10-K 1 bancone10k991_2003.txt BANC 991 10K 2003 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 (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, 2002 or [ ] Transition Report Pursuant to Section 13 or 15d of the Securities Exchange Act of 1934 For the transition period from _____________ to ________ Commission file Number 333-59845-01 Banc One HELOC Trust 1999-1 (Exact name of registrant as specified in its charter) United States 36-7282500 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) c/o Bank One, NA Global Corporate Trust Services 55 West Monroe St. IL1-0481 Chicago, IL 60670 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: 312-336-9730 HELOC Asset-Backed Certificates, Series 1999-1 (Title of each class of securities covered by this Form) 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 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 PART I Item 1. Business Available Information: BANK ONE CORPORATION, the parent corporation of Bank One, National Association, has an Internet website at www.bankone.com which includes certain Trust reports. Electronic copies of the Trust's annual report on Form 10-K and current reports on Form 8-K are available free of charge by visiting the "Investor Relations" section of www.bankone.com. The reports can be found under "Asset Backed Securities" in the Investor Relations section of the website. These reports are posted as soon as reasonably practicable after they are electronically filed with the Securities and Exchange Commission. Item 2. Properties Not applicable on reliance of Relief Letters Item 3. Legal Proceedings There were no legal proceedings. Item 4. Submission of Matters to a Vote of Security Holders There were no matters submitted to a vote of the Security Holders. PART II Item 5. Market for Registrant's Common Equity and Related Stockholder matters The HELOC Asset-Backed Certificates, Series 1999-1 (the "Certificates") representing investors' interests in the Trust are held and delivered in book- entry form through the facilities of the Depository Trust Company ("DTC"), a 'clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended. The Certificates are held in the name of Cede & Co., the nominee of DTC. The records of DTC indicate that as of December 31, 2002, there were 9 participants holding a position in the Certificates. Item 6. Selected Financial Data. Not applicable. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Not applicable. Item 8. Financial Statements and Supplementary Data. Not applicable. Item 9. Changes in and Disagreements with Accountants on Accounting and Not applicable. PART III Item 10. Directors and Executive Officers of the Registrant Not applicable. Item 11. Executive Compensation Not applicable. PART IV Item 12. Security Ownership of Certain Beneficial Owners and Management The Certificates are represented by one or more certificates registered in the name of Cede & Co., the nominee of The Depository Trust Company. An investor holding Certificates is not entitled to receive a certificate representing such Certificates, except in limited circumstances. Accordingly, Cede & Co. is the sole holder of the Certificates, which it holds on behalf of brokers, dealers, banks and other participants in the DTC system. Such participants may hold Certificates for their own accounts or for the accounts of their customers. The following table, based on information provided to the Trust by DTC, sets forth the identity of each DTC participant that holds a position in the Certificates in excess of 5% at December 31, 2002. Number of % of Certificates Ownership JPMorgan Chase Bank 272,300 54.46% Proxy/Class Actions/Bankruptcy 14201 Dallas Parkway Dallas, TX 75254 State Street Bank and Trust Company 63,750 12.75% 1776 Heritage Dr. Global Corp. Action Unit JAB 5NW No. Quincy, MA 02171 Bank of New York (The) 61,250 12.25% One Wall Street New York, NY 10286 Commerz Bank Capital Markets Corporation 30,000 6.00% 1251 Avenue of the Americas New York, NY 10020 Item 13. Certain Relationships and Related Transactions. None. Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K (a) 1. Not Applicable 2. Not Applicable 3. Exhibits 99.1 Annual Summary Statement 99.2 Annual Statement as to Compliance. 99.3 Annual Independent Public Accountant's Servicing Report. (b) Reports on Form 8-K The registrant has filed Current Reports on Form 8-K with the Securities and Exchange Commission dated: January 22, 2002; February 20, 2002; March 20, 2002 April 22, 2002; May 20, 2002; June 20, 2002 July 22, 2002; August 20, 2002; September 20, 2002 October 21, 2002; November 20, 2002; December 20, 2002 (c) See (a) 3 above (d) Not Applicable SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on April 11, 2003. Bank One, National Association As Servicer for Banc One HELOC Trust 1999-1 By: /s/ Jeffrey T. Rigg Name: Jeffrey T. Rigg Title: Senior Vice President . Signature Title /s/ Jonathon D. Dargusch* Director Jonathon D. Dargusch /s/ Jean Hilliard* Director Jean Hilliard /s/ Melissa P. Ingwersen* Director and President Melissa P. Ingwersen /s/ William C.Leiter* Director William C. Leiter /s/ Stephen M. Samford* Director and Chairman Stephen M. Samford Date: April 11, 2003 * The undersigned, by signing his or her name hereto, does sign this Form 10-K on behalf of each of the above-indicated officers and directors of the Servicer pursuant to the power of attorney signed by such officers and directors. By: /s/ Jeffrey T. Rigg Attorney-in-Fact Certification I, Jeffrey Rigg, the senior officer for securitization servicing of Bank One, National Association, a national banking association which serves as servicer for the Banc One HELOC Trust 1999-1, certify that: 1. I have reviewed this 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 Banc One HELOC Trust 1999-1; 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 distribution or servicing information required to be provided to the trustee by the servicer under the pooling and servicing, or similar, agreement, for inclusion in these reports is included in these reports; 4. I am responsible for reviewing the activities performed by the servicer under the pooling and servicing, or similar, agreement and based upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under that 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, or similar, agreement, that is included in these reports. Dated: April 11, 2003: /s/ Jeffrey T. Rigg Name: Jeffrey T. Rigg Title: Senior Officer for Securitization Servicing and Senior Vice President EXHIBIT INDEX Exhibit NumberDescription 99.1 Annual Summary Statement 99.2 Annual Statement of Compliance 99.3 Report of Independent Accountants EXHIBIT 99.1 -- Summary of Aggregate Amounts or End of Year Amounts for the period ending December 31, 2002 Banc One Home Equity Loan Trust Series 1999-1 Statement to Certificateholders (Page 1 of 2) Distribution Date: 12/20/02 INVESTOR CERTIFICATES DISTRIBUTION SUMMARY (PER $1000 ORIGINAL PRINCIPAL AMOUNT) A. INTEREST & PRINCIPAL DISTRIBUTIONS TO INVESTORS Principal 80,069,450.85 Interest 4,538,280.08 Investor Certificate Interest Distributed 9.07656 Investor Certificate Interest Shortfall Distributed 0.000000 Remaining Unpaid Investor Certificate Interest Shortfall 0.000000 Managed Amortization Period ? (Yes=1; No=0) 1 Investors Certificate Principal Distributed 160.138902 Principal Distribution Amount 160.039079 Maximum Principal Payment 19.890675 Alternative Principal Payment 160.039079 Principal Collections less Additional Balances 160.039079 Investor Loss Amount Distributed to Investors 4.432332 Accelerated Principal Distribution Amount -4.332509 Credit Enhancement Draw Amount 0.00 Total Amount Distributed to Certificateholders (P & I) 169.215463 B. INVESTOR CERTIFICATE PRINCIPAL BALANCE Beginning Investor Certificate Balance 256,379,902.41 Ending Investor Certificate Balance 176,310,451.56 Beginning Invested Amount 264,468,730.58 Ending Invested Amount 182,233,024.87 Investor Certificateholder Floating Allocation Percentage 94.9737% Pool Factor 0.3526209 Liquidation Loss Amount for Liquidated Loans 2,314,220.70 Unreimbursed Liquidation Loss Amount 0.00 C. POOL INFORMATION Beginning Pool Balance 274,579,594.54 Ending Pool Balance 192,245,834.46 Servicing Fee 1,165,968.40 D. INVESTOR CERTIFICATE RATE Investor Certificate Rate 1.648130% LIBOR Rate 1.388130% Maximum Rate 4.941447% E. DELINQUENCY & REO STATUS Delinquent 30-59 days No. of Accounts 98 Trust Balances 3,177,494.86 Delinquent 60-89 days No. of Accounts 31 Trust Balances 843,306.78 Delinquent 90+ days No. of Accounts 103 Trust Balances 3,841,465.68 Delinquent 9+ Months No. of Accounts 0 Trust Balances 0 REO No. of Accounts 0 Trust Balances 0.00 EXHIBIT 99.2 -- Servicer's Annual Statement of Compliance BANK ONE, NATIONAL ASSOCIATION Annual Officer's Certificate of the Servicer Pursuant to Section 3.09(a) of the Pooling and Servicing Agreement The undersigned, duly authorized representatives of Bank One, National Association, as servicer (the "Servicer"), pursuant to Section 3.09(a) of the Pooling and Servicing Agreement dated as of May 31, 1999 (the "Agreement") between Banc One ABS Corporation, as depositor (the "Depositor"), the Servicer and The Bank of New York, as trustee (the "Trustee"), do hereby certify as follows: (1) All terms used herein that are defined in the Agreement shall have the meanings provided in the Agreement, unless otherwise defined herein. (2) The undersigned are officers of the Servicer who are duly authorized pursuant to the Agreement to execute and deliver this Certificate. (3) A review of the activities of the Servicer during the period from January 1, 2002 to December 31, 2002 (the "Servicing Period") and of its performance under the Agreement has been made under our supervision. (4) Based on such review, the Servicer has, to the best of our knowledge, fulfilled all of its material obligations under the Agreement throughout the Servicing Period except as set forth in paragraph (5) below. (5) The following is a brief description of each default in the fulfillment of the Servicer's obligations under the Agreement known to us to have been made by the Servicer during the Servicing Period, which sets forth in detail (i) the nature of each such default and (ii) the current status of each such default: "None". IN WITNESS WHEREOF, the Servicer has caused this Certificate to be executed by athe undersigned duly authorized officers as of March 28, 2003. Bank One, National Association, as Servicer By: /s/ Michael J. Grubb Name: Michael J. Grubb Title: First Vice President By: /s/ Kim D. Greaves Name: Kim D. Greaves Title: Senior Vice President EXHIBIT 99.3 -- Report of Independent Auditors Independent Accountants' Report Board of Directors Bank One, National Association (Columbus, Ohio): We have examined management's assertion, included in the accompanying Assertion by Bank One, National Association (Columbus, Ohio) (the "Company"), that the Company complied with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of and for the year ended December 31, 2002, insofar as that assertion relates to the Banc One HELOC Asset Backed Certificates Series 1999-1 (the "Certificates"). Management is responsible for the Company's compliance with those minimum servicing standards. Our responsibility is to express an opinion on management's assertion about the Company'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 Company'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 Company's compliance with the minimum servicing standards. In our opinion, management's assertion that the Company complied with the aforementioned minimum servicing standards of the Certificates, during the year ended December 31, 2002, is fairly stated, in all material respects. /s/ KPMG LLP Columbus, Ohio April 4, 2003 Assertion by Bank One, National Association (Columbus, Ohio) As of and for the year ended December 31, 2002, Bank One, National Association (Columbus, Ohio) (the "Company") complied in all material respects with the minimum servicing standards set forth in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers solely as they relate to the Banc One HELOC Asset Backed Certificates Series 1999-1. As of and for this same period, the Company had in effect a fidelity bond policy in the amount of $50,000,000 and an errors and omissions policy in the aggregate amount of $100,000,000 and $1,000,000 per home equity loan. /s/ Michael J. Grubb Name: Michael J. Grubb Title: First Vice President /s/ Corrine M. Burger Name: Corrine M. Burger Title: Retail Controller and Sr. Vice President