SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 27, 1999
GE CAPITAL MORTGAGE SERVICES, INC.
(as Seller and Servicer under the Pooling and
Servicing Agreement, dated as of May 1, 1999,
providing for the issuance of REMIC Mortgage
Pass-Through Certificates, Series 1999-11)
GE Capital Mortgage Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 33-5042 21-0627285
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
Three Executive Campus
Cherry Hill, New Jersey 08002
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (609) 661-6100
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
General.
On May 27, 1999, GE Capital Mortgage Services, Inc. ("GECMSI") offered to
investors certain classes of its REMIC Mortgage Pass-Through Certificates,
Series 1999-11 (the "Certificates") evidencing beneficial ownership interests in
a trust fund (the "Trust Fund"). The assets of the Trust Fund consist primarily
of a pool ("Pool 1999-11") of conventional, one- to four-family residential
loans (the "Mortgage Loans"). Capitalized terms used herein and not otherwise
defined shall have the meanings assigned to them in the Prospectus dated April
22, 1999 as supplemented by the Prospectus Supplement dated May 25, 1999.
The original principal balance of each Class of the Certificates is as follows:
Class A1 $30,939,608.00
Class A2 $45,707,200.00
Class A3 $171,374,222.00
Class A4 $41,356,970.00
Class A5 $41,356,790.00
Class A6 $236,250,000.00
Class A7 $150,998,836.00
Class A8 $53,979,484.00
Class A9 $1,000,000.00
Class A10 $18,929,196.00
Class A11 $6,694,000.00
Class A12 $1,306,000.00
Class A13 $21,000,000.00
Class A14 $6,461,538.00
Class A15 $5,000,000.00
Class A16 $5,000,000.00
Class A17 $5,000,000.00
Class A18 $5,630,052.00
Class A19 $5,630,052.00
Class A20 $649,621.00
Class A21 $5,000,000.00
Class A22 $95,240,025.00
Class R $100.00
Class RL $100.00
Class M $17,620,000.00
Class B1 $7,143,000.00
Class B2 $4,286,000.00
Class B3 $4,762,000.00
Class B4 $1,905,000.00
Class B5 $2,381,001.00
Total : $992,650,795.00
The initial Junior Percentage and initial Senior Percentage for Pool 1999-11 are
approximately 4.00% and 96.00%, respectively. The "Bankruptcy Loss Amount," the
"Fraud Loss Amount" and the "Special Hazard Loss Amount" for Pool 1999-11 as of
the initial issuance of the Certificates are $323,391.00, $9,524,003.00 and
$9,524,003.00, respectively, representing approximately .03%, 1.00%, and 1.00%,
respectively, of the aggregate Scheduled Principal Balances of the Mortgage
Loans as of May 1, 1999 (the "Cut-off Date").
Description of the Mortgage Pool and the Mortgaged Properties
Pool 1999-11
Pool 1999-11 consists primarily of fixed-rate, fully-amortizing conventional
Mortgage Loans evidenced by Mortgage Notes which have original maturities of 20
to 30 years and an aggregate outstanding Scheduled Principal Balance as of the
Cut-off Date, after deducting payments of principal due on or before such date
and prepayments of principal received before such date, of $952,400,249.61.
The interest rates (the "Mortgage Rates") borne by the 2914 Mortgage Loans
conveyed by GECMSI to Pool 1999-11 range from 6.1250% to 11.0000% and the
weighted average Mortgage Rate as of the Cut-off Date is 7.1875% per annum (all
weighted averages in this filing are weighted by aggregate outstanding Scheduled
Principal Balance as of the Cut-off Date). At origination, the principal
balances of the Mortgage Loans in Pool 1999-11 ranged from $32,000.00 to
$1,500,000.00, and, as of the Cut-off Date, the average outstanding Scheduled
Principal Balance of the Mortgage Loans in Pool 1999-11 is $326,836.05, after
application of principal payments due on or before the Cut-off Date and
prepayments of principal received before such date. The earliest origination
date of any Mortgage Loan in Pool 1999-11 is March 18, 1986, and the latest
scheduled maturity date of any such Mortgage Loan is May 1, 2029. The weighted
average loan-to-value ratio of the Mortgage Loans as of the Cut-off Date in Pool
1999-11 is 74.1538%.
The Mortgage Loans in Pool 1999-11 have the following characteristics as of the
Cut-off Date.
a) The following table sets forth information, as of the Cut-off Date, with
respect to the Mortgage Rates borne by the Mortgage Loans in Pool 1999-11:
MORTGAGE AGGREGATE BALANCES % OF POOL BY
RATES # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
----- ---------- ------------------ -----------------
6.1250% 1 $442,569.43 0.0465%
6.2500% 2 $567,085.53 0.0595%
6.3750% 18 $6,775,957.24 0.7115%
6.5000% 33 $10,667,748.45 1.1201%
6.6250% 61 $20,526,906.72 2.1553%
6.7500% 133 $43,735,759.91 4.5922%
6.8750% 299 $102,059,847.68 10.7161%
6.9000% 1 $313,397.01 0.0329%
7.0000% 568 $188,127,893.19 19.7529%
7.1250% 484 $160,497,379.24 16.8519%
7.2500% 461 $153,686,707.38 16.1367%
7.3000% 1 $284,749.40 0.0299%
7.3500% 1 $297,152.29 0.0312%
7.3750% 354 $115,979,090.16 12.1775%
7.5000% 219 $69,056,656.14 7.2508%
7.6250% 92 $28,142,584.19 2.9549%
7.7500% 57 $16,367,522.72 1.7186%
7.8000% 1 $180,109.16 0.0189%
7.8750% 21 $6,843,383.55 0.7185%
8.0000% 5 $1,357,150.02 0.1425%
8.1200% 1 $119,621.62 0.0126%
8.1250% 9 $3,202,241.54 0.3362%
8.2500% 5 $1,361,699.35 0.1430%
8.3750% 7 $1,958,606.92 0.2057%
8.5000% 10 $2,695,991.95 0.2831%
8.6250% 14 $4,124,490.98 0.4331%
8.7500% 11 $2,935,880.38 0.3083%
8.8750% 16 $4,403,543.62 0.4624%
9.0000% 5 $1,173,166.63 0.1232%
9.1250% 3 $571,573.24 0.0600%
9.2500% 5 $1,407,893.05 0.1478%
9.3750% 2 $574,286.22 0.0603%
9.5000% 2 $466,375.72 0.0490%
9.7500% 1 $300,935.13 0.0316%
10.0000% 1 $127,700.64 0.0134%
10.1250% 1 $115,382.64 0.0121%
10.2500% 5 $524,850.77 0.0551%
10.3750% 2 $182,146.48 0.0191%
10.7500% 1 $144,184.93 0.0151%
11.0000% 1 $100,028.39 0.0105%
Total 2,914 $952,400,249.61 100.0000%
b) The following table sets forth information, as of the Cut-off Date, with
respect to the original principal balances of the Mortgage Loans in Pool 1999-11
:
ORIGINAL AGGREGATE BALANCES % OF POOL BY
BALANCES # OF LOANS AS OF CUT-OFF DATE AGGREGATE BAL.
-------- ---------- ------------------ --------------
$ 0 - 227,150 225 $33,166,797.19 3.4824%
$227,151 - 250,000 162 $38,998,861.79 4.0948%
$250,001 - 300,000 1,034 $285,600,944.53 29.9876%
$300,001 - 350,000 631 $203,733,642.66 21.3916%
$350,001 - 400,000 368 $137,585,306.42 14.4461%
$400,001 - 450,000 193 $82,098,470.17 8.6202%
$450,001 - 600,000 219 $110,458,782.46 11.5979%
$600,001 - 650,000 48 $30,499,123.51 3.2023%
$650,001 - 1,500,000 34 $30,258,320.88 3.1771%
Total 2,914 $952,400,249.61 100.0000%
The largest outstanding Scheduled Principal Balance of any Mortgage Loan, as of
the Cut-off Date, in Pool 1999-11 is $1,500,000.00.
The smallest outstanding Scheduled Principal Balance of any Mortgage Loan, as of
the Cut-off Date, in Pool 1999-11 is $31,951.15.
c) The following table sets forth information, as of the Cut-off Date, with
respect to the years of origination of the Mortgage Loans in Pool 1999-11:
YEAR OF AGGREGATE BALANCES % OF POOL BY
ORIGINATION # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
----------- ---------- ------------------ -----------------
1986 10 $1,050,108.92 0.1103%
1987 1 $144,184.93 0.0151%
1988 1 $102,578.25 0.0108%
1991 6 $1,693,925.86 0.1779%
1992 62 $16,493,799.49 1.7318%
1993 3 $1,210,621.73 0.1271%
1996 4 $912,157.62 0.0958%
1997 7 $1,941,858.89 0.2039%
1998 153 $49,086,817.26 5.1540%
1999 2,667 $879,764,196.66 92.3733%
Total 2,914 $952,400,249.61 100.0000%
d) The following table sets forth information, as of the Cut-off Date, with
respect to the loan-to-value ratios of the Mortgage Loans at origination in
Pool 1999-11:
LOAN-TO-VALUE AGGREGATE BALANCES % OF POOL BY
RATIO AT ORIGINATION # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
- -------------------- ---------- ------------------ -----------------
00.000 - 50.00 146 $49,034,595.17 5.1485%
50.001 - 60.00 182 $62,082,069.99 6.5185%
60.001 - 70.00 433 $149,470,769.71 15.6941%
70.001 - 75.00 458 $152,828,296.38 16.0466%
75.001 - 80.00 1,302 $424,126,764.64 44.5324%
80.001 - 85.00 52 $15,217,298.19 1.5978%
85.001 - 90.00 234 $71,621,151.91 7.5201%
90.001 - 95.00 107 $28,019,303.62 2.9420%
Total 2,914 $952,400,249.61 100.0000%
e) The following table sets forth information, as of the Cut-off Date, with
respect to the type of Mortgaged Properties securing the Mortgage Loans in
Pool 1999-11:
% OF POOL BY
TYPE OF DWELLING # OF LOANS AGGREGATE BALANCES AGGREGATE BALANCE
---------------- ---------- ------------------ -----------------
AS OF CUT-OFF DATE
Single-family detached 2,694 $887,145,906.96 93.1485%
Single-family attached 70 $21,152,498.02 2.2210%
Condominium 107 $29,367,777.26 3.0835%
2 - 4 Family Units 43 $14,734,067.37 1.5470%
Total 2,914 $952,400,249.61 100.0000%
f) The following table sets forth information, as of the Cut-off Date, with
respect to the occupancy status of the Mortgaged Properties securing the
Mortgage Loans as represented by the mortgagors at origination in Pool
1999-11:
AGGREGATE BALANCES % OF POOL BY
OCCUPANCY # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
--------- ---------- ------------------ -----------------
Owner Occupied 2,847 $932,699,942.70 97.9315%
Vacation 48 $14,287,761.22 1.5002%
Investment 19 $5,412,545.69 0.5683%
Total 2,914 $952,400,249.61 100.0000%
g) The following table sets forth information, as of the Cut-off Date, with
respect to the geographic distribution of the Mortgaged Properties securing
the Mortgage Loans in Pool 1999-11:
AGGREGATE BALANCES % OF POOL BY
STATE # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
- ----- ---------- ------------------ -----------------
Alabama 6 $1,923,954.11 0.2020%
Arizona 71 $19,973,365.09 2.0972%
Arkansas 2 $599,194.98 0.0629%
California 1,409 $475,789,010.72 49.9571%
Colorado 80 $24,525,679.05 2.5751%
Connecticut 44 $15,633,049.26 1.6414%
Delaware 7 $1,963,551.87 0.2062%
District Of Columbia 22 $7,595,271.04 0.7975%
Florida 87 $26,207,332.83 2.7517%
Georgia 56 $18,032,301.53 1.8934%
Hawaii 3 $1,476,199.98 0.1550%
Idaho 3 $640,280.69 0.0672%
Illinois 87 $29,114,981.05 3.0570%
Indiana 4 $1,305,547.85 0.1371%
Iowa 6 $2,020,510.08 0.2121%
Kansas 1 $276,705.72 0.0291%
Kentucky 7 $2,412,671.35 0.2533%
Louisiana 5 $1,494,275.23 0.1569%
Maine 2 $483,256.34 0.0507%
Maryland 103 $31,855,519.15 3.3448%
Massachusetts 96 $30,220,330.56 3.1731%
Michigan 33 $11,240,725.46 1.1803%
Minnesota 9 $2,779,139.66 0.2918%
Mississippi 2 $347,453.40 0.0365%
Missouri 13 $4,402,989.50 0.4623%
Montana 2 $546,863.55 0.0574%
Nebraska 3 $1,037,086.27 0.1089%
Nevada 18 $5,876,609.52 0.6170%
New Hampshire 6 $1,751,919.48 0.1839%
New Jersey 176 $55,226,231.75 5.7986%
New Mexico 10 $2,895,316.30 0.3040%
New York 76 $23,653,349.90 2.4835%
North Carolina 38 $12,037,042.55 1.2639%
Ohio 21 $7,032,402.64 0.7384%
Oklahoma 3 $1,049,527.34 0.1102%
Oregon 32 $10,629,725.63 1.1161%
Pennsylvania 68 $22,807,590.72 2.3947%
South Carolina 17 $5,392,526.77 0.5662%
Tennessee 7 $2,625,416.85 0.2757%
Texas 41 $12,064,525.02 1.2667%
Utah 22 $7,201,323.47 0.7561%
Vermont 3 $957,368.76 0.1005%
Virginia 123 $37,777,420.33 3.9665%
Washington 80 $25,861,454.38 2.7154%
Wisconsin 9 $3,181,147.38 0.3340%
Wyoming 1 $482,104.50 0.0506%
Total 2,914 $952,400,249.61 100.0000%
h) The following table sets forth information, as of the Cut-off Date, with
respect to the maturity dates of the Mortgage Loans in Pool 1999-11:
AGGREGATE BALANCES % OF POOL BY
YEAR OF MATURITY # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
---------------- ---------- ------------------ -----------------
2012 2 $420,914.06 0.0442%
2016 10 $1,050,108.92 0.1103%
2017 1 $144,184.93 0.0151%
2018 4 $1,330,382.60 0.1397%
2019 25 $7,365,032.63 0.7733%
2021 1 $227,462.85 0.0239%
2022 64 $17,155,308.85 1.8013%
2023 1 $275,431.34 0.0289%
2024 23 $6,459,992.32 0.6783%
2026 2 $377,362.33 0.0396%
2027 8 $2,869,862.00 0.3013%
2028 107 $34,146,309.46 3.5853%
2029 2,666 $880,577,897.32 92.4588%
Total 2,914 $952,400,249.61 100.0000%
The weighted average scheduled remaining term to maturity of the Mortgage Loans
in Pool 1999-11 calculated as of the Cut-off Date is 355 months.
i) The following table sets forth information, as of the Cut-off Date, with
respect to the purpose of the Mortgage Loans in Pool 1999-11:
AGGREGATE BALANCES % OF POOL BY
PURPOSE OF LOAN # OF LOANS AS OF CUT-OFF DATE AGGREGATE BALANCE
- --------------- ---------- ------------------ -----------------
Purchase 1,473 $486,037,676.99 51.0330%
Rate Term/Refinance 1,147 $367,904,691.16 38.6291%
Cash-out Refinance 294 $98,457,881.46 10.3379%
Total 2,914 $952,400,249.61 100.0000%
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.
1.1 The Underwriting Agreement, dated as of September 21, 1995, and the related
Terms Agreement, dated as of April 25, 1994, for certain of the Series
1999-11 Certificates between GE Capital Mortgage Services, Inc. and Bear,
Stearns & Co. Inc.
4.1 The Pooling and Servicing Agreement for the Series 1999-11 Certificates,
dated as of May 1, 1999, between GE Capital Mortgage Services, Inc., as
seller and servicer, and State Street Bank and Trust Company, as trustee.
SIGNATURES
Pursuant to the requirements 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.
GE Capital Mortgage Services, Inc.
By:/s/ Syed W. Ali
------------------
Name: Syed W. Ali
Title: Vice President
Dated as of May 27, 1999
SIGNATURES
Pursuant to the requirements 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.
GE Capital Mortgage Services, Inc.
By: ___________________
Name: Syed W. Ali
Title: Vice President
Dated as of May 27, 1999
EXHIBIT INDEX
The exhibits are being filed herewith:
EXHIBIT NO. DESCRIPTION PAGE
----------- ----------- ----
1.1 The Underwriting Agreement, dated
as of September 21, 1995, and the
related Terms Agreement, dated as
of April 25, 1994, for certain of
the Series 1999-11 Certificates
between GE Capital Mortgage
Services, Inc. and Bear, Stearns &
Co. Inc.
4.1 The Pooling and Servicing Agreement
for the Series 1999-11
Certificates, dated as of May 1,
1999, between GE Capital Mortgage
Services, Inc., as seller and
servicer, and State Street Bank and
Trust Company, as trustee.