10-K/A 1 arc01bc3.txt UNITED STATES 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, 2001 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-35026-15 Amortizing Residential Collateral Trust Mortgage Pass-Through Certificates Series 2001-BC3 (Exact name of registrant as specified in its charter) 90-0031705 90-0031706 New York 90-0031707 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) c/o Wells Fargo Bank Minnesota, N.A. 9062 Old Annapolis Road Columbia, MD 21045 (Address of principal executive offices) (Zip Code) 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 20, 2002 on behalf of Amortizing Residential Collateral Trust Mortgage Pass-Through Certificates, Series 2001-BC3 established pursuant to the Trust Agreement among Structured Asset Securities as Depositor, Wells Fargo Bank Minnesota, National Association as Master Servicer, The Murrayhill Company as Loss Mitigation Advisor, and Bank One, National Association as Trustee pursuant to which Amortizing Residential Collateral Trust, Mortgage Pass-Through Certificates, Series 2001-BC3 registered under the Securities Act of 1933 (the "Certificates") were issued. Item 14 of the Original Form 10K is amended in its entirety to read 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, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.2) Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.3) Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.4) Aggregate Statement of Principal and Interest Distributions to Certificate Holders. (b) On November 07, 2001, December 11, 2001, and January 09, 2002 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: Amortizing Residential Collateral Trust Mortgage Pass-Through Certificates Series 2001-BC3 (Registrant) Signed: Wells Fargo Bank Minnesota, N.A. as Master Servicer By: Edward M. Frere Jr., Senior Vice President By: /s/ Edward M. Frere Jr., Senior Vice President Dated: December 16, 2002 Sarbanes-Oxley Certification I, Edward M. Frere Jr., certify that: 1. I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report, of Amortizing Residential Collateral Trust Mortgage Pass-Through Certificates Series 2001-BC3. 2. Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report. 3. Based on my knowledge, the [distribution or servicing] information required to be provided to the trustee by the servicer under the pooling and servicing agreement is included in these reports. Date: December 16, 2002 Edward M. Frere Jr. ________________________ [Signature] Senior Vice President ________________________ [Title] Exhibit Index Exhibit No. (99.1) Annual Independent Accountants' Servicing Reports concerning servicing activities for the year ended December 31, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.2) Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.3) Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 2001. a) Countrywide Funding, as Servicer b) Ocwen Federal Bank FSB, as Servicer c) Wells Fargo Home Mortgage, Inc, as Servicer (99.4) Aggregate Statement of Principal and Interest Distributions to Certificate Holders. Filed herewith. Previously filed. EX 99.1 (a) Grant Thornton (logo) Accountants and Management Consultants REPORT OF INDEPENDENT ACCOUNTANTS ON MANAGEMENT'S ASSERTION ON COMPLIANCE WITH MINIMUM SERVICING STANDARDS SET FORTH IN THE UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS Board of Directors Countrywide Credit Industries, Inc. We have examined management's assertion about Countrywide Credit Industries, Inc. and Subsidiaries (which includes its wholly-owned subsidiary, Countrywide Home Loans, Inc. ("CHL"), and Countrywide Home Loans Servicing, L.P., a wholly-owned subsidiary of CHL) ("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) as of and for the ten months ended December 31, 2001 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 entity's compliance based on our examination. Our examination was made in accordance with standards established by the American Institute of is evidence about the Certified Public Accountants and, accordingly, included examining, on a test basis Company'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 Company's compliance with the minimum servicing standards. In our opinion, management's assertion that Countrywide Credit Industries, Inc. and Subsidiaries (which includes its wholly-owned subsidiary, Countrywide Home Loans, Inc., and Countrywide Home Loans Servicing, L.P., a wholly- owned subsidiary of CHL) complied with the aforementioned minimum servicing standards as of and for the ten months ended December 31, 2001 is fairly stated, in all material respects. Los Angeles, California March 7, 2002 EX 99.1 (b) PRICEWATERHOUSECOOPERS (logo) PricewaterhouseCoopers LLP 222 Lakeview Avenue Suite 360 West Palm Beach, FL 33401 Telephone (561) 832 0038 Facsimile (561) 805 8181 INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT'S REPORT To the Board of Directors of Ocwen Federal Bank FSB We have examined management's assertion, included in the accompanying Management Assertion on Compliance with USAP, that Ocwen Federal Bank FSB (the "Bank") complied 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, 2001. Management is responsible for the Bank's compliance with those minimum servicing standards. Our responsibility is to express an opinion on management's assertion about the Bank's compliance based on our examination. Our examination was made in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Bank'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 Bank's compliance with the minimum servicing standards. In our opinion, management's assertion that the Bank complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 2001 is fairly stated, in all material respects. PricewaterhouseCoopers LLP West Palm Beach, Florida March 29, 2002 EX 99.1 (c) KPMG (logo) 2500 Ruan Center 666 Grand Avenue Des Moines, IA 50309 INDEPENDENT ACCOUNTANTS' REPORT The Board of Directors Wells Fargo Home Mortgage: We have examined management's assertion, included in the accompanying Management Assertion, that Wells Fargo Home Mortgage complied with the minimum servicing standards set forth 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, 2001. Management is responsible for Wells Fargo Home Mortgage's compliance with those minimum servicing standards. Our responsibility is to express an opinion on management's assertion about Wells Fargo Home Mortgage's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about Wells Fargo Home Mortgage'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 Wells Fargo Home Mortgage's compliance with the minimum servicing standards. In our opinion, management's assertion that Wells Fargo Home Mortgage complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 2001, is fairly stated, in all material respects. January 15, 2002 KPMG LLP, a U.S. limited liability partnership, is a member of KPMG International, a Swiss association. EX 99.2 (a) Countrywide (logo) 4500 PARK GRANADA CALABASAS, CALIFORNIA 91302 (818) 225-3000 March 7, 2002 Grant Thornton LLP 1000 Wilshire Boulevard, Suite 300 Los Angeles, CA 90017 Gentlemen: As of and for the ten months ended December 31, 2001, Countrywide Credit Industries, Inc. and Subsidiaries (which includes its wholly-owned subsidiary, Countrywide Home Loans, Inc.) ("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 for Mortgage Bankers. As of and for this same period, the Company had in effect a fidelity bond and errors and omissions policy in the amount of $230,000,000. Thomas K. McLaughlin Senior Managing Director and Chief Financial Officer EX 99.2 (b) OCWEN (logo) MANAGEMENT ASSERTION ON COMPLIANCE WITH USAP March 29, 2002 As of and for the year ended December 31, 2001, Ocwen Federal Bank FSB (the "Bank) 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"). As of and for this same period, the Bank had in effect a fidelity bond in the amount of $15,000,000 and an errors and omissions policy in the amount of $10,000,000. Ronald M. Faris President Scott W. Anderson Senior Vice President of Residential Assets James D. Campbell Director of Investor Reporting EX 99.2 (c) Wells Fargo Home Mortgage (logo) 1 Home Campus Des Moines, IA 50328-0001 Management Assertion As of, and for the year ended December 31, 2001, Wells Fargo Home 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 the same period, Wells Fargo Home Mortgage Banking had in effect a fidelity bond along with an errors and omissions policy, in the amounts of $50 million and $10 million, respectively. Pete Wissinger Chief Executive January 15, 2002 Geoffery H. Dreyer Chief Financial Officer (effective 2001) January 15, 2002 Michael J. Heid Chief Financial Officer (effective 1/1/2002) Executive Vice President, Loan Servicing (effective 2001) January 15, 2002 Robert Caruso Senior Vice President, Loan Servicing (effective 1/1/2002) January 15, 2002 EX 99.3 (a) Countrywide Home Loans (logo) 400 Countrywide Way Simi Valley, California 93065-6298 April 11, 2002 Wells Fargo 9062 Old Annapolis Rd. MAC-N2702-011 Columbia, MD 21045 OFFICER'S CERTIFICATE I, Joseph Candelario, hereby certify that I am the First Vice President, Loan Administration of Countrywide Home Loans, Inc., fka Countrywide Funding Corporation. I further certify, with respect to the Servicing Agreements for Countrywide Mortgage Obligations, Inc., the following: I have reviewed the activities and performance of the Servicer during the fiscal year ended December 31, 2001 under the Agreements and, to the best of my knowledge, based on my review, the Servicer has fulfilled all of its duties, responsibilities or obligations under the Agreements throughout the fiscal year. Joseph Candelario First Vice President Compliance Officer Loan Administration EX 99.3 (b) OCWEN (logo) OFFICER'S CERTIFICATION ON ANNUAL STATEMENT AS TO COMPLIANCE March 28, 2002 Pursuant to the applicable sections of the Servicing Agreements, I, Ronald M. Faris as officer of Ocwen Federal Bank FSB (the "Bank') confirm that a review of the activities of the Bank ended December 31, 2001 and of the performance under the Servicing Agreements has been made under my supervision. To the best of my knowledge, based on such review, the Bank has fulfilled all of its obligations under the Servicing Agreements throughout the period. Ronald M. Faris President, Ocwen Federal Bank FSB EX 99.3 (c) Wells Fargo Home Mortgage (logo) Wells Fargo Bank Minnesota, N.A. 11000 Broken Land Parkway Columbia, MD 21044-3562 Attention: Compliance Department RE: Officer's Certificate Dear Master Servicer: The undersigned Officer certifies the following for the 2001 fiscal year: (i) A review of the activities of the Servicer during the preceding fiscal year and of the Servicer's performance of the Servicer under the terms of the Servicing Agreement with respect to such Loans has been made under the supervision of the officer who signed such Officer's Certificate; (ii) To the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year, or if there has been a default in the fulfillment of any such obligation, such Officer's Certificate shall specify each such default known to such signer and the nature and status thereof and what action the Servicer proposes to take with respect thereto. Certified By: Diane B. Cooper Officer AVP, Client Relations Title 4/12/2002 Date