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, 2004
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 333-83930-02
Wachovia Commericial Mortgage Securities, Inc.
Commercial Mortgage Pass-Through Certificates
Series 2002-C02
(Exact name of registrant as specified in its charter)
New York 54-6509082
(State or other jurisdiction of 52-2383394
incorporation or organization) 52-2383395
(I.R.S. Employer
Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
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 ( 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.
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Exchange Act Rule 12b-2).
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 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 the latest practicable date.
Not applicable.
Documents Incorporated by Reference
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.
annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Omitted.
Item 2. Properties.
See Item 15(a), Exhibits 99.1, 99.2, and 99.3, for information
provided in lieu of information required by Item 102 of
Regulation S-K.
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 other than routine
litigation incidental to the duties of the respective parties.
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 and Issuer Purchases of Equity Securities.
No established public trading market for the Certificates exists.
Records provided to the Trust by the DTC and the Trustee
indicate that as of December 31, 2004, the total number of holders
of record for the Series of Certificates is 43.
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
See Item 15(a), Exhibits 99.1, 99.2, 99.3, for information
provided in lieu of information required by Item 302 of
Regulation S-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
Item 9B. Other Information.
None.
PART III
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.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14. Principal Accounting Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules.
(a) Exhibits
(31.1) Rule 13a-14(a)/15d-14(a) Certification
(99.1) Annual Independent Accountants' Servicing Reports concerning
servicing activities.
<s> <c>
a) GMAC Commercial Mortgage Corporation, as Special Servicer <F1>
b) Wachovia Bank, National Association, as Master Servicer <F1>
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards.
<s> <c>
a) GMAC Commercial Mortgage Corporation, as Special Servicer <F1>
b) Wachovia Bank, National Association, as Master Servicer <F1>
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements.
<s> <c>
a) GMAC Commercial Mortgage Corporation, as Special Servicer <F1>
b) Wachovia Bank, National Association, as Master Servicer <F1>
(99.4) Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.
(b) Not applicable.
(c) Omitted.
<F1> Filed herewith.
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:
Wachovia Commericial Mortgage Securities, Inc.
Commercial Mortgage Pass-Through Certificates
Series 2002-C02
(Registrant)
Signed: Wachovia Commercial Mortgage Securities, Inc. as Depositor
By: Charles L. Culbreth, Managing Director
By: /s/ Charles L. Culbreth, Managing Director
Dated: March 30, 2005
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.
(a)(i) No annual report is provided to the Certificateholders other than
with respect to aggregate principal and interest distributions.
(a)(ii) No proxy statement, form of proxy or other proxy soliciting
material has been sent to any Certificateholder with respect to any
annual or other meeting of Certificateholders.
Exhibit Index
Exhibit No.
Ex-31.1 Rule 13a-14(a)/15d-14(a) Certification
Certification
Wachovia Commercial Mortgage Securities, Inc.
Commercial Mortgage Pass-Through Certificates
Series 2002-C2 (the "Trust")
I, Charles L. Culbreth, certify that:
1. I have reviewed the annual report on Form 10-K, and all reports on
Form 8-K containing distribution or servicing reports filed in
respect of periods included in the year covered by this annual report,
of the Trust;
2. Based on my knowledge, the information in these reports, taken as a
whole, does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made,
not misleading as of the last day of the period covered by this
annual report;
3. Based on my knowledge, the servicing information required to be
provided to the trustee by the servicer and the special servicer
under the pooling and servicing agreement, is included in these
reports;
4. Based on my knowledge and upon the annual compliance statement
included in the report and required to be delivered to the trustee in
accordance with the terms of the pooling and servicing agreement, and
except as disclosed in the reports, the servicer has fulfilled its
obligations under the servicing agreement; and
5. The reports disclose all significant deficiencies relating to the
servicer's compliance with the minimum servicing standards based upon
the report provided by an independent public accountant, after
conducting a review in compliance with the Uniform Single Attestation
Program for Mortgage Bankers or similar procedure, as set forth in
the pooling and servicing agreement, that is included in these
reports.
In giving the certifications above, I have reasonably relied on
information provided to me by the following unaffiliated parties:
GMAC Commercial Mortgage Corporation and Wells Fargo Bank
Minnesota, N.A.
Date: March 30, 2005
/s/ Charles L. Culbreth
Signature
Charles L. Culbreth, Managing Director
Wachovia Commercial Mortgage Securities, Inc.
EX-99.1 (a)
(logo) PRICEWATERHOUSECOOPERS
PricewaterhouseCoopers LLP
300 Madison Avenue
New York NY 10017
Telephone (646) 471 3000
Facsimile (646) 471 4100
Direct phone (646) 471-7516
Direct fax (646) 471-8967
Report of Independent Auditors
To the Board of Directors of
GMAC Commercial Mortgage Corporation:
We have examined the assertion, dated March 1, 2005, by management of GMAC
Commercial Mortgage Corporation, (the "Company"), about the Company's
compliance with its established minimum special servicing policy ("Special
Servicing Policy"), which was derived from the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers ("USAP"), as
of December 31, 2004 and for the fiscal year then ended, included in the
accompanying management assertion (see Exhibit I). Management is responsible
for the Company's compliance with the Special Servicing Policy. Our
responsibility is to express an opinion on management's assertion about 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 Special Servicing Policy 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 Special Servicing
Policy.
In our opinion, management's assertion that the Company complied with the
aforementioned Special Servicing Policy as of and for the fiscal year then
ended December 31, 2004 is fairly stated, in all material respects.
/s/ PricewaterhouseCoopers LLP
March 1, 2005
EX-99.1 (b)
(logo) KMPG
KPMG LLP
Suite 2300
Three Wachovia Center
401 South Tryon Street
Charlotte, NC 28202-1911
Independent Accountants' Report
The Board of Directors
Wachovia Bank, National Association:
We have examined management's assertion, included in the accompanying management
assertion, that the Commercial Real Estate Servicing Division of Wachovia Bank,
National Association (the Bank) complied with the minimum servicing standards
set forth in the Mortgage Bankers Association of America's (MBA's) Uniform
Single Attestation Program for Mortgage Bankers, except for 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, 2004. Management is responsible for the Bank's compliance with
those minimum servicing standards. Our responsibility is to express an opinion
on management's assertion about the Bank's compliance based on our examination.
Our examination was conducted 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 Bank's
compliance with the minimum servicing standards specified above 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 Bank's compliance with
the minimum servicing standards.
In our opinion, management's assertion that the Bank has complied with the
aforementioned minimum servicing standards as of and for the year ended
December 31, 2004 is fairly stated, in all material respects.
/s/ KPMG LLP
March 10, 2005
KPMG LLP, a U.S. limited liability partnership, is the U.S.
member firm of KPMG International, a Swiss cooperative.
EX-99.2 (a)
GMAC Commercial Holding Corporation
200 Witmer Road
Horsham, PA 19044
EXHIBIT 1
(logo) GMAC Commercial Holding Corp.
March 1, 2005
Assertion of Management of GMAC Commercial Mortgage Corporation
As of December 31, 2004, and for the fiscal year then ended, GMAC Commercial
Mortgage Corporation (the "Servicer") has complied in all material respects with
the minimum servicing standards set forth in the Servicer's minimum Special
Servicing Policy (attached in Exhibit III), which has derived from the Mortgage
Bankers Association of America's Uniform Single Attestation Program for Mortgage
Bankers ("USAP").
As special servicer for the transactions included in Exhibit II, the Company
only performs certain functions with respect to loan servicing.
As of and for this same period, the Servicer had in effect a fidelity bond and
errors and omissions policy in the amount of $40,000,000.
/s/ Robert D. Feller
Robert D. Feller
Chief Executive Officer
Date
/s/ Eric R. Lindner
Eric R. Lindner
Executive Vice President Real Estate Services Group
Date
/s/Wayne D. Hoch
Wayne D. Hoch
Executive Vice President and
Chief Financial Officer
Date
Exhibit II
GMAC COMMERCIAL MORTGAGE CORPORATION
TRANSACTIONS ASSOCIATED WITH SPECIAL SERVICING
RESPONSIBILITIES
Deal Name Description
OSEC 1995-1 Oregon Commercial Mortgage (OSEC), Series 1995-1
MCF 1996-MC1 Mortgage Capital Funding, Series 1996-MC1
GMAC 1996-C1 GMAC Commercial Mortgage Securities, Series 1996-C1
GMAC 1996-C2 GMAC Commercial Mortgage Securities, Series 1996-C2
MCF 1996-MC2 Mortgage Capital Funding, Series 1996-MC2
MS 1997-C1 Morgan Stanley Capital I, Series 1997-C1
GS 1997-GL1 GS Mortgage Securities Corp. II, Series 1997-GL1
GMAC 1997-C1 GMAC Commercial Mortgage Securities, Series 1997-Cl
MLMI 1995-C2 Merrill Lynch Mortgage Investors, Series 1995-C2
LB SASCO 1997-LL1 Lehman Brothers LLI (SASCO 1997-LL1), Series 1997-LLI
SL 1997-C1 SL Commercial Mortgage Trust(SUN LIFE), Series 1997-C1
GMAC 1997-C2 GMAC Commercial Mortgage Securities, Series 1997-C2
FNMA 1998-M1 Fannie Mae Multifamily Remic Trust, Series 1998-M1
LB 1998-C1 LB Commercial Mortgage Trust, Series 1998-C1
LTT 1998-1 Liberty Tower Trust I, Series 1998-1
MLMI 1998-C1-CTL Merrill Lynch Mortgage Loans, Series 1998-C1-CTL
GMAC 1998-C1 GMAC Commercial Mortgage Securities, Series 1998-C1
LTC 1998-1 LTC REMIC Corporation (partial Special Servicer) LTC, Series
1998-1
GS 1998-GL2 GS Mortgage Securities Corp. II, Series 1998-GL2
GMAC 1998-C2 GMAC Commercial Mortgage Securities, Series 1998-C2
GS 1998-C1 GS Mortgage Securities Corp. II, Series 1998-Cl
Chase 1998-2 Chase Commercial Mortgage Securities Corp., Series 1998-2
MS 1998-HF2 Morgan Stanley Capital I, Series 1998-HF2
GMAC 1999-C1 GMAC Commercial Mortgage Securities, Series 1999-C1
MS 1999-WF1 Morgan Stanley Capital I, Series 1999-WF1
BTR 1999-S1 BTR-2 Trust, Series 1999-S1
BS 1998-C1 Bear Stearns Commercial Mortgage Securities Inc.,
Series 1998-C1
GMAC 1999-C2 GMAC Commercial Mortgage Securities, Series 1999-C2
GMAC Healthfund I GMACHealthfund I, Series 1999-1
1999-1
GMAC Healthfund I GMAC Healthfund I, Series 1999-2
1999-2
LB 1999-C1 LB Commercial Mortgage Trust, Series 1999-C1
BS 1999-WF2 Bear Stearns Commercial Mortgage Securities Inc.,
Series 1999-WF2
DLJ 1999-CG3 DLJ Commercial Mortgage Corp. Series 1999-CG3
DLJ l994-MF1 DLJ Mortgage Acceptance Corporation, Series 1994-MF1
GMAC 1999-C3 GMAC Commercial Mortgage Securities, Series 1999-C3
GMAC 1999-CTL1 GMAC Commercial Mortgage Securities, Series 1999-CTL1
BS 2000-WF1 Bear Stearns Commercial Mortgage Securities Inc.,
Series 2000-WF1
GMAC 2000-Cl GMAC Commercial Mortgage Securities, Series 2000-C1
ASC 1996-MD VI Asset Securitization Corp., Series I996-MD6
DLJ 2000-CF1 DLJ Commercial Mortgage Corp. Series 2000-CF1
PNC 2000-C1 PNC Mortgage Acceptance Corp., Series 2000-C1
SB 2000-C1 Salomon Brothers Mortgage Securities VII, Series 2000-C1
GMAC 2000-FL-A GMAC Commercial Mortgage Securities. Series 2000-FLA
GMAC 2000-FL1 GMAC Commercial Mortgage Securities, Series 2000-FL1
LTC 1996-1 LTC Remic Corp., Series 1996-1
DLJ 1998-STF2 DLJ Commercial Mortgage Corp. Series 1998-STF2
GMAC 2000-C2 GMAC Commercial Mortgage Securities, Series 2000-C2
SB 1999-C1 Salomon Brothers Mortgage Securities VII, Series 1999-C1
BACM 2000-1 Bank Of America Commercial Mortgage, Series 2000-1
MSDW 2000-LIFE2 Morgan Stanley Dean Witter Capital I, Series 2000-Life2
BS 2000-WF2 Bear Stearns Commercial Mortgage Securities Inc.,
Series 2000-WF2
MLML 2000-C4 Merrill Lynch Mortgage Loans, Series 2000-Canada 4
GMAC 2000-FL-F GMAC Commercial Mortgage Securities, Series 2000-FLF
GMAC MTI 2000-FE GMACCM Mortgage Trust I, Series 2000-FE
GMAC 2000-C3 GMAC Commercial Mortgage Securities, Series 2000-C3
CCA One, Series 2 Commercial Capital Access One (DYNEX), Series 2
CCA One, Series 3 Commercial Capital Access One (DYNEX), Series 3
MSDW 2001-TOP1 Morgan Stanley Dean Witter Capital I. Series 2001-Top1
GMAC 2001-FL1 GMAC Commercial Mortgage Securities, Series 2001-FL1
GMAC 2001-Cl GMAC Commercial Mortgage Securities, Series 2001-C1
CSFB 2001-CF2 Credit Suisse First Boston Mortgage Securities Corp.,
Series 2001-CF2
BS 2001-TOP2 Bear Stearns Commercial Mortgage Securities Inc., Series
2001-Top2
MLFA 2001-C5 Merrill Lynch Financial Assets, Series 2001-Canada 5
GWING 2001-WH1 GMAC Commercial Mortgage Securities (G-Wing Ltd.),
Series 2001-WH1
GS 2001-Rock GS Mortgage Securities Corp. II, Series 2001-Rock
GMAC 2001-FLA GMAC Commercial Mortgage Securities, Series 2001-FLA
GMAC 2001-C2 GMAC Commercial Mortgage Securities, Series 2001-C2
GS 2001-1285 GS Mortgage Securities Corp. II, Series 2001-1285
MSDW 2001-TOP3 Morgan Stanley Dean Witter Capital I, Series 2001-Top3
Solar Trust 2001-1 Commercial Mortgage Origination Company of Canada,
Solar 2001-1
GS 2001-GL3 GS Mortgage Securities Corp. II, Series 2001-GL III
COMM 2001-J2 Deutsche Mortgage & Asset Receiving Corp., Series COMM
2001-J2
MSDW 2001-FRM MSDW (Freehold Raceway Mall Trust), Series 2001-FRM
MSDW 2001-IQ Morgan Stanley Dean Witter Capital I, Series 2001-IQ
JPMC 2001-A JP Morgan Chase Commercial Mortgage Securities Corp.,
Series 2001-A
BS 2001-TOP4 Bear Stearns Commercial Mortgage Securities Inc., Series
2001-Top4
MSDW 2001-TOP5 Morgan Stanley Dean Witter Capital I, Series 2001-Top5
GMAC MT1 2001-A1 GMACCM Mortgage Trust I, Series 2001-A1
DLJ 1998-CF1 DLJ Commercial Mortgage Corp. Series 1998-CF1
GMAC 2002-C1 GMAC Commercial Mortgage Securities, Series 2002-C1
JPMC 2001-CIBC1 JP Morgan Chase Commercial Mortgage Securities Corp., Series
2001-CIBC1
GECC 2001-2 GE Capital Commercial Mortgage Corp., Series 2001-2
LB UBS 2000-C4 LB-USB Commercial Mortgage Trust, Series 2000-C4
BS 2002-TOP6 Bear Stearns Commercial Mortgage Securities Inc., Series
2002-Top6
GMAC 2002-LT GMAC Commercial Mortgage Securities, Series 2002-LT
MSDW 2002-HQ Morgan Stanley Dean Witter Capital I, Series 2002-HQ
GECC 2002-1 GE Capital Commercial Mortgage Corp., Series 2002-1
GMAC 2002-FL1 GMAC Commercial Mortgage Securities, Series 2002-FL1
MLFA 2002-C7 Merrill Lynch Financial Assets, Series 2002-Canada 7
CDC 2002-FX1 CDC Commercial Mortgage Trust, Series 2002-FX1
MSDW 2002-TOP7 Morgan Stanley Dean Witter Capital I, Series 2002-Top7
GMAC 2002-C2 GMAC Commercial Mortgage Securities, Series 2002-C2
GS 2002-GSFL5 GS Mortgage Securities Corp. II, Series 2002-GSFL V
BASS 2002-X1 Bank Of America Structured Securities, Series 2002-X1
CCIC 2002-CCL1 Column Canada Issuer Corp., Series 2002-CCL1
GMAC CA 2002-FL1 GMAC Commercial Mortgage of Canada, Series 2002-FL1
CARC 2002-1 WP Carey Commercial Mortgage Trust, Series 2002-1
MLFA 2002-C8 Merrill Lynch Financial Assets, Series 2002-Canada 8
GMAC 2002-C3 GMAC Commercial Mortgage Securities, Series 2002-C3
CSFB 2002-CP5 Credit Suisse First Boston Mortgage Securities Corp., Series
2002-CP5
MSDW 2002-IQ3 Morgan Stanley Dean Witter Capital I, Series 2002-IQ3
G-MAX 2002-FLA GMAC Commercial Holding Capital Markets, Corp., Series
G-MAX 2002-FL-A
Solar Trust 2002-1 Commercial Mortgage Origination Company of Canada , Solar
2002-1
GMAC 2002-FX1 GMAC Commercial Holding Capital Markets, Corp., Series
GMAC 2002-FX1
GMAC 2003-FL1 GMAC Commercial Mortgage Securities, Series 2003-FL1
GECC 2003-C1 GE Capital Commercial Mortgage Corp., Series 2003-C1
MLFA 2003-C9 Merrill Lynch Financial Assets, Series 2003-Canada 9
GMAC 2003-C1 GMAC Commercial Mortgage Securities, Series 2003-C1
Solar Trust 2003-CC1 Commercial Mortgage Origination Company of Canada,
Solar 2003-CC1
LBUBS 2003-C3 LB-UBS Commercial MortgageTrust, Series 2003-C1
CALW-2003 Calwest Industrial Trust II, series 2003-CALW
GMAC 2003-PMSRLP GMAC Commercial Mortgage Asset Corp., Series
GMAC 2003-PMSRLP
GCCFC 2003-C1 Greenwich Capital Commercial Funding Corp, Series GCCFC
2003-C1
MLFA 2003-C10 Merrill Lynch Financial Assets, Series 2003-Canada 10
MSCI 2003-XLF Morgan Stanley Capital I Inc., Series 2003-XLF
GMAC 2003-DE GMAC Commercial Mortgage Asset Corp., Series GMAC 2003-Double
Eagle
GMAC 2003-C2 GMAC Commercial Mortgage Securities, Series 2003-C2
BS 2003-PWR2 Bear Sterns Commercial Mortgage Securities Inc., Series
2003-PWR2
GFCM 2003-1 GFCM, Commercial Mortgage, , Series 2003-1
GMAC 2003-FLA GMAC Commercial Mortgage Asset Corp., Series 2003-FLA
IPS 2003-1 IPS 2003-1
GMAC 2003-FL-SNF GMAC Commercial Mortgage Asset Corp. Series 2003 FL-SNF
MLFA 2003-C11 Merrill Lynch Financial Assets, Series 2003-Canada 11
MSCI 2004-HQ3 Morgan Stanley Capital I Inc., Series 2004-HQ3
Resource 1995-C2 Mortgage Capital Access One, Series-1993
CCMTI 2004-FL1 Citigroup Commercial Mortgage Securities Inc.,
Series 2004-FL1
ACMF 1997-C1 Amresco Commercial Mortgage Funding I Corp, Series 1997-C1
ARTESIA 1998-C1 Artesia Mortgage CMBS, Series 1998-C1
BS 1999-C1 Bear Sterns Commercial Mortgage Securities, Series 1999-C1
Chase 1997-1 Chase Commercial Mortgage Securities Corp, Series 1997-1
Chase 2000-2 Chase Commercial Mortgage Securities Corp., Series 2000-2
CDC 1998-ST I CDC Commercial Trust, Series 1998-ST I
Crystal 1996-1 Crystal Run Property 1996-1
CMAC 1996-2 Commercial Mortgage Acceptance Corp., Series 1996-2
CSFB 1997-PS1 Credit Suisse First Boston Mortgage Securities Corp.,
1997-PS1
CSFB 1998-PS2 Credit Suisse First Boston Mortgage Securities Corp., Series
1998-PS2
CSFB 1999-PS3 Credit Suisse First Boston Mortgage Securities Corp., Series
1999-PS3
CSFB 2000-PS4 Credit Suisse First Boston Mortgage Securities Corp., Series
2000-PS4
CSFB 2001-SPG1 Credit Suisse First Boston Mortgage Securities Corp., Series
2001-SPG1
DLJ 1993-MF17 DLJ Commercial Mortgage Corp. Series 1993-MF17
FC 1994-1 Forest City 1994-1
GECC 2000-1 GE Capital Commercial Mortgage Corp., Series 2000-1
GGPMP 2001-GGPI GGP Mall Property Trust, 2001-GGP1
IStar 2002-1 IStar Asset Receivable Trust 2002-1
IStar 2003-1 IStar Asset Receivable Trust 2003-1
JPMC 1995-C1 JP Morgan Commercial Mortgage Finance Corp., Series 1995-Cl
JPMC 1996-C2 JP Morgan Commercial Mortgage Finance Corp., Series 1996-C2
JPMC 1997-C5 JP Morgan Commercial Mortgage Finance Corp., Series 1997-C5
JPMC 2003-C1 JP Morgan Commercial Mortgage Finance Corp., Series 2003-Cl
Lakewood 1995-C1 Lakewood 1995-Cl
LB UBS 2001-C7 LB/UBS (SASCO) 2001-C7
LB UBS 2002-C2 LB/UBS (SASCO) 2002-C2
MLMT 2002 MW1 Merrill Lynch Mortgage Trust Commercial Mortgage,
Series 2002 MW1
MLMI 1998-C2 Merrill Lynch Mortgage Investor, Series 1998-C2
MS 1995-GAL1 Morgan Stanley Capital I, Series 95-GALI
MS 1997-HF1 Morgan Stanley Capital I, Series 1997-HFI
MSDW 2002-IQ2 MS Dean Witter Capital I Trust, Series 2002-IQ2
NATIONSLINK, 1996-1 NationsLink Funding Corp., Series 1996-1
NOMURA 1996 D-2 Nomura Asset Securities Corp., 1996 D-2
NOMURA 1996-MD V Nomura Asset Securities Corp., 1996-MD V
NOMURA 1997-D4 Nomura Asset Securities Corp., 1997-D4
PM 1996-PML Penn Mutual, Series 1996-PML
SDG Macerich CMO SDG Macerich Funding Limited Partnership, CMO
Wachovia 2002-C2 Wachovia Bank Commercial Mortgage Trust, Series 2002-C2
BS 2004-BBA3 Bear Stearns Commercial Mortgage Securities Inc., Series
2004-BBA3
COMM-FL9 COMM-FL9
REAL 2004-1 Real Estate Asset Liquidity Trust, 2004-1
LB USB 2004-C7 LB-UBS Commercial Mortgage Trust, 2004-C7
Exhibit III
GMAC COMMERCIAL MORTGAGE CORPORATION
MINIMUM SPECIAL SERVICING POLICY
I. DELINQUENCIES
Records documenting collections efforts shall be maintained during the
period a loan is in default and shall be updated at least monthly. Such
records shall describe the entity's activities in monitoring delinquent
loans including, for example, phone calls, letters and mortgage payment
rescheduling plans in cases where the delinquency is deemed temporary (e.g.
illness or unemployment).
II. INSURANCE POLICIES
1. A fidelity bond and errors and omissions policy shall be in effect on the
servicing entity throughout the reporting period in the amount of coverage
represented to investors in management's assertion.
EX-99.2 (b)
Wachovia Securities
8739 Research Drive, URP4
Charlotte, NC 28288
(logo) WACHOVIA SECURITIES
Management Assertion
As of and for the year ended December 31, 2004, the Commercial Real Estate
Servicing Division of Wachovia Bank, National Association (the Bank) has
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's (MBA's) Uniform Single
Attestation Program for Mortgage Bankers, except for 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 this same period,
the Bank had in effect a fidelity bond and errors and omissions policy in the
amount of $200 million and $25 million, respectively.
/s/ Alan Kronovet
Alan Kronovet
Managing Director
Wachovia Bank, National Association
3-8-05
Date
/s/ Clyde Alexander
Clyde Alexander
Director
Wachovia Bank, National Association
3-8-05
Date
/s/ Tim Steward
Tim Steward
Director
Wachovia Bank, National Association
3-8-05
Date
/s/ Tim Ryan
Tim Ryan
Director
Wachovia Bank, National Association
3-8-05
Date
EX-99.3 (a)
(logo) GMAC
550 California Street, 12th Floor
San Francisco 94104
Tel 415-835-9200
Fax 415-391-2949
Wachovia Bank Commercial Mortgage Trust
Series 2002-C2
Annual Statement as to Compliance
For Period of January 1 through December 31, 2004
Pursuant to section 3.13 of the Pooling and Servicing Agreement, I attest that:
(i.) A review of the activities of GMAC Commercial Mortgage as Special
Servicer during January 1 through December 31, 2004, and of its
performance under this Agreement, has been made under my supervision.
(ii.) To the best of my knowledge, based on such review, GMAC Commercial
Mortgage has fulfilled all of its obligations under this agreement
throughout such year.
(iii.) GMAC Commercial Mortgage as Special Servicer has received no notice
regarding qualifications, or challenging the status, of the REMICI or
REMICII as REMIC under the REMIC Provisions or of the grantor Trust as a
"Grantor Trust" for income tax purposes under the Grantor Trust
Provisions from the lnternal Revenue Service or any other governmental
agency or body.
BY: /s/ Michele Heisler
Michele Heisler
Vice President GMAC Commercial Mortgage Corporation
Date: /s/ 3-17-05
EX-99.3 (b)
Wachovia Bank, National Association
8739 Research Drive, URP4
Charlotte, NC 28288-1075
(logo)
WACHOVIA SECURITIES
OFFICER'S CERTIFICATE
Reference is hereby made to that certain Pooling and Servicing Agreement dated
as of November 11, 2002, by and among Wachovia Commercial Mortgage Securities,
Inc., as Depositor, Wachovia Bank National Association, as Master Servicer,
Lend Lease Asset Management, L.P. as Special Servicer, and Wells Fargo Bank
Minnesota, N.A., as Trustee, with respect to Commercial Mortgage Pass-Through
Certificates, Series 2002-C2 (the "Agreement"). Capitalized terms used herein
not otherwise defined shall have the meanings assigned in the Agreement.
Pursuant to Section 3.13 of this Agreement, Timothy E. Steward and Clyde M.
Alexander, Directors of the Master Servicer, do hereby certify that:
1. A review of the activities of the Master Servicer during the period from
January 1, 2004 through December 31, 2004 and of its performance under
the Agreement during such period has been made under our supervision; and
2. To the best of our knowledge, based on such review, the Master Servicer
has fulfilled all of its material obligations under this Agreement in all
material respects throughout the period January 1, 2004 through December
31, 2004; and
3. The Master Servicer has received no notice regarding qualification, or
challenging the status, of the ED Loan REMIC, REMIC I or REMIC II as a
REMIC under the REMIC Provisions or of the Grantor Trust as a "Grantor
Trust" for income tax purposes under the Grantor Trust Provisions Pool as
a REMIC or the Grantor Trust as a grantor trust, from the Internal revenue
Service or any other governmental agency or body.
IN WITNESS WHEREOF, the undersigned have executed this Certificate as of the
11th day of March 2005.
/s/ Timothy E. Steward
Timothy E. Steward, Director
Wachovia Bank National Association
/s/ Clyde M. Alexander
Clyde M. Alexander, Director
Wachovia Bank National Association
Ex-99.4
Schedule of Year-To-Date Principal and Interest Distributions to
Certificateholders
Class Interest Principal Losses Ending Balance
<s> <c> <c> <c> <c>
A-1 830,415.38 8,820,579.05 0.00 21,609,956.78
A-2 3,038,040.56 5,678,103.60 0.00 70,700,595.79
A-3 3,916,923.60 0.00 0.00 88,219,000.00
A-4 23,491,456.80 0.00 0.00 471,716,000.00
B 1,682,096.88 0.00 0.00 32,815,000.00
C 570,468.84 0.00 0.00 10,939,000.00
D 1,499,872.92 0.00 0.00 28,439,000.00
E 470,191.20 0.00 0.00 8,751,000.00
F 625,544.28 0.00 0.00 10,938,000.00
G 883,311.48 0.00 0.00 15,314,000.00
H 802,392.36 0.00 0.00 13,126,000.00
IO-I 2,315,199.71 0.00 0.00 851,324,545.33
IO-II 7,911,538.84 0.00 0.00 396,666,000.00
IO-III 4,968,723.77 0.00 0.00 336,495,000.00
J 810,883.32 0.00 0.00 16,408,000.00
K 756,768.48 0.00 0.00 15,313,000.00
L 216,261.96 0.00 0.00 4,376,000.00
M 432,474.48 0.00 0.00 8,751,000.00
N 378,359.52 0.00 0.00 7,656,000.00
O 304,674.36 0.00 0.00 6,165,000.00
P 992,542.85 0.00 0.00 20,087,992.76
R-I 0.00 0.00 0.00 0.00
R-II 0.00 0.00 0.00 0.00
Z 0.00 0.00 0.00 0.00