ITEM 1. BUSINESS.
Not applicable.
ITEM 2.
ITEM 2. PROPERTIES.
The Trust has no material physical properties. The assets of the Trust include the following: (i) rights to repayment of loan advances (such rights, the "Advances") generated from time to time in portfolios of revolving commercial finance loans ("Contracts") and all monies due or to become due in payment of the Advances; (ii) the rights, but not the obligations, under each of the related Contracts; (iii) all liens, security interests and collateral for the Advances (including, but not limited to, any guarantees, agreements, documents and filings related thereto); and (iv) all proceeds of the foregoing. See also the Annual Servicer's Certificate, dated February 28, 1997 included under Item 8 and filed as Exhibit 99.1 under Item 14 hereof.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS.
(a) The Registrant knows of no material pending legal proceedings with respect to and involving the property of the Trust, the Trustee, any custodian, The Company, the transferor or Fremont Financial, the servicer.
(b) Not applicable.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matter was submitted during the fiscal year covered by this report to a vote of the holders of the Certificates.
PART II.
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY STOCK AND RELATED STOCKHOLDER MATTERS.
(a) To the best of the Registrant's knowledge, there is no established public trading market for the Certificates.
To the best of the Registrant's knowledge, as of March 26, 1997, there were six (6) holders of record of the Series B Certificates and seven (7) holders of record of the Series C Certificates.
(b) Not applicable.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA.
Not applicable.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Not applicable.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
See Annual Servicer's Certificate, dated February 28, 1997 and the Annual Report of the Servicer's Independent Accountants, dated February 28, 1997 filed as Exhibits 99.1 and 99.2 under Item 14 hereof.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
PART III.
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Not applicable.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION.
Not applicable.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
(a) The Certificates are represented by several certificates registered in the name of Cede & Co., the nominee of the Depository Trust Company ("DTC"), and a person acquiring an interest in a Certificate will not be entitled to receive a certificate representing such person's interest unless and until the Certificates are issued in fully registered, certificated form. Accordingly, until such time, Cede & Co. or DTC will be the holder of record of the Certificates, and all actions taken by, and all distributions, notice and other communications to, persons holding interests in the Certificates will be taken or made by DTC upon instructions from or for participants in the DTC system, who may hold interests in the Certificates directly or for benefit of others. Participants with which investors have accounts with respect to the Certificates are required to make book entry transfers corresponding to transfers recorded by DTC and receive and transmit payments and communications on behalf of such investors.
To the best of the Registrant's knowledge, as of March 26, 1997, there were six (6) holders of record of the Series B Certificates, seven (7) holders of record of the Series C Certificates, and all of the Series A Certificates had been redeemed and canceled. In addition there was one (1) holder of record of the Series 1995-1 Certificates, one (1) holder of record of the Variable Funding Certificate and no other securities of the Registrant were outstanding.
(b) Not applicable.
(c) Not applicable.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Not applicable.
PART IV.
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENTS AND REPORTS ON FORM 8-K.
(a) Documents filed as part of this report:
See Item 8 and section (c) of this Item 14 below.
(b) Current reports on Form 8-K:
The Trust files a current report on Form 8-K each month with the relevant Payment Date Statement attached.
(c) Exhibits:
Exhibit No. Description ----------- --------------------------------------------------- 1.1+++ Underwriting Agreement, dated February 8, 1996, between Fremont Funding, Fremont Financial and the Underwriter.
1.2+++ Pricing Agreement, dated February 8, 1996, between Fremont Funding and the Underwriter.
1.3+++ Indemnity Agreement, dated February 8, 1996, between Fremont General Corporation and the Underwriter.
4.1+ Pooling and Servicing Agreement, dated as of March 1, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.2+ Series A Supplement, dated as of March 1, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.3+ Variable Funding Supplement, dated as of March 1, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.4++ Amendment No. 1 to the Pooling and Servicing Agreement, dated as of November 9, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.5++ Series B Supplement, dated as of November 1, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.6++ Amendment No. 1 to the Variable Funding Supplement, dated as of September 1, 1993, among Fremont Funding, Fremont Financial and the Trustee.
4.7++ Amendment No. 2 to the Variable Funding Supplement, dated as of November 9, 1993,among Fremont Funding, Fremont Financial and the Trustee.
4.8*** Amendment No. 2 to the Pooling and Servicing Agreement, dated as of March 1, 1995, among Fremont Funding, Fremont Financial and the Trustee.
4.9*** Amendment No. 3 to the Variable Funding Supplement, dated as of March 1, 1995 among Fremont Funding, Fremont Financial and the Trustee.
4.10*** Series 1995-1 Supplement, dated as of March 1, 1995, among Fremont Funding, Fremont Financial and the Trustee.
4.11**** Amended and Restated Variable Funding Supplement, dated as of November 30, 1995, by and among Fremont Funding, Fremont Financial and the Trustee.
4.12+++ Series C Supplement, dated as of February 1, 1996, among Fremont Funding, Fremont Financial and the Trustee.
4.13+++ Amendment No. 3 to the Pooling and Servicing Agreement, dated as of February 1, 1996, among Fremont Funding, Fremont Financial and the Trustee.
4.14+++ Repurchase notification from the Trustee to the holder of the Series A Certificates.
99.1 Annual Servicer's Certificate dated February 28, 1997.
99.2 Annual Report of the Servicer's Independent Accountants, dated February 28, 1997.
* Previously filed with Form S-3, Registration No. 33-73508 as filed with the Securities and Exchange Commission on December 29, 1993. ** Previously filed with Amendment No. 2 to Form S-3, Registration No. 33-73508, as filed with the Securities and Exchange Commission on June 20, 1994. *** Previously filed with Post-Effective Amendment No. 1 to Form S-3, Registration No. 33-73508, as filed with the Securities and Exchange Commission on October 23, 1995. **** Previously filed with Post-Effective Amendment No. 2 to Form S-3, Registration No. 33-73508, as filed with the Securities and Exchange Commission on January 24, 1996. + Incorporated by reference to Registrant's Current Report on Form 8-K filed on April 18, 1993. ++ Incorporated by reference to Registrant's Current Report on Form 8-K filed on November 16, 1993. +++ Incorporated by reference to Registrant's Current Report on Form 8-K filed on February 26, 1996.
(d) Not applicable.
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.
FREMONT SMALL BUSINESS LOAN MASTER TRUST
By: Fremont Funding Inc., Originator of the Trust
By: /s/ Patrick E. Lamb -------------------------- Patrick E. Lamb, Chief Financial Officer