SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
[X] Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the period from May 1, 1996 (Commencement of
Operations) to December 31, 1996
[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the transition period from to
Commission File Number 33-80625
NationsLink Funding Corporation, (as depositor under the Pooling and Servicing
Agreement, dated as of May 1, 1996 caused the issue of NationsLink Funding
Corporation Commercial Mortgage Pass-Through
Certificates, Series 1996-1
NationsLink Funding Corporation
(Exact name of registrant as specified in its charter)
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 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]
Documents incorporated by reference: None
Page 1 of 4 This report consists of 14
consecutively numbered pages.
NATIONSLINK FUNDING CORPORATION
COMMERCIAL MORTGAGE PASS-THROUGH
CERTIFICATES, SERIES 1996-1
TABLE OF
CONTENTS
Page
PART I
Item 1. Business. ........................................3
Item 2. Properties.............................................. ........3
Item 3. Legal Proceedings................................................3
Item 4. Submission of Matters to a Vote of Security Holders....... ......3
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters............................3
Item 6. Selected Financial Data..........................................3
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations............3
Item 8. Financial Statements and Supplementary Data......................3
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure.............3
PART III
Item 10. Directors and Executive Officers of the Registrant......... ....4
Item 11. Executive Compensation...........................................4
Item 12. Security Ownership of Certain Beneficial Owners and Management.. 4
Item 13. Certain Relationships and Related Transactions...................4
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K. 5
SIGNATURE.................................................................6
Supplemental Information to be Furnished with Reports Filed Pursuant to Section
15(d) of the Act by Registrants Which Have Not Registered Securities Pursuant to
Section 12 of the Act.....................................................7
INDEX TO EXHIBITS.........................................................8
This Annual Report on Form 10-K is filed in accordance with a letter dated May
28, 1996 sent to the Office of Chief Counsel, Division of Corporate Finance of
the Securities and Exchange Commission (the "Commission") requesting that the
Commission enter an order pursuant to Section 12(h) of the Securities Exchange
Act of 1934 (the "Exchange Act"), granting exemption for the Trust from the
reporting requirements of Section 13 and 15(d), or issue a no action letter to
like effect. Accordingly, responses to certain Items have been omitted from or
modified in this Annual Report on Form 10-K.
PART I
Item 1. Business
Omitted.
Item 2. Properties
Omitted.
Item 3. Legal Proceedings
The Registrant is not aware of any material legal proceeding with respect to,
the Company, the Master Servicer or the Trustee, as related to the Trust..
Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted to a vote or consent of Holders of the Offered
Certificates 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.
As of January 2, 1997, the number of holders of each Class of Offered
Certificates were 23.
Item 6. Selected Financial Data
Omitted.
Item 7. Management's Discussion and Analysis of Financial condition and
Results of Operations
Omitted.
Item 8. Financial Statements and Supplementary Data
Omitted.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
There was no change of accountants or disagreement with accountants on any
matter of accounting principles or practices or financial disclosure.
PART III
Item 10. Directors and Executive Officers of the Registrant
Omitted.
Item 11. Executive Compensation
Omitted.
Item 12. Security Ownership of Certain Beneficial Owners and Management
Omitted
Item 13. Certain Relationships and Related Transactions
No reportable transactions have occurred.
PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) The following documents are filed as part of this report:
(1) Financial Statements:
Omitted.
(2) Financial Statement Schedules:
Omitted.
(3) Exhibits:
Servicer's Annual Statement of Compliance, filed as Exhibit 99.1 hereto.
Annual Servicer Statements of Compliance, filed as Exhibit 99.2 hereto.
Annual Statement of Independent Accountants for each Servicer, filed as Exhibit
99.3 hereto.
(b) Reports on Form 8-K: No reports on Form 8-K were filed by the Registrant
during the last quarter of 1996.
(c) Exhibits to this report are listed in Item (14)(a)(3) above.
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.
NATIONSLINK FUNDING
CORPORATION COMMERCIAL
MORTGAGE PASS-THROUGH
CERTIFICATES SERIES 1996-1
Date: March 31, 1997 By: /s/ James E. Nauman
--------------
James E. Nauman
Senior Vice President
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.
The registrant has not sent an annual report or proxy material to its security
holders. The registrant will not be sending an annual report or proxy material
to its security holders subsequent to the filing of this form.
INDEX TO EXHIBITS
Exhibit
Number Description of Exhibits Page
99.1 Annual Statement of Compliance 8
99.2 Annual Servicing Reports 10
99.3 Annual Statement of Independent Accountants' for Each
Servicer 14
EXHIBIT 99.1
ANNUAL STATEMENT OF COMPLIANCE
ANNUAL STATEMENT OF COMPLIANCE
In accordance with the letter dated May 28, 1996 sent to the Securities and
Exchange Commission requesting an exemption from SEC reporting requirements, the
Trust is to include as an exhibit a copy of the Annual Statement of Compliance
required under the Pooling and Servicing Agreement dated May 1, 1996. The
Statement of Compliance states that the Master Servicer has received the annual
audited financial statements of each servicer. Since the financial statements
the servicers
will not be received until after March 31, 1997, the Annual Statement of
Compliance cannot be filed by Master Servicer by the 10-K filing deadline.
Accordingly the Annual Statement of Compliance will be filed with an amended
10-K when the financial statements have been received.
EXHIBIT 99.2
ANNUAL SERVICING REPORTS
In accordance with the letter dated May 28, 1996 sent to the Securities and
Exchange Commission requesting an exemption from SEC reporting requirements, the
Trust is to include as an exhibit a copy of the Annual Statement of Compliance
required under the Pooling and Servicing Agreement dated May 1, 1996. The
Statement of Compliance states that the Master Servicer has received the annual
audited financial statements of each servicer. Since the financial statements
the servicers
will not be received until after March 31, 1997, the Annual Statement of
Compliance cannot be filed by Master Servicer by the 10-K filing deadline.
Accordingly the Annual Statement of Compliance will be filed with an amended
10-K when the financial statements have been received.
In accordance with the letter dated May 28, 1996 sent to the Securities and
Exchange Commission requesting an exemption from SEC reporting requirements, the
Trust is to include as an exhibit a copy of the annual compliance statement of
each Servicer. Such statement has not yet been received Accordingly the annual
compliance statement will be filed with an amended 10-K when such statement is
received.
EXHIBIT 99.2
ANNUAL STATEMENT OF INDEPENDENT ACCOUNTANTS FOR EACH SERVICER
In accordance with the letter dated May 28, 1996 sent to the Securities and
Exchange Commission requesting an exemption from SEC reporting requirements, the
Trust is to include as an exhibit a copy of the annual statement of independent
accountants' for each Servicer. Such statement have not yet been received.
Accordingly the annual statement of independent accountants will be filed
with an amended 10-K when such statement is received.