Item 1. Business.
Omitted.
Item 2.
Item 2. Properties.
Information regarding the mortgaged properties is included in the Accountant's Report and the Annual Statement of Compliance filed under Item 14 hereof, as discussed in Item 14.
Item 3.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings with respect to the Trust Fund for any Series, involving the registrant, the Trust Fund, Citibank N.A. (the "Trustee") and Chase Manhattan Mortgage Corporation (the "Seller and Servicer"), other than ordinary routine litigation incidental to duties of the registrant, Trustee, Seller or the Servicer under the applicable pooling and servicing agreement for Series 1999-1, Series 1999-2, Series 1999-3, Series 1999-4, Series 2000-1, Series 2000-2, Series 2000-3, Series 2001-1, Series 2001-2, Series 2001-3, Series 2001-4, Series 2001-AD1, Series 2001-C1, Series 2001-C2, Series 2001-C3 and Series 2001-FF1.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of Certificateholders for any Series during the fiscal year covered by this report.
PART II
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.
(a) (1) To the knowledge of the Registrant, there is no established public market for the Certificates of any Series
(2) To the knowledge of the Registrant, there are no reported high and low bid quotations for any of the Certificates.
(b) The records of The Depository Trust Company ("DTC") indicate that as of December 31, 2001, the following Series had the following number of holders of record:
Series 1999-1: 39 Series 1999-2: 34 Series 1999-3: 31 Series 1999-4: 38 Series 2000-1: 32 Series 2000-2: 42 Series 2000-3: 58 Series 2001-1: 54 Series 2001-2: 49 Series 2001-3: 85 Series 2001-4: 85 Series 2001-AD1: 79 Series 2001-C1: 18 Series 2001-C2: 70 Series 2001-C3: 13 Series 2001-FF1: 17
Item 6.
Item 6. Selected Financial Data.
Omitted.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Omitted.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
Omitted.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
Effective March 1, 2001, Chase Manhattan Mortgage Corporation ("CMMC") acquired Advanta Mortgage Corp. USA ("Advanta"). Prior to CMMC's acquisition of Advanta, the independent auditor for Advanta and each of its subsidiaries was Arthur Andersen LLP. The independent auditor for CMMC is PricewaterhouseCoopers ("PwC"). Effective March 1, 2001, in connection with the acquisition referred to above, CMMC and Advanta jointly determined that Advanta would terminate its audit engagement with Arthur Andersen LLP and PwC would remain as independent auditor. The termination of Arthur Andersen LLP's audit engagement was not the result of any disputes or disagreements between Advanta and Arthur Andersen LLP during the past two years.
PART III
Item 10.
Item 10. Directors and Executive Officers of the Registrant.
Omitted.
Item 11.
Item 11. Executive Compensation.
Omitted.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
The records of DTC indicate that as of December 31, 2001, there were the following holders of record with more than 5% of each class of each series of Certificates:
Item 13.
Item 13. Certain Relationships and Related Transactions.
Omitted.
PART IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports of Form 8-K.
(a) Exhibits
99.1 Servicer's Annual Statement of Compliance for each of the following Series:
(i) Series 1999-1 (ii) Series 1999-2 (iii) Series 1999-3 (iv) Series 1999-4 (v) Series 2000-1 (vi) Series 2000-2 (vii) Series 2000-3 (viii) Series 2001-1 (ix) Series 2001-2 (x) Series 2001-3 (xi) Series 2001-4 (xii) Series 2001-AD1 (xiii) Series 2001-C1 (xiv) Series 2001-C2 (xv) Series 2001-C3 (xvi) Series 2001-FF1
99.2 Report prepared by Servicer's certified independent accountants concerning their respective duties for the year ended December 31, 2001:
(i) Series 1999-1: PriceWaterhouseCoopers LLP (ii) Series 1999-2: see Exhibit 99.2(i) (iii) Series 1999-3: see Exhibit 99.2(i) (iv) Series 1999-4: see Exhibit 99.2(i) (v) Series 2000-1: see Exhibit 99.2(i) (vi) Series 2000-2: see Exhibit 99.2(i) (vii) Series 2000-3: see Exhibit 99.2(i) (viii) Series 2001-1: see Exhibit 99.2(i) (ix) Series 2001-2: see Exhibit 99.2(i) (x) Series 2001-3: see Exhibit 99.2(i) (xi) Series 2001-4: see Exhibit 99.2(i) (xii) Series 2001-AD1: see Exhibit 99.2(i) (xiii) Series 2001-C1: see Exhibit 99.2(i) (xiv) Series 2001-C2: see Exhibit 99.2(i) (xv) Series 2001-C3: see Exhibit 99.2(i) (xvi) Series 2001-FF1: see Exhibit 99.2(i)
(b) Reports on Form 8-K during the last quarter of the prior calendar year.
(i) Reports on Form 8-K dated as of October 9, 2001, November 8, 2001 and December 11, 2001 in response to Item 5 of Form 8-K (other events) were filed with respect to information contained in the Distribution Date Statement for each Series delivered for the Distribution Dates occurring in September, October and November 2001, respectively.
(ii) Reports on Form 8-K were filed during the last quarter of the prior calendar year for the following series:
(A) Series 2001-AD1 October 2, 2001 in response to Item 5 (structural term sheets, collateral term sheets and computation materials)
(B) Series 2001-AD1 October 4, 2001 in response to Item 5 (computation materials)
(C) Series 2001-3 October 12, 2001 in response to Item 5 (acquisition or disposition of assets)
(D) Series 2001-AD1 October 15, 2001 in response to Item 5 (filing of legality and tax opinions)
(E) Series 2001-AD1 October 30, 2001 in response to Item 5 (acquisition or disposition of assets)
(F) Series 2001-C3 November 1, 2001 in response to Item 5 (acquisition or disposition of assets)
(G) Series 2001-C3 December 5, 2001 in response to Item 5 (structural term sheets, collateral term sheets and computation materials)
(H) Series 2001-4 December 11, 2001 in response to Item 5 (structural term sheets, collateral term sheets and computation materials)
(I) Series 2001-C3 December 12, 2001 in response to Item 5 (computation materials)
(J) Series 2001-4 December 12, 2001 in response to Item 5 (computation materials)
(K) Series 2001-C3 December 18, 2001 in response to Item 5 (filing of legality and tax opinions)
(L) Series 2001-4 December 20, 2001 in response to Item 5 (filing of legality and tax opinions)
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.
CHASE FUNDING, INC. (Registrant)
By: /s/ Luke S. Hayden -------------------------------- Name: Luke S. Hayden Title: Chief Executive Officer
Date: March 29, 2002
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Date: March 29, 2002 By: /s/ Luke S. Hayden -------------------------------- Name: Luke S. Hayden Title: (Chairman) Chief Executive Officer
Date: March 29, 2002 By: /s/ Samuel H. Cooper -------------------------------- Name: Samuel H. Cooper Title: (Director) President
Date: March 29, 2002 By: /s/ Michael D. Katz -------------------------------- Name: Michael D. Katz Title: Director
Date: March 29, 2002 By: /s/ Douglas A. Potolsky -------------------------------- Name: Douglas A. Potolsky Title: Director
Date: March 29, 2002 By: /s/ Stephen Fortunato -------------------------------- Name: Stephen Fortunato Title: Treasurer (Chief Financial Officer)
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.
No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to Certificateholders during the period covered by this Annual Report on Form 10-K and the registrant does not intend to furnish such materials to Certificateholders subsequent to the filing of this report.
INDEX TO EXHIBITS
EXHIBITS - --------
99.1 Subservicer's Annual Statement of Compliance for each of the following Series:
(i) Series 1999-1 (ii) Series 1999-2 (iii) Series 1999-3 (iv) Series 1999-4 (v) Series 2000-1 (vi) Series 2000-2 (vii) Series 2000-3 (viii) Series 2001-1 (ix) Series 2001-2 (x) Series 2001-3 (xi) Series 2001-4 (xii) Series 2001-AD1 (xiii) Series 2001-C1 (xiv) Series 2001-C2 (xv) Series 2001-C3 (xvi) Series 2001-FF1
99.2 Report prepared by Subservicer's certified independent accountants concerning their respective duties for the year ended December 31, 2000:
(i) Series 1999-1: PriceWaterhouseCoopers LLP (ii) Series 1999-2: see Exhibit 99.2(i) (iii) Series 1999-3: see Exhibit 99.2(i) (v) Series 1999-4: see Exhibit 99.2(i) (vi) Series 2000-1: see Exhibit 99.2(i) (vi) Series 2000-2: see Exhibit 99.2(i) (vii) Series 2000-3: see Exhibit 99.2(i) (viii) Series 2001-1: see Exhibit 99.2(i) (ix) Series 2001-2: see Exhibit 99.2(i) (x) Series 2001-3: see Exhibit 99.2(i) (xi) Series 2001-4: see Exhibit 99.2(i) (xii) Series 2001-AD1: see Exhibit 99.2(i) (xiii) Series 2001-C1: see Exhibit 99.2(i) (xiv) Series 2001-C2: see Exhibit 99.2(i) (xv) Series 2001-C3: see Exhibit 99.2(i) (xv) Series 2001-FF1: see Exhibit 99.2(i)