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, 2000
[ ] Transition Report Pursuant to Section 13 or 15 (d) of the Securities
Exchange Act of 1934
Commission File No. 0-20552
DYNEX SECURITIES CORPORATION
(Exact name of registrant as specified in its charter)
Virginia 52-1739975
-------- ----------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
4551 Cox Road, 3rd Floor, Glen Allen, Virginia 23060
(Address or principal executive (Zip Code)
Registrant's telephone number, including area code (804) 217-5800
--------------
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 XX 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 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. [ X ]
Aggregate market value of voting stock held by nonaffiliates of the
registrant as of the latest practicable date, February 28, 2001: NONE
As of February 28, 2001, the latest practicable date, there were 1000
shares of Dynex Securities Corporation common stock outstanding.
The registrant meets the conditions set forth in General Instruction
I(1)(a) and (b) of Form 10-K and, therefore, is furnishing the abbreviated
narrative disclosure specified in Paragraph (2) of General Instruction I.
DYNEX SECURITIES CORPORATION
2000 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS
Page Number
PART I.
Item 1. Business 3
Item 2. Properties 4
Item 3. Legal Proceedings 4
Item 4. Submission of Matters to a Vote of Security Holders 4
PART II.
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters 4
Item 6. Selected Financial Data 4
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations 4
Item 7A. Quantitative and Qualitative Disclosures about
Market Risk 4
Item 8. Financial Statements and Supplementary Data 4
Item 9. Changes In and Disagreements with Accountants
on Accounting and Financial Disclosure 8
PART III.
Item 10. Directors and Executive Officers of the Registrant 8
Item 11. Executive Compensation 8
Item 12. Security Ownership of Certain Beneficial Owners
and Management 8
Item 13. Certain Relationships and Related Transactions 8
PART IV.
Item 14. Exhibits, Financial Statement Schedules and Reports
on Form 8-K 8
SIGNATURES 15
PART I
Item 1. Business
Dynex Securities Corporation (the "Company"), was incorporated in Virginia on
July 8, 1992 as a wholly-owned, limited-purpose financing subsidiary of SMFC
Funding Corporation, a Virginia corporation ("SMFC"). On January 1, 1997, SMFC
dividended all of the outstanding stock of the Company, represented by 1,000
shares of common stock, to Dynex Holding, Inc. ("DHI"), an affiliate company.
Inc.On November 1, 2000, DHI sold all of the capital stock to Dynex Capital,
Inc., an affiliate of DHI.
The Company was organized to facilitate the securitization of mortgage loans
through the issuance and sale of collateralized bonds ("Bonds") and certificates
of participation ("Mortgage Securities"). The Bonds will be issued pursuant to
an indenture or indentures and will be secured by securities backed by one or
more of the following: mortgage loans, Federal National Mortgage Association
Mortgage-Backed Certificates, insurance policies, and various accounts and funds
(collectively, the "Collateral"). The Collateral for a series of Bonds will be
pledged to a trustee. The Mortgage Securities will represent a percentage
interest in a pool of Collateral purchased by a trust established by the
Company.
After payment of the expenses of an offering and certain administrative
expenses, the net proceeds from an offering of Bonds or Mortgage Securities will
be used to purchase Collateral from Dynex Capital, Inc., the Company (in the
case of Mortgage Securities issued by a trust) or various third parties.
After the issuance of a series of Bonds, the Company may sell the Collateral
securing that series of Bonds, subject to the lien of the Bonds.
From the date of its inception to December 31, 2000, the Company has issued 30
series of Mortgage Securities on behalf of SMFC totaling $6.7 billion and has
not issued any series of Bonds. During 2000 and 1999, the Company issued no
Mortgage Securities on behalf of DHI.
The Mortgage Securities and Bonds and the related Collateral are excluded from
the financial statements of the Company since the issuance of these Mortgage
Securities and Bonds has been accounted for by SMFC as a sale of the associated
Collateral in accordance with generally accepted accounting principles.
At December 31, 2000, the Company had $1.4 billion of securities remaining for
issuance under a registration statement filed with the Securities and Exchange
Commission in October 1994. Securities sold through private placements by the
Company do not reduce the amount available under the shelf registration
statements.
Substantially all classes of Mortgage Securities issued, except for those sold
in a private placement, have been rated in the two highest categories (i.e. AA
or AAA) by one or more nationally recognized statistical rating agencies. The
Company may issue additional Mortgage Securities and Bonds in the future.
The Company competes in a national market with other private conduits, thrift
institutions, and financial firms. Economic conditions, interest rates,
regulatory changes and market dynamics all influence the mortgage securities
market.
Item 2. Properties
The Company has no physical properties.
Item 3. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security Holders
Information in response to this Item is omitted pursuant to General Instruction
I.
PART II
Item 5. Market for the Registrant's Common Equity and Related Stockholder
Matters
All of the Company's outstanding common stock is owned by Dynex Capital,
Inc. Accordingly, there is no market for its common stock. The Company has paid
no dividends with respect to its common stock.
Item 6. Selected Financial Data
Information in response to this Item is omitted pursuant to General
Instruction I. (See Item 7)
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Since inception, the Company has used its shelf registration statements to issue
Mortgage Securities on behalf of SMFC. The Mortgage Securities and the related
mortgage collateral are excluded from the financial statements of the Company
since the issuance of these Mortgage Securities has been accounted for as sales
of the associated collateral in accordance with generally accepted accounting
principles. All fees and related expenses in connection with issuance and
administrative services related to the Mortgage Securities are recorded in the
financial statements of SMFC.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
None.
Item 8. Financial Statements and Supplementary Data
AUDITED FINANCIAL STATEMENTS
DYNEX SECURITIES CORPORATION
December 31, 2000 and 1999
Independent Auditors' Report for the years ended December 31, 2000
1999....................................................................5
Balance Sheets...............................................................6
Notes to Balance Sheets......................................................7
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Dynex Securities Corporation:
We have audited the accompanying balance sheets of Dynex Securities Corporation,
a wholly-owned subsidiary of Dynex Capital, Inc., as of December 31, 2000 and
1999. These balance sheets are the responsibility of the Company's management.
Our responsibility is to express an opinion on these balance sheets based on our
audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the balance
sheets are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the balance sheets. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall balance sheet
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, such 2000 and 1999 balance sheets present fairly, in all
material respects, the financial position of Dynex Securities Corporation as of
December 31, 2000 and 1999, in conformity with accounting principles generally
accepted in the United States of America.
DELOITTE & TOUCHE LLP
Richmond, Virginia
March 30, 2001
DYNEX SECURITIES CORPORATION
BALANCE SHEETS
December 31, 2000 and 1999
2000 1999
---------- -------
ASSETS
Cash $ 10,000 $ 10,000
========= ========
STOCKHOLDER'S EQUITY
Common Stock, no par value;
1,000 shares authorized, issued
and outstanding $ 10,000 $ 10,000
=========== ===========
See accompanying notes to the balance sheets.
DYNEX SECURITIES CORPORATION
NOTES TO BALANCE SHEETS
December 31, 2000 and 1999
NOTE 1 - FORMATION OF THE COMPANY
Dynex Securities Corporation (the "Company"), was incorporated in Virginia on
July 8, 1992 as a wholly-owned, limited-purpose financing subsidiary of SMFC
Funding Corporation, a Virginia corporation ("SMFC"). On January 1, 1997, SMFC
dividended all of the outstanding stock of the Company, represented by 1,000
shares of Common Stock, to Dynex Holding, Inc. ("DHI"), an affiliate company. On
November 1, 2000, DHI sold all of the capital stock of the Company to Dynex
Capital, Inc., an affiliate of DHI. The Company was organized to facilitate the
securitization of mortgage loans through the issuance and sale of certificates
of participation ("Mortgage Securities") and collateralized mortgage obligations
("Bonds").
The Mortgage Securities and the related mortgage collateral are excluded
from the financial statements of the Company since the issuance of these
Mortgage Securities has been accounted for as a sale by SMFC of the associated
mortgage collateral in accordance with generally accepted accounting principles.
All fees and expenses related to issuance and administrative services for
securities issued under the Company's shelf registration statements are recorded
in the financial statements of SMFC. Accordingly, the statements of operations,
shareholder's equity and cash flows for the years ended December 31, 2000, 1999,
and 1998 have not been provided.
NOTE 2 - SECURITIES ISSUANCES
The Company uses its shelf registration statements to issue securities on behalf
of other companies. For the year ended December 31, 2000 and 1999, the Company
issued no Mortgage Securities. The Company did not issue any Bonds in 2000,
1999, or 1998. The outstanding aggregate principal balance at December 31, 2000
and 1999 of securities issued by the Company was $1.0 billion and $1.3 billion ,
respectively. These securities were secured by mortgage collateral with an
outstanding aggregate principal balance of $1.0 billion and $1.3 billion at
December 31, 2000 and 1999, respectively.
At December 31, 2000, the Company had $1.4 billion remaining for issuance under
registration statements filed with the Securities and Exchange Commission.
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
Information in response to this Item is omitted pursuant to General
Instruction I.
Item 11. Executive Compensation
Information in response to this Item is omitted pursuant to General
Instruction I.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Information in response to this Item is omitted pursuant to General
Instruction I.
Item 13. Certain Relationships and Related Transactions
Information in response to this Item is omitted pursuant to General
Instruction I.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) Financial Statements - see Item 8
Exhibits
3.1 Articles of Incorporation of the Registrant (Incorporated herein by
reference to the Exhibits to Registrant's Registration Statement No. 33-49520 on
Form S-11 filed July 10, 1992).
3.2 By-Laws of the Registrant (Incorporated herein by reference to the
Exhibits to Registrant's Registration Statement No. 33-49520 on Form S-11 filed
July 10, 1992).
4.1 Form of Trust Agreement dated July 1, 1992, (Incorporated herein
by reference to Exhibits to Registrant's Registration Statement
No. 33-49520 on Form S-11 filed July 10, 1992).
4.2 Standard Terms to Trust Agreement dated July 1, 1992 (Incorporated
herein by reference to the Exhibits to Registrant's Registration Statement No.
33-49520 on Form S-11 filed July 10, 1992).
4.3 Copy of Series 1992-1 Trust Agreement dated as of August 1, 1992, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed September 4, 1992).
4.4 Copy of Series 1992-2 Trust Agreement dated as of September 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed October 14,
1992).
4.5 Copy of Series 1992-3 Trust Agreement dated as of October 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed November 6,
1992).
4.6 Copy of Series 1992-4 Trust Agreement dated as of November 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed December 7,
1992).
4.7 Copy of Series 1992-6 Trust Agreement dated as of December 1, 1992,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed January 7,
1993).
4.8 Copy of Series 1993-1 Trust Agreement dated as of January 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed February 8,
1993).
4.9 Copy of Series 1993-2 Trust Agreement dated as of February 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed March 9, 1993).
4.10 Copy of Series 1993-3 Trust Agreement dated as of February 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to Exhibit to the Registrant's Current Report on Form 8-K, filed March 11,
1993).
4.11 Copy of Series 1993-4 Trust Agreement dated as of May 1, 1993, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed June 3, 1993).
4.12 Copy of Series 1993-5 Trust Agreement dated as of May 1, 1993, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed June 7, 1993).
4.13 Copy of Series 1993-6 Trust Agreement dated as of June 1, 1993, among
Registrant, Ryland Mortgage Company, as Master Servicer, and Texas Commerce Bank
National Association, as Trustee (Incorporated herein by reference to Exhibit to
the Registrant's Current Report on Form 8-K, filed July 8, 1993).
4.14 Copy of the Series 1993-7 Trust Agreement dated as of July 1, 1993,
among Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K, filed August 6,
1993).
4.15 Copy of the Series 1993-8 Trust Agreement dated as of August 1,
1993, among Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as
Trustee (Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 3,
1993).
4.16 Standard Terms to Trust Agreement, dated August 1, 1993
(Incorporated herein by reference to the Exhibits to the
Registrant's Current Report on Form 8-K, filed September 3,
1993).
4.17 Copy of the Series 1993-9 Trust Agreement dated as of September 1,
1993, among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
October 8, 1993).
4.18 Copy of the Series 1993-10 Trust Agreement dated as of October 1,
1993, among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
November 1, 1993).
4.19 Copy of the Series 1993-11 Trust Agreement dated as of December 1,
1993, among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
January 7, 1994).
4.20 Copy of the Series 1994-1 Trust Agreement dated as of December 1,
1993, among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
January 24, 1994).
4.21 Copy of the Series 1994-2 Trust agreement dated as of January 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on form 8-K, filed February
10, 1994).
4.22 Copy of the Series 1994-3 Trust Agreement dated as of February 1,
1994, among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
March 3, 1994).
4.23 Copy of the Series 1994-5 Trust Agreement dated as of March 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K, filed April 12,
1994).
4.24 Copy of the Series 1994-4 Trust Agreement dated as of March 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K, filed April 13,
1994).
4.25 Copy of the Series 1994-2 First Amendment to Trust Agreement dated as
of March 15, 1994, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed May 5, 1994).
4.26 Copy of the Series 1994-6 Trust Agreement dated as of April 1, 1994,
among the Registrant, Ryland Mortgage Company, as Master Servicer, and Texas
Commerce Bank National Association, as Trustee (Incorporated herein by reference
to the Exhibits to the Registrant's Current Report on Form 8-K, filed May 12,
1994).
4.27 Copy of the Series 1994-4 First Amendment to Trust Agreement dated as
of April 15, 1994, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed May 18, 1994).
4.28 Copy of the Series 1994-7 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
July 11, 1994).
4.29 Copy of the Series 1994-8 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
July 12, 1994).
4.30 Copy of the Series 1994-9 Trust Agreement, dated as of June 1, 1994,
by and among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
July 12, 1994).
4.31 Copy of the Series 1994-7 First Amendment to Trust Agreement, dated as
of August 1, 1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed September 12, 1994).
4.32 Copy of the Series 1994-10 Trust Agreement, dated as of August 1,
1994, by and among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
September 13, 1994).
4.33 Standard Terms to Trust Agreement (August 1994 Edition) (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed September 13, 1994).
4.34 Copy of the Series 1994-2 Second Amendment to Trust Agreement dated as
of September 27, 1994, among the Registrant, Ryland Mortgage Company, as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed October 5, 1994).
4.35 Copy of the Series 1993-10 First Amendment to Trust Agreement, dated
as of October 7, 1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed October 13, 1994).
4.36 Copy of the Series 1994-11 Trust Agreement, dated as of October 1,
1994, by and among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
November 10, 1994).
4.37 Standard Terms to Trust Agreement (Pool Insurance) (October 1994
Edition) (Incorporated herein by reference to the Exhibits to the Registrant's
Current Report on Form 8-K, filed November 10, 1994).
4.38 Copy of the Series 1993-8 First Amendment to Trust Agreement, dated as
of November 1, 1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed December 15, 1994).
4.39 Copy of the Series 1994-4 Second Amendment to Trust Agreement, dated
as of November 1, 1994, by and among the Registrant, Ryland Mortgage Company, as
Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed December 15, 1994).
4.40 Copy of the Series 1994-12 Trust Agreement, dated as of December 1,
1994, by and among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
January 11, 1995).
4.41 Copy of the Series 1994-12 Trust Agreement, dated as of December 1,
1994, by and among the Registrant, Ryland Mortgage Company, as Master Servicer,
and Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
January 13, 1995).
4.42 Copy of the Series 1995-1 Trust Agreement, dated as of March 1, 1995,
by and among the Registrant, Ryland Mortgage Company, as Master Servicer, and
Texas Commerce Bank National Association, as Trustee (Incorporated herein by
reference to the Exhibits to the Registrant's Current Report on Form 8-K, filed
April 7, 1995).
4.43 Copy of the September 1995 Edition of Standard Terms to Trust
Agreement (with Servicing Agreement for Credit Sensitive Loans) (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed October 12, 1995).
4.44 Copy of the Series 1995-2 Trust Agreement, dated as of September 1,
1995, by and among the Registrant, Resource Mortgage Capital, Inc., as Master
Servicer, and Texas Commerce Bank National Association, as Trustee (Incorporated
herein by reference to the Exhibits to the Registrant's Current Report on Form
8-K, filed October 12, 1995).
4.45 Copy of the Series 1992-1 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant, Norwest Bank Minnesota, N.A.,
as Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed January 11, 1996).
4.46 Copy of the Series 1992-2 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant, Norwest Bank Minnesota, N.A.,
as Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K filed January 11, 1996).
4.47 Copy of the Series 1992-3 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant, Norwest Bank Minnesota, N.A.,
as Master Servicer, and Texas Commerce Bank National Association, as Trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed January 11, 1996).
4.48 Copy of the Series 1992-4 First Amendment to Trust Agreement, dated as
of December 1, 1995, by and among the Registrant, Norwest Bank Minnesota, N.A.,
as Master Servicer, and Texas Commerce Bank National Association, as trustee
(Incorporated herein by reference to the Exhibits to the Registrant's Current
Report on Form 8-K, filed January 11, 1996).
4.49 Copy of the Series 1992-1 Second Amendment to Trust Agreement, dated
as of February 1, 1998, by and amount the Registrant, Norwest Bank Minnesota,
N.A., as Master Servicer and Chase Bank of Texas, N.A., as Trustee, amending the
Trust Agreement, dated August 1, 1992, relating to the Registrant's Mortgage
Participation Securities, Series 1992-1.
99.1 Standard Provisions to Servicing Agreement (November 1989 Edition)
(Incorporated herein by reference to the Exhibits to Registrant's Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).
99.2 Form of Pool Insurance Policy issued by PMI Mortgage Insurance Company
(Incorporated herein by reference to the Exhibits to Registrant's Registration
Statement No. 33-49520 on Form S-11 filed July 10, 1992).
99.3 Form of Pool Insurance Policy issued by General Electric Mortgage
Insurance Company (Incorporated herein by reference to the Exhibits to
Registrant's Registration Statement No. 33-49520 on Form S-11 filed July 10,
1992).
99.4 Standard Provisions to Servicing Agreement (December 1992 Edition)
(Incorporated herein by reference to the Exhibits to Registrant's Registration
Statement No. 33-57204 on Form S-11 filed January 21, 1993).
99.5 Copy of the Support Fund Agreement, dated as of June 29, 1994 between
Texas Commerce Bank National Association, as Trustee, and Texas Commerce Bank
National Association, as Custodian (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed July 11, 1994).
99.6 Copy of the Support Fund Agreement, dated as of October 27, 1994 by
and between SHF Corp. and Texas Commerce Bank National Association, as Support
Fund Trustee (Incorporated herein by reference to Exhibit to the Registrant's
Current Report on Form 8-K, filed November 10, 1994).
99.7 Copy of Financial Guaranty Insurance Policy No. 50304-N issued by
Financial Security Assurance Inc., dated June 29, 1994, with respect to the
Series 1994-7 Securities (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).
99.8 Copy of Financial Guaranty Insurance Policy No. 50306-N issued by
Financial Security Assurance Inc., dated June 28, 1994, with respect to the
Series 1994-9 Securities (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).
99.9 Copy of Financial Guaranty Insurance Policy No. 50326-N issued by
Financial Security Assurance Inc., dated October 27, 1994, with respect to the
Series 1994-11 Securities (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).
99.10 Copy of Security Insurance Policy No. 94010674 issued by Financial
Guaranty Insurance Company, dated December 28, 1994, with respect to the Series
1994-12 Securities (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 10-K, filed March 21, 1995).
99.11 Copy of Financial Guaranty Insurance Policy No. 50360-N issued by
Financial Security Assurance Inc., dated March 29, 1995, with respect to the
Series 1995-1 Securities (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 8-K, filed April 7, 1995).
99.12 Copy of Financial Security Insurance Policy No. 50398A-N issued by
Financial Security Assurance Inc., together with Endorsements, relating to the
Series 1995-2 Class 1A-2 Securities (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed October 12, 1995).
99.13 Copy of Financial Security Insurance Policy No. 50398A-N issued by
Financial Security Assurance Inc., together with Endorsements, relating to the
Series 1995-2 Class 1A-3 Securities (Incorporated herein by reference to Exhibit
to the Registrant's Current Report on Form 8-K, filed October 12, 1995).
99.14 Copy of the Meritech Servicing Agreement dated September 1, 1995
(Incorporated herein by reference to Exhibit to the Registrant's Current Report
on Form 8-K, filed October 12, 1995).
99.15 Copy of the Standard Terms to Meritech Servicing Agreement for Saxon
Mortgage Securities Corporation, September 1995 Edition (Incorporated herein by
reference to Exhibit to the Registrant's Current Report on Form 8-K, filed
October 12, 1995).
99.16 Copy of the Saxon Mortgage, Inc. Servicing Guide for Credit Sensitive
Loans, February 1995 Edition (Incorporated herein by reference to Exhibit to the
Registrant's Current Report on Form 8-K, filed October 12, 1995).
(b) Reports on Form 8-K
None
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.
DYNEX SECURITIES CORPORATION
(Registrant)
April 2, 2001 By: /s/ Lisa Cooke
-----------------------
Lisa Cooke
Vice President
(Principal Executive Officer)
April 2, 2001 By: /s/ Stephen J. Benedetti
-----------------------------
Stephen J. Benedetti
Treasurer
(Principal Accounting Officer)
Pursuant to the requirements of the Securities and Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Signature Capacity Date
------------------------ Director April 2, 2001
/s/ C. M. Bachtell
------------------------
C. M. Bachtell
EXHIBIT INDEX
Sequentially
Exhibit Numbered Page
- ------- ----------------
23.1 Consent of DELOITTE & TOUCHE LLP I-1
I-1
Exhibit 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in the registration statement No
33-84846 of Dynex Securities Corporation on Form S-3 of our report dated March
30, 2001, appearing in this Annual Report on Form 10-K of Dynex Securities
Corporation for the year ended December 31, 2000.
DELOITTE & TOUCHE LLP
Richmond, Virginia
April 2, 2001