-----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, V6MziJw0BBVbdPA+vOFNk+kP9ZfPXouyNEAFoleIMHcOojCWqLTqMMVap68cMAEP mKlT2xJgMSdTGsz+xaNBMA== 0001056404-99-000787.txt : 19991223 0001056404-99-000787.hdr.sgml : 19991223 ACCESSION NUMBER: 0001056404-99-000787 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19991222 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DLJ COMMERCIAL MORTGAGE CORP SERIES 1998-CF1 CENTRAL INDEX KEY: 0001059001 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 333-32019-01 FILM NUMBER: 99779209 BUSINESS ADDRESS: STREET 1: C/O NORWEST BANK MINNESOTA N A STREET 2: 11000 BROKEN LAND PARKWAY CITY: COLUMBIA STATE: MD ZIP: 21005 BUSINESS PHONE: 4108842000 MAIL ADDRESS: STREET 1: C/O NORWEST BANK MINNESOTA N A STREET 2: 11000 BROKEN LAND PARKWAY CITY: COLUMBIA STATE: MD ZIP: 21005 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, 1998 or / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No.: 333-32019-01 DLJ Commercial Mortgage Corp. Mortgage Pass-Through Certificates Series 1998-CF1 Trust (Exact name of registrant as specified in its charter) New York 52-2090001 52-2090003 (State or other jurisdiction (I.R.S. Employer 52-2090005 of incorporation or Identification No.) organization) c/o Norwest Bank Minnesota, N.A. 11000 Broken Land Parkway Columbia, Maryland 21044 (Address of principal executive offices) (ZIP Code) Registrant's telephone number, including area code: (410) 884-2000 Securities to be registered pursuant to Section 12(b) of the Act: NONE Securities to be 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, 1999, on behalf of DLJ Commercial Mortgage Corp. Mortgage Pass - Through Certificates Series 1998 - -CF1 Trust established pursuant to a Pooling and Servicing Agreement among DLJ COMMERCIAL MORTGAGE CORP., as Depositor, BANC ONE MORTGAGE CAPITAL MARKETS, LLC, as Servicer, CLARION PARTNERS, LLC, as Special Servicer, and NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION as Trustee and REMIC Administrator, pursuant to which the DLJ Commercial Mortgage Corp. Mortgage Pass - Through Certificates Series 1998-CF1 Trust 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 Independent Accountants' Servicing Reports concerning servicing activities for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer (99.2) Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer (99.3) Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer (99.4) Aggregate Statement of Principal and Interest Distributions to Certificate Holders. (b) On October 26, 1998, November 24, 1998, and December 31, 1998, 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. 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: DLJ Commercial Mortgage Corp. Mortgage Pass-Through Certificates Series 1998-CF1 Trust Signed: Norwest Bank Minnesota, N.A., as Trustee By: Sherri J. Sharps, Vice President By: /s/ Sherri J. Sharps, Vice President Dated: December 22, 1999 Exhibit Index Exhibit No. 99.1 Annual Independent Accountants' Servicing Reports concerning servicing activities for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer 99.2 Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer 99.3 Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 1998. a) Banc One, as Servicer b) Clarion Partners, LLC as Special Servicer 99.4 Aggregate Statement of Principal and Interest Distributions to Certificate Holders. Filed herewith. Previously filed. EX-99.1(A) 2 ANNUAL INDEPENDANT ACCOUNTANT'S SERVICING REPORT (logo) PricewaterhouseCoopers LLP 2001 Ross Avenue, Suite 1800 Dallas TX 75201-2997 Telephone (214) 754 7900 Independent Accountant's Report To Banc One Mortgage Capital Markets, LLC: We have examined management's assertion about Banc One Mortgage Capital Markets LLC's ("BOMCM'") 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 commercial loan and multifamily loan servicing for which minimum servicing standards V.4 and VI. 1, are inapplicable to such servicing according to the Mortgage Bankers Association) as of and for the year ended December 31, 1998 included in the accompanying management assertion. Management is responsible for BOMCM'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 BOMCM'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 BOMCM's compliance with the minimum servicing standards. In our opinion, management's assertion that BOMCM complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 1998 is fairly stated, in all material respects. Dallas, Texas February 22, 1999 EX-99.1(B) 3 ANNUAL INDEPENDANT ACCOUNTANT'S SERVICING REPORT (LOGO) ERNST & YOUNG LLP 1211 Avenue of the Americas New York, New York 10036 Phone: 212 773 4900 Fax: 212 773 4501 Report of Independent Accountants We have examined management's assertion, included in the Report of Management on Compliance, that Clarion Partners LLC ("the Company") complied with the requirements of Section 3 of the Pooling and Servicing Agreement for the DLJ Commercial Mortgage Corp. Commercial Mortgage Pass-Through Certificates Series 1998 - CF1 ("the Agreement") for the period March 1, 1998 to December 31, 1998. Management is responsible for the Company's compliance with those requirements. 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 those requirements 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 Company's compliance with specified requirements. In our opinion, management's assertion that the Company complied with the requirements of Section 3 of the Agreement for the period March 1, 1998 to December 31, 1998, is fairly stated, in all material respects. This report is intended solely for the information and use of the board of directors and management of the Company and should not be used for any other purpose. However, this report is a matter of public record and its distribution is not limited. Ernst & Young LLP April 13, 1999 Ernst & Young LLP is a member of Ernst & Young International, Ltd. EX-99.2(A) 4 REPORT OF MANAGEMENT BancOne Mortgage Capital Markets, LLC TX1-2498 1717 Main Street Suite 1400 Dallas TX 75201-2498 Tel 800 887 6781 www.bomcm.com (logo) February 22, 1999 PricewaterhouseCoopers 2001 Ross Avenue Suite 1800 Dallas, Texas 75201-2997 As of and for the year ended December 31, 1998, Banc One Mortgage Capital Markets, LLC ("BOMCM") 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 ("USAP") except, for commercial loan and multifamily loan servicing, minimum servicing standards V.4 and VI. 1., which the MBA has interpreted as inapplicable to such servicing.) As of and for this same period, BOMCM had in effect a fidelity bond and errors and omissions policy in the amount of $25 million. Edgar L. Smith Chief Operating Officer EX-99.2(B) 5 REPORT OF MANAGEMENT (LOGO) CLARION Report of Management on Compliance We as members of management of Clarion Partners, LLC (the Company) are responsible for complying with the requirements of Section 3 of the Pooling and Servicing Agreement for the DLJ Commercial Mortgage Corp. Commercial Mortgage Pass-Through Certificates Series 1998 - CF1 ("The Agreement"). We also are responsible for establishing and maintaining effective internal control over compliance with the requirements of Section 3 of the Agreement. We have performed an evaluation of the Company's compliance with the requirements of Section 3 of the Agreement as of December 31, 1998 and for the period March 1, 1998 to December 31, 1998. Based on this evaluation, we assert that for the period March 1, 1998 to December 31, 1998, the Company complied with all of the requirements of Section 3 of The Agreement. April 13, 1999 Clarion Partners, LLC, a New York limited liability company, its authorized agent Bruce G. Morrison Authorized Person CLARION PARTNERS 335 MADISON AVENUE * NEW YORK, NY 10017 * TEL 212-883-2500 E-MAIL surname@clarionp.com EX-99.3(A) 6 ANNUAL STATEMENT OF COMPLIANCE Banc One Mortgage Capital Markets, LLC Paul Smyth 1717 Main Street, 12th Floor, TX1-2495 Dallas, TX 75201 (214) 290-2505 (214) 290-3142/3416 (facsimile) psmyth@bomcm.com March 5, 1999 DLJ Commercial Mortgage Corp. Attn: N. Dante LaRocca 277 Park Avenue, 9th Floor New York, NY 10172 Norwest Bank Minnesota, NA Attn: Reid Denny 11000 Broken Land Parkway Columbia, MD 21044-3562 Clarion Capital Attn: Dan Heflin and Bruce Morrison 335 Madison Avenue, 7th Floor New York, NY 10017 Standard & Poor's Ratings Services Attn: Roy Chun 26 Broadway New York, NY 10004 Fitch IBCA, Inc. Attn: Zanda Lynn One State Street Plaza New York, NY 10004 Moody's Investors Service Inc Attn: Adam Taft 99 Church Street New York, NY 10007 Re: DLJ Commercial Mortgage Corp. Commercial Mortgage Pass-Through Certificates Series 1998-CF1 ("DLJ 98-CF1") Dear Sirs and Madams: This Officer's Certificate is provided to you by Banc One Mortgage Capital Markets, LLC ("BOMCM") pursuant to Section 3.13 of that certain Pooling and Servicing Agreement ("PSA") dated as of March 1, 1998 relative to the above referenced securitization for which BOMCM acts as Servicer. Capitalized terms used herein shall bear the meaning ascribed to them in the PSA unless otherwise defined in this letter. The undersigned officer, on behalf of BOMCM, hereby informs you 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 such officer's supervision, (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement in all material respects throughout such year (or, if there has been a default in the fulfillment of any such obligation, it has been noted herein), and (iii) the Servicer has received no notice regarding the qualification, or challenging the status, of any REMIC Pool as a REMIC from the IRS or any other governmental agency or body. Should you have any questions regarding this matter, please contact me at the number referenced above. Sincerely, BANC ONE MORTGAGE CAPITAL MARKETS, LLC. By: Paul Smyth Managing Director of Servicing EX-99.3(B) 7 ANNUAL STATEMENT OF COMPLIANCE (LOGO) CLARION Bruce G. Morrison Managing Director April 13, 1999 DLJ Commercial Mortgage Corporation Attn: N. Dante LaRocca 277 Park Avenue, 9th Floor New York, NY 10172 Norwest Bank Minnesota, NA Attn: Reid Denny 11000 Broken Land Parkway Columbia, MD 21044-3562 Clarion Capital Attn: Dan Heflin 335 Madison Avenue, 7th Floor New York, NY 10017 Banc One Mortgage Capital Markets, LLC Attn: Edgar L. Smith, II 1717 Main Street, 14th Floor Dallas, TX 75201 Standard & Poor's Ratings Services Attn: Commercial Mortgage Surveillance Group 26 Broadway New York, NY 10004 Fitch IBCA, Inc. Attn: Commercial Mortgage Surveillance Department One State Street Plaza New York, NY 10004 Moody's Investors Services Inc. Attn: Commercial MBS Monitoring Dept. 99 Church Street New York, NY 10007 Re: DLJ Commercial Mortgage Corp. Commercial Mortgage Pass-Through Certificates Series 1998-CF1 ("DLJ 98-CF1") Dear Sirs and Madams: This Officer's Certificate is provided to you by Clarion Partners, LLC ("Clarion") pursuant to Section 3.13 of that certain Pooling and Servicing Agreement ("PSA") dated as of March 1, 1998 relative to the above referenced securitization for which Clarion acts as Special Servicer. Capitalized terms used herein shall bear the meaning ascribed to them in the PSA unless otherwise defined in this letter. The undersigned officer, on behalf of Clarion, hereby informs you that (i) a review of the activities of the Special Servicer during the proceeding calendar year and of its performance under this Agreement has been made under such officer's supervision, (ii) to the best of such officer's knowledge, based on such review, the Special Servicer has fulfilled all of its obligations under this Agreement in all material respects throughout such year (or, if there has been a default in the fulfillment of any such obligation, it has been noted herein), and (iii) the Special Servicer has received no notice regarding the qualification, or challenging the status, of any REMIC Pool as a REMIC from the IRS or any other governmental agency or body. Should you have any questions regarding this matter, please contact me at the number referenced above. Sincerely, Clarion Partners, LLC a New York limited liability company, its authorized agent Bruce G. Morrison Authorized Person n:\jlwra\assetmgt\servicer\dlj\bom412.doc -----END PRIVACY-ENHANCED MESSAGE-----