10-K 1 dal032xs_form10k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (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, 2003 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-100676-02 Deutsche Alt-A Securities, Inc. Mortgage Pass-Through Certificates Series 2003-2XS (Exact name of registrant as specified in its charter) New York 54-2126382 54-2126383 54-2126384 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) c/o Wells Fargo Bank, N.A. 9062 Old Annapolis Road Columbia, Maryland 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 ___ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K ( 229.405 of this chapter) 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. Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes___ No X State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter. Not applicable. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date. Not applicable. List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the document is incorporated: (1)Any annual report to security holders; (2) Any proxy or information statement; and (3)Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described for identification purposes (e.g. annual report to security holders for fiscal year ended December 24, 1980). Not applicable. PART I Item 1. Business. Omitted. Item 2. Properties. See Item 15(a), Exhibits 99.1, 99.2, and 99.3, for information provided in lieu of information required by Item 102 of Regulation S-K. Item 3. Legal Proceedings. The registrant knows of no material pending legal proceedings involving the trust created under the Pooling and Servicing Agreement (the Trust), the Trustee, the Servicer or the registrant with respect to the Trust other than routine litigation incidental to the duties of the respective parties. Item 4. Submission of Matters to a Vote of Security Holders. None. PART II Item 5. Market for Registrant's Common Equity and Related Stockholder Matters. No established public trading market for the Certificates exists. Records provided to the Trust by the DTC and the Trustee indicate that as of December 31, 2003, the number of holders of record for each class of Certificate were as follows: Class A-1 6 Class A-2 13 Class A-3 5 Class A-4 4 Class A-5 3 Class A-6 3 Class A-IO 9 Class CE 1 Class M-1 3 Class M-2 3 Class M-3 3 Class P 1 Class R-3 1 Total: 55 Item 6. Selected Financial Data. Omitted. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation. Omitted. Item 7A. Quantitative and Qualitative Disclosures about Market Risk. Not applicable. Item 8. Financial Statements and Supplementary Data. See Item 15(a), Exhibits 99.1, 99.2, 99.3, for information provided in lieu of information required by Item 302 of Regulation S-K. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None. Item 9A. Controls and Procedures. Not applicable. PART III Item 10. Directors and Executive Officers of the Registrant. Not applicable. Item 11. Executive Compensation. Not applicable. Item 12. Security Ownership of Certain Beneficial Owners and Management. Not applicable. Item 13. Certain Relationships and Related Transactions. Not applicable. Item 14. Principal Accounting Fees and Services. Not applicable. PART IV Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K. (a) Exhibits (31.1) Rule 13a-14(a)/15d-14(a) Certification. (99.1) Annual Independent Accountants' Servicing Reports concerning servicing activities for the year ended December 31, 2003. a) GMAC Mortgage Corp, as Servicer b) Greenpoint Mortgage Funding, Inc., as Servicer
(99.2) Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 2003. a) GMAC Mortgage Corp, as Servicer b) Greenpoint Mortgage Funding, Inc., as Servicer
(99.3) Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 2003. a) GMAC Mortgage Corp, as Servicer b) Greenpoint Mortgage Funding, Inc., as Servicer
(99.4) Aggregate Statement of Principal and Interest Distributions to Certificate Holders. (b) On November 10, 2003, December 1, 2003, and January 8, 2004 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. SIGNATURES 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: Deutsche Alt-A Securities, Inc. Mortgage Pass-Through Certificates Series 2003-2XS (Registrant) Signed: Wells Fargo Bank, N.A. as Master Servicer By: Kristen Ann Cronin, Vice President By: /s/ Kristen Ann Cronin, Vice President Dated: March 29, 2004 SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT. (a)(i) No annual report is provided to the Certificateholders other than with respect to aggregate principal and interest distributions. (a)(ii) No proxy statement, form of proxy or other proxy soliciting material has been sent to any Certificateholder with respect to any annual or other meeting of Certificateholders. Exhibit Index Exhibit No. Ex-31.1 Rule 13a-14(a)/15d-14(a) Certification I, Kristen Ann Cronin, 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 Deutsche Alt-A Securities, Inc. Mortgage Pass-Through Certificates, Series 2003-2XS Trust; 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 or similar, agreement, for inclusion in these reports is included in these reports; 4. I am responsible for reviewing the activities performed by the master servicer under the pooling and servicing, or similar, agreement, and based on upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the master servicer has fulfilled its obligations under that agreement; and 5. The reports disclose all significant deficiencies relating to the servicer's compliance with the minimum servicing standards based upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated parties: GMAC Mortgage Corp as Servicer, and Greenpoint Mortgage Funding, Inc. as Servicer. Date: March 29, 2004 /s/ Kristen Ann Cronin Signature Vice President Title Ex-99.1 (a) (logo) PRICEWATERHOUSECOOPERS PricewaterhouseCoopers LLP 125 High Street Boston MA 02110 Telephone (617) 530 5000 facsimile (617) 530-5001 Report of Independent Auditors To the Board of Directors and Stockholder of GMAC Mortgage Corporation: We have examined management's assertion about GMAC Mortgage Corporation and its subsidiaries' (the "Company") compliance with the minimum servicing standards ("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, 2003 included in the accompanying management assertion (see Exhibit I). 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 Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with the 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 standards. In our opinion, management's assertion that the Company complied with the aforementioned standards as of and for the year ended December 31, 2003 is fairly stated, in all material respects. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP March 24, 2004 Ex-99.1 (b) (logo) PRICEWATERHOUSECOOPERS PricewaterhouseCoopers LLP 350 S. Grand Ave. Los Angeles CA 90071 Telephone (213) 236 3000 Report of Independent Auditors To the Board of Directors and Stockholders of GreenPoint Financial Corporation: We have examined management's assertion about GreenPoint Financial Corporation and its subsidiaries, including GreenPoint Mortgage Funding, Inc. (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 year ended December 31, 2003 included in the accompanying management assertion (see Exhibit 1). 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 attestation 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 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 the Company complied with the aforementioned minimum servicing standards as of and for the year ended December 31, 2003 is fairly stated, in all material respects. /s/ PricewaterhouseCoopers LLP PricewaterhouseCoopers LLP March 25, 2004 Ex-99.2 (a) (logo) GMAC Mortgage Exhibit 1 Managements Assertion Concerning Compliance with USAP Minimum Servicing Standards March 19,2004 As of and for the year ended December 31, 2003, GMAC Mortgage Corporation and its subsidiaries (the "Company") have complied in all material respects with the minimum servicing standards (the "Standards") set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP"). As of and for this same period the Company had in effect fidelity bond and errors and omissions policies in the amounts of $125,000,000 and $100,000,000, respectively. /s/ David Applegate David Applegate Chief Executive Officer GMAC Residential Holding Corp /s/ Ralph Hall Ralph Hall Chief Operating Officer GMAC Residential Holding Corp Ex-99.2 (b) Exhibit I Management's Assertion Regarding Compliance With Minimum Servicing Standards As of and for the year ended December 31, 2003, Greenpoint Mortgage Funding, Inc. (the "Company"), a wholly-owned subsidiary of Greenpoint Bank, 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, GreenPoint Bank maintained on behalf of the Company, errors and omissions and employee fidelity bond insurance policies in the amount of $20,000,000 and $50,000,000, respectively. March 25, 2003 /s/ Becky Poisson Becky Poisson Executive Vice President of Operations and Technology /s/ Nathan Hieter Nathan Hieter Controller /s/ David Petrini David Petrini Chief Financial Officer /s/ S.A. Ibrahim S.A. Ibrahim Chief Executive Officer Ex-99.3 (a) (logo) GMAC Mortgage March 15, 2004 Wells Fargo Bank, NA Attn: Kim Wiggins 9062 Old Annapolis Road Columbia, MD 21045-1951 Re: Officers Statement of Compliance Year Ending 2003 Wells Fargo Master Serviced Deals We hereby certify to the best of our knowledge and belief, that for the calendar year 2003: 1. A review of the activities of the Seller / Servicer and of performance according to the Seller / Servicer contract has been made with the undersigned Officer's knowledge. 2. To the best of the undersigned Officer's knowledge, and based on such review, the Seller/ Servicer has fulfilled all its obligations under the Guides for such year. 3. If applicable, GMACM has filed the information returns with respect to the receipt of mortgage interest pursuant to Sections 6050H, 6050J and 6050P of the Code, received in a trade or business, reports of foreclosures and abandonment's of any Mortgaged Property and the information returns relating to cancellation of indebtedness income with respect to any Mortgaged Property. 4. All hazard, flood, FHA mortgage insurance and primary mortgage insurance premiums, taxes, ground rents, assessments and other lienable items have been paid in connection with the mortgaged properties. 5. All property inspections have been completed as required. 6. Compliance relative to Adjustable Rate Mortgages has been met. 7. Fidelity Bond and Errors and Omissions Insurance coverage is current, in full force and effect. Servicer: GMAC Mortgage Corporation By: /s/ Michael Kacergis Name: Michael Kacergis Title: Manager, Operations Risk Management GMAC Mortgage Corporation 500 Enterprise Road Horsham, PA 19044 Ex-99.3 (b) PO Box 84013 Columbus, GA 31908-4013 Tel. 8OO.784.5566 (logo)GreenPoint Mortgage To: Wells Fargo Re : Annual Statement as to Compliance by Servicer Pursuant to the applicable Section of the Mortgage Loan Flow Purchase, Sale, and Servicing Agreement between Greenpoint Mortgage Funding, Inc. as Servicer (the "Servicer") and Wells Fargo as Master Servicer, (the "Agreement"), the undersigned officer of the Servicer, hereby certifies as to the following: (i) a review of the activities of the Servicer during the calendar year ended December 31, 2003 (the "Applicable Period") and of the Servicer's performance under the Agreement has been made under the direct supervision of the undersigned officer; and (ii) to the best knowledge of the undersigned officer, based on such review, the Servicer has fulfilled all of its obligations under the Agreement throughout the Applicable Period, and there has been no known default in the fulfillment of the Servicer's obligations throughout such Applicable Period. Very Truly Yours GREENPOINT MORTGAGE FUNDING, INC. As Servicer /s/ Roy Briggs Roy Briggs Title: Vice President Aviso Imponante Las Personas Habls Expanol Si usted no entiendo el contenido de esta carta por favor obrenga una traduccion immediamente 2300 Brookstone Centre Pkwy Columbus GA 31904 Customer Service Hours: Monday-Friday, 8:30 AM -8:00 PM, Eastern www.greenpointservice.com Attachment A GREENPOINT CREDIT, LLC CSFB 2003-21 GREENPOINT MTG FUNDING,INC BSA 2003-AC6 GREENPOINT MTG FUNDING,INC BSA 2003-AC7 GREENPOINT MTG FUNDING,INC CSFB 2003-19 GREENPOINT MTG FUNDING,INC CSF82003-23 GREENPOINT MTG FUNDING,INC CSF8 2003-25 GREENPOINT MTG FUNDING,INC CSFB 2003-27 GREENPOINT MTG FUNDING,INC CSF82003-29 GREENPOINT MTG FUNDING,INC CSFB 2003-A30 GREENPOINT MTG FUNDING,INC DAL 2003-3 GREENPOINT MTG FUNDING,INC DAL 2003-2XS GREENPOINT MTG FUNDING,INC Dal 2003-4XS GREENPOINT MTG FUNDING,INC MALT 2003.2 GREENPOINT MTG FUNDING,INC MALT 2003-3 GREENPOINT MTG FUNDING,INC MAlT 2003-4 GREENPOINT MTG FUNDING,INC MALT 2003-5 GREENPOINT MTG FUNDING,INC MALT 2003-6 GREENPOINT MTG FUNDING,INC MALT 2003-7 GREENPOINT MTG FUNDING,INC MALT 2003-8 GREENPOINT MTG FUNDING,INC MALT 2003-9 GREENPOINT MTG FUNDING,INC MARM 2003-2 GREENPOINT MTG FUNDING,INC MARM 2003-3 GREENPOINT MTG FUNDING,INC MARM 2003-4 GREENPOINT MTG FUNDING,INC MARM 2003-5 GREENPOINT MTG FUNDING,INC MARM 2003-6 GREENPOINT MTG FUNDING,INC MARM 2003-7 GREENPOINT MTG FUNDING,INC MASTR 2003-7 GREENPOINT MTG FUNDING,INC MASTR 2003-8 GREENPOINT MTG FUNDING,INC MASTR 2003-11 GREENPOINT MTG FUNDING,INC MASTR 2003-12 GREENPOINT MTG FUNDING,INC SAMI 2003-CL 1 Ex-99.4 Schedule of Year-To-Date Principal and Interest Distributions to Certificateholders Class Interest Principal Losses Ending Balance A-1 439,128.65 10,749,649.40 0.00 93,452,350.60 A-2 207,645.90 0.00 0.00 27,412,000.00 A-3 511,519.79 0.00 0.00 54,417,000.00 A-4 464,234.55 0.00 0.00 36,626,000.00 A-5 384,296.49 0.00 0.00 26,054,000.00 A-6 365,058.92 0.00 0.00 29,381,000.00 A-IO 437,986.13 0.00 0.00 0.00 CE 1,768,310.92 276.22 0.00 1,028,337.50 M-1 82,851.60 0.00 0.00 5,876,000.00 M-2 86,670.99 0.00 0.00 5,876,000.00 M-3 43,335.51 0.00 0.00 2,938,000.00 P 36,006.17 0.00 0.00 100.00 R 0.00 0.00 0.00 0.00