10-K 1 ms03h310k.txt 10-K 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, 2003 Commission file number: 333-104046-15 MORGAN STANLEY ABS MORT PASS THR CERTS SER 2003-HE3 (Exact name of Registrant as specified in its Charter) Delaware 13-3939229 (State or other jurisdiction (I.R.S. Employer incorporation or organization) Identification Number) 1585 BROADWAY, 2ND FLOOR NEW YORK, NEW YORK 10036 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 761-4000 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 the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of the Form 10-K or any amendment to this Form 10-K. [ x ] State the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of December 31,2003. NOT APPLICABLE. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of December 31,2003. NOT APPLICABLE DOCUMENTS INCORPORATED BY REFERENCE None PART I ITEM 1. Business. Not Applicable ITEM 2. Properties. Not Applicable ITEM 3. Legal Proceedings. None 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. The Trust does not issue stock. There is currently no established public trading market for Registrant's Certificates. Registrant believes the Certificates are traded primarily in intra-dealer markets and non-centralized inter-dealer markets. As of December 31,2003 the number of registered holders of all class of Certificates was 8. ITEM 6. Selected Financial Data. Not Applicable ITEM 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Not Applicable ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk. 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. ITEM 9A. Controls and Procedures Not Applicable PART III ITEM 10. Directors and Executive Officers of Registrant. Not Applicable. ITEM 11. Executive Compensation. Not Applicable. ITEM 12. Security Ownership of Certain Beneficial Owners and Management. Security ownership of certain beneficial owners. Under the Pooling and Servicing Agreement governing the Trust, the holders of the Certificates generally do not have the right to vote and are prohibited from taking part in management of the Trust. For purposes of this Item and Item 13 only, however, the Certificateholders are treated as "voting security" holders. As of December 31, 2003, the following are the only persons known to the Registrant to be the beneficial owners of more than 5% of any class of voting securities: CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS A-2 $159,000,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS A-3 $61,980,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS M-1 $37,403,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS M-2 $30,209,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS M-3 $8,631,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS B-1 $8,631,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS B-2 $8,631,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2003-HE3 CLASS B-3 $7,194,000 100.0% ITEM 13. Certain Relationships and Related Transactions. None ITEM 14. Principal Accountant Fees and Services Not Applicable PART IV ITEM 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K. (a) The following is a list of documents filed as part of this Annual Report on Form 10-K: Exhibit 31 Section 302 Certification. Exhibit 99.1 Chase Manhattan Mortgage Corportion's (as Servicer) Annual Statement of Compliance for Year End December 31,2003. Exhibit 99.2 Accredited Home Lenders, Inc's (as Servicer) Annual Statement of Compliance for Year End December 31,2003. Exhibit 99.3 Chase Manhattan Mortgage Corportion's (as Servicer) Annual Independent Accountant's Report for Year End December 31,2003. Exhibit 99.4 Accredited Home Lenders, Inc's (as Servicer) Annual Independent Accountant's Report for Year End December 31,2003. Exhibit 99.5 Aggregate Statement of Distributions to Certificateholders for Year End December 31, 2003. (b) The following reports on Form 8-K were filed during the last quarter of the period covered by this report. Monthly Remittance Statement to the Certificate holders dated as of November 25,2003, and filed with the Securities and Exchange Commission on Form 8-K on November 28,2003. Monthly Remittance Statement to the Certificate holders dated as of December 26,2003, and filed with the Securities and Exchange Commission on Form 8-K on January 6,2004. (c) The exhibits required to be filed by Registrant pursuant to Item 601 of Regulation S-K are listed above and in the Exhibit Index that immediately follows the signature page hereof. (d) Not Applicable. The Trust does not have any subsidiaries or affiliates. Therefore, no financial statements are filed with respect to subsidiaries or affiliates. 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. By: Morgan Stanley ABS Capital I Inc., as Depositor on behalf of the Registrant By: _/s/: Craig Phillips Craig Phillips President Date: March 26, 2004 EXHIBIT INDEX Exhibit Document 31 Section 302 Certification 99.1 Chase Manhattan Mortgage Corportion's (as Servicer) Annual Statement of Compliance for Year End December 31,2003. 99.2 Accredited Home Lenders, Inc's (as Servicer) Annual Statement of Compliance for Year End December 31,2003. 99.3 Chase Manhattan Mortgage Corportion's (as Servicer) Annual Independent Accountant's Report for Year End December 31,2003. 99.4 Accredited Home Lenders, Inc's (as Servicer) Annual Independent Accountant's Report for Year End December 31,2003. 99.5 Aggregate Statement of Distributions to Certificateholders for Year End December 31, 2003.