-----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, SLzGWeMOyPBZBV4Cri19K790oDl3WL371YGBOowlv4R9iHpf+cojN3xwF+wIcjFw Tjq9MGTW4X4OVPXKtV0cxg== 0001013255-99-000209.txt : 19990615 0001013255-99-000209.hdr.sgml : 19990615 ACCESSION NUMBER: 0001013255-99-000209 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990611 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STRUCTURED ASSET SECURITIES CORP SERIES 1998-C1 CENTRAL INDEX KEY: 0001059002 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 742440858 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 033-96378-03 FILM NUMBER: 99644698 BUSINESS ADDRESS: STREET 1: 200 VESEY ST CITY: NEW YORK STATE: NY ZIP: 10285 BUSINESS PHONE: 2125267000 MAIL ADDRESS: STREET 1: 277 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10172 10-K/A 1 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, 1998 Commission File Number: 33-96378 Structured Asset SECURITIES CORPORATION II issuer in respect of Commercial Mortgage Pass-Through Certificates LB Commercial Mortgage Trust Series 1998-C1 (Exact Name of registrant as specified in its charter) Delaware 74-2440858 (State or Other Juris- (I.R.S. Employer diction of Incorporation) Identification No.) 200 Vesey Street, New York, New York, 10285 (Address of Principal Executive Office) 212-526-7000 (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, 1998. Not applicable. Number of shares of common stock outstanding as of December 31, 1998. Not applicable. 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 PART I ITEM 1. BUSINESS This Annual Report on Form 10-K relates to the Trust Fund formed, and the Commercial Mortgage Pass-Through Certificates, Series 1998-C1 issued, pursuant to a Pooling and Servicing Agreement, (the "Pooling and Servicing Agreement"), by and among Structured Asset Securities Corporation as sponsor, GMAC Commercial Mortgage Corporation, as master Servicer and special servicer, LaSalle National Bank, as Trustee, and ABN AMRO Bank N.V., as fiscal agent. The Certificates have been registered pursuant to the Act under a Registration Statement on Form S-3 (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 12/31/98. 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 12/31/98. 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 Structured Asset Securities Corporation REGISTRANT By: /s/ Russell Goldenberg Name: Russell Goldenberg Title: Senior Vice President Dated: March 30, 1999 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 LB Commercial Mortgage Trust Series 1998-Cl Annual Statement as to Compliance For the Period of March 11 through December 31,1998 Pursuant to Section 3.13 of the Pooling and Servicing Agreement governing the referenced transaction, I hereby attest that: A review of the activities of,GMAC Commercial Mortgage Corporation as Master Servicer during the period, and of its performance undei this Pooling and Servicing Agreement, has been made under my supervision. To the best of my knowledge, based on such review, GMAC Commercial Mortgage Corporation as Master Servicer, has fulfilled in all material respects its obligations under this Pooling and Servicing Agreement throughout the period. iii. GMAC Commercial Mortgage Corporation, as Master Servicer, has received no notice regarding qualifications, or challenging the status, of any of REMIC I, REMIC II, or REMIC III as a REMIC from the Internal Revenue Service or any other governmental agency or body. BY: Diane M. Norberg Vice President GMAC Commercial Mortgage Corporation Date: LB Commercial Mortgage Trust Series 1998-Cl Annual Statement as to Compliance For Period of March I I through December 31, 1998 Pursuant to section 3.13 of the Pooling and Servicing Agreement, I attest that: (i.) A review of the activities of GMAC Commercial Mortgage as Special Servicer during the period, and of its performance under this Agreement, has been made under my supervision. (ii) To the best of my knowledge, based on such review, GMAC Commercial Mortgage as Special Servicer, has fulfilled in all material respects its obligations under this Agreement throughout the period. However, during the period of March 11 through December 31, 1998, GMAC Commercial Mortgage as Special Servicer did not service any Specially Serviced Mortgaged Loans. (iii)GMAC Commercial Mortgage as Special Servicer has received no notice regarding qualifications, or challenging the status, of any of REMIC 1, REMIC II OR REMIC III as a REMIC from the Internal Revenue Service or any other governmental agency or body. BY: Aline Moulia Vice President, GMAC Commercial Mortgage Corporation Date: PRICEWATERHOUSECOOPERS S Report of Independent Accountants February 24, 1999 To the Board, of Directors and Shareholder of GMAC Commercial Holding Corp. PricewaterhouseCoopers LLP 1177 Avenue o(the Arneficas New York NY 10036 Telephone (212) 596 8" facsimile (212) 596 8910 We have examined the accompanying management assertion, dated February 24, 1999, about GMAC Commercial Holding Corp.'s (the "Company") compliance with its established minimum servicing standards C'Servicing Policy") as of and for the year ended December 31, 1998. Management is responsible for the Company's compliance with the Servicing Policy. 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 the 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 Servicing Policy 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 the Servicing Policy. In our opinion, management's assertion that the Company complied with the aforementioned Servicing Policy as of and for the year ended December 31, 1998 is fairly stated, in all material respects. -----END PRIVACY-ENHANCED MESSAGE-----