10-K 1 ci04x110k.txt UNITED STATES OF AMERICA 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, 2004 Commission file number: 333-117349-05 Citigroup Mortgage Loan Trust Inc. (as Depositor, under the Pooling and Servicing agreement dated as October 1, 2004 providing for the issuance of Citigroup Mortgage Loan Trust, Series 2004-RES1 Asset Backed Pass-Through Certificates, Series 2004-RES1 (Exact name of Registrant as specified in its Charter) Delaware 01-0791848 (State or other jurisdiction (I.R.S. Employer incorporation or organization) Identification Number) 390 Greenwich Street New York, New York 10013 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 723-6766 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] Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). 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 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 December 31, 2004. NOT APPLICABLE DOCUMENTS INCORPORATED BY REFERENCE None PART I ITEM 1. Business. Not Applicable. ITEM 2. Properties. Not Applicable. 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. 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. ITEM 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. (a) There is currently no established public trading market for Registrant's Certificates. (b) As of December 31, 2004 the number of registered holders of all class of Certificates was 9. (c) Not Applicable. 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. Not Applicable. ITEM 9A. Controls and Procedures Not Applicable. ITEM 9B. Other Information Not Applicable. 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 And Related Stockholder Matters. 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, 2004, 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 2004-RES1 CLASS A-1 $401,971,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS A-2 $146,190,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-1 $21,726,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-2 $14,038,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-3 $13,370,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-4 $10,696,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-5 $10,361,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-6 $6,685,000 100.0% CEDEFAST CEDE & CO FAST P.O. BOX 20 BOWLING GREEN STATION NEW YORK, NEW YORK, 10274 SERIES 2004-RES1 CLASS M-7 $6,685,000 100.0% ITEM 13. Certain Relationships and Related Transactions. Not Applicable. ITEM 14. Principal Accountant Fees and Services. Not Applicable. ITEM 15. Exhibits, Financial Statement Schedules. (a) Exhibits: (1) All financial statements: Monthly Remittance Statement to the Certificate holders dated as of November 26, 2004, and filed with the Securities and Exchange Commission on Form 8-K on December 07, 2004. Monthly Remittance Statement to the Certificate holders dated as of December 27, 2004, and filed with the Securities and Exchange Commission on Form 8-K on January 03, 2005. (2) Not Applicable (3) Exhibit 31 Section 302 Certification Exhibit 99.1 Servicer's Annual Statement of Compliance for Year End December 31, 2004 Exhibit 99.2 Servicer's Annual Report of Independent Registered Public Accounting Firm for Year End December 31, 2004 Exhibit 99.3 Servicer's Report of Management as to Compliance with the Minimum Servicing Standards for Year End December 31, 2004 (b) See (a) above (c) Not Applicable 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: Citigroup Mortgage Loan Trust Inc., as Depositor for Citigroup Mortgage Loan Trust Inc., Asset-Backed Pass-Through Certificates, Series 2004-RES1 By: /s/ Susan Mills Susan Mills Vice President Date: March 30, 2005