM NUMBER: 98696770 BUSINESS ADDRESS: STREET 1: ELEVEN AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2123252000 MAIL ADDRESS: STREET 1: CREDIT SUISSE FIRST BOSTON MORT SECURITY STREET 2: ELEVEN MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 10-K/A 1 FORM 10-K/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the period from June 30, 1997 (Commencement of Operations) to December 31, 1997 [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to Commission File Number 333-25751 CREDIT SUISSE FIRST BOSTON MORTGAGE SECURITIES CORP., SERIES 1997-C1 (Exact name of registrant as specified in its charter) Delaware 13-3320910 State or Other Jurisdiction (IRS Employer of Incorporation ) Identification No.) Eleven Madison Ave. New York, New York 10010 (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code :(212)325-2000 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 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. [X] Documents incorporated by reference: None Page 1 of 4 This report consists of 10 consecutively numbered pages. AMENDMENT NUMBER 1 OF 1 -2- (2) Financial Statement Schedules: Omitted. (3) Exhibits: Annual Statement of Compliance, filed as Exhibit 99.1 hereto. Annual Servicing Reports, filed as Exhibit 99.2 hereto. (b) Reports on Form 8-K: The following Current Reports on Form 8-K were filed by the Registrant during the last quarter of 1997. A Current Report on Form 8-K, dated December 3, 1997, was filed for the purpose of filing the Monthly Certificateholder Statements for payments made on October 20, 1997 and November 20, 1997, respectively. A Current Report on Form 8-K, dated January 5, 1998, was filed for the purpose of filing the Monthly Certificateholder Statement for payment made on December 22, 1997. The items reported in such Current Report were Item 5 (Other Events). (c) Exhibits to this report are listed in Item (14)(a)(3) above. -3- 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. THE CHASE MANHATTAN BANK, not in its individual capacity but solely as Trustee under the Agreement referred to herein Date: August 24, 1998 By: /s/ Norma Catone ----------------------------------- Norma Catone The Chase Manhattan Bank Vice President -4- INDEX TO EXHIBITS Exhibit Number Description of Exhibits Page 99.1 Annual Statement of Compliance 6 99.2 Annual Servicing Report 8 -5- EXHIBIT 99.1 ANNUAL STATEMENT OF COMPLIANCE -6- First Union National Bank Structured Products and Servicing NC0828 301 South College Street, TW-9 Charlotte, North Caroline 28288-0828 704 374-2487 Fax 704 383-0387 Toll Free 800 786-9819 OFFICER'S CERTIFICATE Reference is hereby made to that certain Pooling and Servicing Agreement dated as of June 1, 1997 by and among Credit Suisse First Boston Mortgage Securities Corp., as Depositor, First Union National Bank as Servicer, Lennar Partners, Inc., as Special Servicer, and The Chase Manhattan Bank, as Trustee with respect to Commercial Mortgage Pass-Through Certificates, Series 1997-C1 (the "Agreement"). Capitalized terms used herein not otherwise defined shall have the meanings assigned in the Agreement. Pursuant to Section 3.13 of this Agreement I, Timothy E. Steward, Vice President of First Union National Bank, as Servicer (the "Servicer"), do hereby certify that: 1. A review of the servicing operations of the Servicer during the period from June 30, 1997 and through December 231, 1997 and of performance under the Agreement during such period has been made under my supervision; 2. To the best of my knowledge, based on such review, the Servicer has fulfilled all its obligations under the Agreement in all material respects throughout the period June 30, 1997 through December 31, 1997. 3. To the best of my knowledge, each related sub-servicer has fulfilled its obligations under its sub-servicing agreement in all material respects throughout the period June 30, 1997 through December 31, 1997. 4. The Servicer has received no notice regarding qualification, or challenging the status, of the Upper-Tier REMIC or Lower-Tier REMIC as a REMIC from the Internal Revenue Service or any other governmental agency or body. IN WITNESS WHEREOF, the undersigned has executed this Certificate as of the 25th day of March 1998. BY: /s/ Timothy E. Steward - --------------------------- Timothy E. Steward Vice President First Union National Bank -7- EXHIBIT 99.2 ANNUAL SERVICING REPORTS -8- First Union National Bank Structured Products and Servicing NC0828 301 South College Street, TW-9 Charlotte, North Caroline 28288-0828 704 374-2487 Fax 704 383-0387 Toll Free 800 786-9819 MANAGEMENT'S ASSERTION REGARDING COMPLIANCE WITH MINIMUM SERVICING STANDARDS As of and for the year ended December 31, 1997, First Union National Bank's Commercial Loan Servicing Division (the Company) has complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's (MBA's) Uniform Single Attestation Program for Mortgage Bankers (USAP), except for the minimum servicing standards V.4. and VI.1., which the MBA has interpreted as being inapplicable to the servicing of commercial and multifamily loans. As of and for this same period, the Company had in effect fidelity bond and errors and omissions policies in the amounts of $100 million and $20 million, respectively. BY: /s/ Timothy S. Ryan - ------------------------- Timothy S. Ryan March 6, 1998 Vice President First Union National Bank BY: /s/John M. Church - ------------------------- John M. Church March 6, 1998 Senior Vice President First Union National Bank -9- KPMG PEAT MARWICK LLP SUITE 2800 TWO FIRST UNION CENTER CHARLOTTE, NC 28262-8290 Independent Accountant's Report The Board of Directors First Union National Bank: We have examined management's assertion about First Union National Bank's Commercial Loan Servicing Division'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), except for minimum servicing standards V.4. and VI.1., which the MBA has interpreted as being inapplicable to the servicing of commercial and multifamily loans, as of and for the year ended December 31, 1997 included in the accompanying management assertion. Management is responsible for the Company's compliance with 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 appliable minimum servicing standards and performing such other procedures as we considered necessary in the circumstances. We believe that our examiniation provides a reasonable basis for our opinion. Our examiniation does not provide a legal determination on the Company's compliance with the applicable minimum servicing standards. In our opinion, management's assertion that the Company complied with the aforementioned applicable minimum servicing standards as of and for the year ended December 31, 1997 is fairly stated, in all material respects. /s/ KPMG Peat Marwick LLP - ------------------------- KPMG Peat Marwick LLP March 6, 1998 -10- -----END PRIVACY-ENHANCED MESSAGE-----