-----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, QrsIvSRjnjdMz8eqzZ50FPbtl8ZljL/C4XO0G3I+aLli8JM6EqB65mGJCUY3zHVr iqb694fXvzXQWdNuhBMwAw== 0000899681-00-000110.txt : 20000331 0000899681-00-000110.hdr.sgml : 20000331 ACCESSION NUMBER: 0000899681-00-000110 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991231 FILED AS OF DATE: 20000330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MONEY STORE COMMERCIAL MORTGAGE INC CENTRAL INDEX KEY: 0000930743 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 222378261 STATE OF INCORPORATION: NJ FILING VALUES: FORM TYPE: 10-K SEC ACT: SEC FILE NUMBER: 033-84492-29 FILM NUMBER: 586901 BUSINESS ADDRESS: STREET 1: 707 3RD STREET CITY: WEST SACRAMENTO STATE: CA ZIP: 95605 BUSINESS PHONE: 9166171000 MAIL ADDRESS: STREET 1: 707 3RD STREET CITY: WEST SACRAMENTO STATE: CA ZIP: 95605 10-K 1 ---------------------------- OMB APPROVAL ---------------------------- OMB Number: 3235-0063 Expires: May 31, 2000 Estimated average burden hours per response 1711.00 ---------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR L5(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999 Commission file number 333-60771 --------- THE MONEY STORE COMMERCIAL MORTGAGE INC. (AS ORIGINATOR UNDER A SALE AND SERVICING AGREEMENT, DATED AS OF MAY 31, 1999 PROVIDING FOR THE ISSUANCE OF THE MONEY STORE BUSINESS LOAN BACKED TRUST, SERIES 1999-1 NOTES THE MONEY STORE COMMERCIAL MORTGAGE INC. AND THE MONEY STORE INC. ------------------------ (Exact name of registrant as specified in its charter) NEW JERSEY/NEW YORK 22-2378261 - ------------------------------- -------------- (State or other jurisdiction (Trust I.R.S. Employer of incorporation or organization) Identification No.) 707 THIRD STREET, WEST SACRAMENTO, CALIFORNIA 95605 - --------------------------------------------- --------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (916) 617-1000 -------------- Securities registered pursuant to section 12(b) of the Act: TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED - ------------------- ----------------------------------------- NONE NONE Securities registered pursuant to section 12(g) of the Act: NONE ------------ (Title of class) 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. |X| Yes |_| No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (ss. 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. State the aggregate market value of the Voting Stock held by non-affiliates of the registrant. Not Applicable Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of December 31, 1996. Not Applicable This Annual Report on Form 10-K is filed pursuant to a request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing, dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. PART I ITEM 1. BUSINESS Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. ITEM 2. PROPERTIES Reference is made to the Annual Compliance Certificate attached hereto as Exhibit 20. Reference is made to the Annual Statement attached hereto as Exhibit 13. ITEM 3. LEGAL PROCEEDINGS None. 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 There is no established trading market for Registrant's securities subject to this filing. Number of holders of record of the Certificates as of March 15, 2000: 31 ITEM 6. SELECTED FINANCIAL DATA Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not Applicable. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Reference is made to the Annual Compliance Certificate attached as Exhibit 20. Reference is made to the annual Independent Accountant's Report on the Servicer's compliance with loan servicing standards as prepared by KPMG Peat Marwick, the Servicer's and Registrant's Independent Certified Public Accountants, accompanied by the Registrant's Management Assertion, and attached as Exhibit 99 hereto. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. ITEM 11. EXECUTIVE COMPENSATION Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following information is furnished as of March 15, 2000 as to each Noteholder of record of more than 5% of the Notes:
Name and Address of Title of Class Beneficial Owner Amount of Security of Beneficial Owner % of Class The Money Store The Bank of New York $12,200,000 8.9 Business Loan-Backed Trust, 925 Patterson Plank Rd. Class AS-1 Notes Secaucus, NJ 07094 Bankers Trust Company $24,400,000 17.7 c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 Boston Safe Deposit and $31,600,000 22.9 Trust Company c/o Mellon Bank, N.A. Three Mellon Bank Center Room 153-3015 Pittsburgh, PA 15259 Chase Manhattan Bank $14,500,000 10.5 4 New York Plaza 13th Floor New York, NY 10004 The Northern Trust Company $17,688,000 12.8 801 S. Canal C-IN Chicago, IL 60607 Salomon Smith Barney Inc./ $11,000,000 8.0 Salomon Brothers 333 W. 34th Street, 3rd Floor New York, NY 10001 Schroder & Co. Inc. $15,000,000 10.9 *Participant Contact Not Found* The Money Store Bank One Trust Company, N.A. $26,000,000 18.4 Business Loan-Backed Trust, 1900 Polaris Parkway Class AS-2 Notes 4th Floor Columbus, OH 43240 Chase Manhattan Bank $75,000,000 53.2 4 New York Plaza 13th Floor New York, NY 10004 State Street Bank and Trust $31,000,000 22.0 Company 1776 Heritage Drive Global Corporate Action Unit JAB5NW North Quincy, MA 02171 The Money Store Bankers Trust Company $80,000,000 42.0 Business Loan-Backed Trust, c/o BT Servicers Tennessee Inc. Class AS-3 Notes 648 Grassmere Park Drive Nashville, TN 37211 The Bank of New York/ First Union $79,443,000 41.7 Safekeeping 16 Wall Street, 5th Floor New York, NY 10005 First Union Securities, Inc. $25,000,000 13.1 8739 Research Blvd. Charlotte, NC 28262-0675 The Money Store The Bank of New York $22,084,000 100% Business Loan-Backed Trust, 925 Patterson Plank Rd. Class MS-1 Notes Secaucus, NJ 07094 The Money Store Salomon Smith Barney Inc./Salomon $23,463,000 100% Business Loan-Backed Trust, Brothers Class MS-2 Notes 333 W. 34th Street, 3rd Floor New York, NY 10001 The Money Store The Bank of New York/ First Union $12,423,000 100% Business Loan-Backed Trust, National Bank Class BS Notes 1 Wall Street, 5th Floor New York, NY 10286 The Money Store Chase Manhattan Bank Correspondence $15,500,000 28.0 Business Loan-Backed Trust, Clearing Services Class AN Notes 4 New York Plaza New York, NY 10004 HSBC Bank USA/Republic Investment Account $20,000,000 36.1 One Hanson Place, Lower Level Brooklyn, NY 11243 Investor Bank & Trust/M.F. Custody $11,895,000 21.5 200 Clarendon Street 15th Fl Hancock Tower Boston, MA 02116 Salomon Smith Barney Inc./Salomon $8,000,000 14.4 Brothers 333 W. 34th Street, 3rd Floor New York, NY 10001 The Money Store First Union Securities, Inc. $2,229,000 100% Business Loan-Backed Trust, 8739 Research Blvd. Class MN Notes Charlotte, NC 28262-0675 The Money Store The Bank of New York/First Union $4,457,000 100% Business Loan-Backed Trust , National Bank Class BN Notes 1 Wall Street, 5th Floor New York, NY 10286
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS (a) None (b)-(d) Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, AND REPORTS ON FORM 8-K (a) 1. Not applicable. 2. Not applicable 3. Exhibits 13. Annual Statement 20. Annual Compliance Certificate 99. Annual Independent Accountant's Report on the Servicer's compliance with loan servicing standards as prepared by KPMG Peat Marwick, the Servicer's and Registrant's Independent Certified Public Accountants, accompanied by the Registrant's Management Assertion. (b)-(d) Omitted pursuant to the "Request for no-action letter forwarded to the Office of Chief Counsel Division of Corporate Financing," dated September 2, 1993, and the response of the SEC, dated January 7, 1994, to the no-action request. 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 as representative on behalf of the trust on the 30th day of March, 2000. THE MONEY STORE INVESTMENT CORPORATION THE MONEY STORE OF NEW YORK, INC. By: /s/ Arthur Q. Lyon ----------------------- Name: Arthur Q. Lyon Title: Chief Financial Officer EXHIBIT INDEX DESCRIPTION PAGE NUMBER Annual Statement 8 Annual Compliance Certificate 11 Annual Independent Accountant's Report 11 EX-13 2 EXHIBIT 13 ANNUAL SERVICER'S STATEMENT
ANNUAL TRUST ADMINISTRATOR'S STATEMENT IN ACCORDANCE WITH SECTION 7.10(a) OF THE SALE AND SERVICING AGREEMENT DATED AS OF MAY 31,1999, THE MONEY STORE COMMERCIAL MORTGAGE, INC. REPORTS THE FOLLOWING INFORMATION PERTAINING TO SERIES 1999-1 FOR THE YEAR ENDED DECEMBER 31, 1999. PRINT STATEMENT 3. POOL PRINCIPAL DISTRIBUTION AMOUNTS: CLASS AS-1 9,811,704.63 CLASS AS-2 0.00 CLASS AS-3 0.00 CLASS MS-1 0.00 CLASS MS-2 0.00 CLASS BS 0.00 TOTAL POOL I PRINCIPAL DISTRIBUTION AMOUNT: 9,811,704.63 CLASS AN 3,064,361.80 CLASS MN 0.00 CLASS BN 0.00 TOTAL POOL II PRINCIPAL DISTRIBUTION AMOUNT: 3,064,361.80 5. CURRENT INTEREST REQUIREMENTS CLASS AS-1 4,362,230.68 CLASS AS-2 4,695,714.06 CLASS AS-3 6,047,623.28 CLASS MS-1 791,203.02 CLASS MS-2 893,530.52 CLASS BS 595,690.18 TOTAL POOL I INTEREST REQUIREMENTS 17,385,991.74 CLASS AN 1,822,179.19 CLASS MN 84,885.98 CLASS BN 213,715.78 TOTAL POOL II INTEREST REQUIREMENTS 2,120,780.95 9. AMOUNT OF INTEREST RECEIVED POOL I 29,166,400.22 POOL II 3,489,242.52 22. WEIGHTED AVERAGE LOAN INTEREST RATE FOR POOL I 9.2318% POOL II 9.9462%
SERIES CMI 1999-1 JANUARY FEBRUARY MARCH APRIL MAY JUNE JULY 3. POOL PRINCIPAL DISTRIBUTION AMOUNTS: CLASS AS-1 0.00 0.00 0.00 0.00 0.00 497,127.63 524,941.76 CLASS AS-2 0.00 0.00 0.00 0.00 0.00 0.00 0.00 CLASS AS-3 0.00 0.00 0.00 0.00 0.00 0.00 0.00 CLASS MS-1 0.00 0.00 0.00 0.00 0.00 0.00 0.00 CLASS MS-2 0.00 0.00 0.00 0.00 0.00 0.00 0.00 CLASS BS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 ------------------------------------------------------------------------------- TOTAL POOL I PRINCIPAL DISTRIBUTION AMOUNT: 0.00 0.00 0.00 0.00 0.00 497,127.63 524,941.76 CLASS AN 0.00 0.00 0.00 0.00 0.00 527,400.34 344,841.50 CLASS MN 0.00 0.00 0.00 0.00 0.00 0.00 0.00 CLASS BN 0.00 0.00 0.00 0.00 0.00 0.00 0.00 ------------------------------------------------------------------------------- TOTAL POOL II PRINCIPAL DISTRIBUTION AMOUNT: 0.00 0.00 0.00 0.00 0.00 527,400.34 344,841.50 5. CURRENT INTEREST REQUIREMENTS CLASS AS-1 0.00 0.00 0.00 0.00 0.00 330,538.10 660,216.55 CLASS AS-2 0.00 0.00 0.00 0.00 0.00 349,037.71 699,642.72 CLASS AS-3 0.00 0.00 0.00 0.00 0.00 446,059.83 893,812.48 CLASS MS-1 0.00 0.00 0.00 0.00 0.00 59,062.43 118,370.24 CLASS MS-2 0.00 0.00 0.00 0.00 0.00 66,921.69 134,104.08 CLASS BS 0.00 0.00 0.00 0.00 0.00 45,095.49 90,329.01 ------------------------------------------------------------------------------- TOTAL POOL I INTEREST REQUIREMENTS 0.00 0.00 0.00 0.00 0.00 1,296,715.25 2,596,475.08 CLASS AN 0.00 0.00 0.00 0.00 0.00 139,533.85 277,020.41 CLASS MN 0.00 0.00 0.00 0.00 0.00 6,357.60 12,739.97 CLASS BN 0.00 0.00 0.00 0.00 0.00 16,178.91 32,407.34 ------------------------------------------------------------------------------- TOTAL POOL II INTEREST REQUIREMENTS 0.00 0.00 0.00 0.00 0.00 162,070.36 322,167.72 AMOUNT OF INTEREST RECEIVED POOL I 0.00 0.00 0.00 0.00 0.00 4,064,057.13 4,003,091.21 POOL II 0.00 0.00 0.00 0.00 0.00 473,624.05 494,341.14 ------------------------------------------------------------------------------- 22. WEIGHTED AVERAGE LOAN INTEREST RATE FOR POOL I 0.000% 0.000% 0.000% 0.000% 0.000% 8.915% 8.917% POOL II 0.000% 0.000% 0.000% 0.000% 0.000% 9.481% 9.481%
SERIES CMI 1999-1 AUGUST SEPTEMBER OCTOBER NOVEMBER DECEMBER 3. POOL PRINCIPAL DISTRIBUTION AMOUNTS: CLASS AS-1 548,233.05 1,659,983.33 1,626,563.89 1,423,322.70 3,531,532.27 CLASS AS-2 0.00 0.00 0.00 0.00 0.00 CLASS AS-3 0.00 0.00 0.00 0.00 0.00 CLASS MS-1 0.00 0.00 0.00 0.00 0.00 CLASS MS-2 0.00 0.00 0.00 0.00 0.00 CLASS BS 0.00 0.00 0.00 0.00 0.00 --------------------------------------------------------------------------------- TOTAL POOL I PRINCIPAL DISTRIBUTION AMOUNT: 548,233.05 1,659,983.33 1,626,563.89 1,423,322.70 3,531,532.27 CLASS AN 728,969.53 236,902.12 415,632.95 483,125.92 327,489.44 CLASS MN 0.00 0.00 0.00 0.00 0.00 CLASS BN 0.00 0.00 0.00 0.00 0.00 ---------------------------------------------------------------------------------- TOTAL POOL II PRINCIPAL DISTRIBUTION AMOUNT: 728,969.53 236,902.12 415,632.95 483,125.92 327,489.44 5. CURRENT INTEREST REQUIREMENTS CLASS AS-1 626,701.38 636,817.74 653,067.46 623,668.65 831,220.80 CLASS AS-2 666,347.39 679,424.55 705,260.51 681,775.50 914,225.68 CLASS AS-3 855,406.48 872,863.75 905,239.06 887,146.98 1,187,094.70 CLASS MS-1 112,605.40 114,652.77 118,973.72 115,020.83 152,517.63 CLASS MS-2 127,457.86 129,633.08 134,484.54 130,024.13 170,905.14 CLASS BS 85,602.23 86,753.95 89,926.56 86,961.00 111,021.94 ------------------------------------------------------------------------------------ TOTAL POOL I INTERST REQUIREMENTS 2,474,120.74 2,520,145.84 2,606,951.85 2,524,597.09 3,366,985.89 CLASS AN 262,106.80 63,589.56 272,386.98 261,277.83 346,263.76 CLASS MN 12,108.58 12,315.23 12,776.12 12,352.38 16,236.10 CLASS BN 30,711.52 31,124.72 32,262.95 31,199.00 39,831.34 ------------------------------------------------------------------------------------ TOTAL POOL II INTEREST REQUIREMENTS 304,926.90 307,029.51 317,426.05 304,829.21 402,331.20 AMOUNT OF POOL RECEIVED POOL I 4,595,281.46 3,707,420.51 3,922,743.05 4,558,066.76 4,315,740.10 POOL II 602,246.05 358,073.90 526,078.07 534,566.45 500,312.86 ------------------------------------------------------------------------------------ 22. WEIGHTED AVERAGE LOAN INTEREST RATE FOR POOL I 8.917% 8.9146% 9.2344% 9.2341% 9.2318% POOL II 9.481% 9.4806% 9.9467% 9.9463% 9.9462%
BY: ------------------------ STEPHANIE CALLAHAN ASSISTANT VICE PRESIDENT EX-20 3 EXHIBIT 20 OFFICER'S CERTIFICATE ANNUAL STATEMENT AS TO COMPLIANCE I, Donald Coombe, Vice President-Loan Servicing of The Money Store Commercial Mortgage Inc., a New Jersey Corporation (the "Company"), do hereby certify that: As servicer under the Sale and Servicing Agreement dated as of May 31, 1999 (the "Agreement") with respect to The Money Store Business Loan Backed Trust 1999-1; (i) the Company has fully complied with the provisions of Article IV and V, (ii) a review of the activities of the Company during the preceding calendar year and of performance under the Agreement has been made under my supervision, and (iii) to the best of my knowledge, based on such review, the Company has fulfilled all its obligations under the Agreement throughout such year. The Company has provided this Officer's Certificate to those parties listed in Section 5.04 of the Agreements. IN WITNESS WHEREOF, the undersigned has executed this Certificate as of March 24, 2000. /S/ DONALD COOMBE ------------------------------ Donald Coombe Vice President-Loan Servicing The Money Store Investment Corporation INDEPENDENT ACCOUNTANTS' REPORT The Board of Directors The Money Store Investment Corp. and The Money Store Commercial Mortgage, Inc. d/b/a First Union Small Business Capital We have examined management's assertion, included in the accompanying management assertion, that, except for the noncompliance with minimum servicing standard I.3. described in the third paragraph, The Money Store Investment Corp. and The Money Store Commercial Mortgage, Inc. d/b/a First Union Small Business Capital (a wholly-owned subsidiary of First Union National Bank) (the Company) complied with the minimum servicing standards relating to its servicing of business loans, set forth in the Mortgage Bankers Association of America's (MBA) UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP), except minimum servicing standards V.4. and VI.1., which the MBA has interpreted as being inapplicable to the servicing of commercial and multifamily loans, as of and for the year ended December 31, 1999. Management is responsible for the Company's compliance with those minimum servicing standards. Our responsibility is to express an opinion on 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 applicable 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 applicable minimum servicing standards. Our examination disclosed the following material noncompliance with minimum servicing standard I.3. applicable to the Company during the year ended December 31, 1999 that requires that each custodial account be maintained in a federally insured depository institution in trust for the applicable investor. While all custodial accounts are maintained in a federally insured depository institution, the accounts are lacking the appropriate "in trust for" designations. Management is in the process of correcting the custodial accounts to contain the appropriate "in trust for" designations. In our opinion, except for the material noncompliance described in the third paragraph, the Company complied in all material respects with the aforementioned applicable minimum servicing standards relating to its servicing of business loans as of and for the year ended December 31, 1999. /s/ KPMG LLP March 20, 2000 MANAGEMENT'S ASSERTION As of and for the year ended December 31, 1999, The Money Store Inc. (the Company) has complied in all material respects with the minimum servicing standards relating to its servicing of home equity and home improvement loans, set forth in the Mortgage Bankers Association of America's UNIFORM SINGLE ATTESTATION PROGRAM FOR MORTGAGE BANKERS (USAP), except for the noncompliance with minimum servicing standard I.3., described in the following paragraph. The Company was not in compliance with minimum servicing standard I.3., that requires that each custodial account be maintained at a federally insured depository institution in trust for the applicable investor. While all custodial accounts are maintained in a federally insured depository institution, the accounts are lacking the appropriate "in trust for" designations. Management corrected the custodial accounts to contain the appropriate "in trust for" designation in February, 2000. As of and for the year ended December 31, 1999, the Company had in effect fidelity bond and errors and omissions policies in the amounts of $200 million and $20 million, respectively. /S/ ARTHUR Q. LYON MARCH 10, 2000 - ------------------------------------- -------------- Arthur Q. Lyon Date Chief Financial Officer The Money Store Inc. /S/ RUSSELL B. PLEASANTS MARCH 10, 2000 ------------------------------------------ -------------- Russell B. Pleasants Date Senior Vice President / Manager The Money Store Inc. Servicing 707 3rd Street o West Sacramento, CA 95605 o 916/617-2000 -----END PRIVACY-ENHANCED MESSAGE-----