THE RYLAND GROUP, INC. & SUBSIDIARIES

Notes to Consolidated Financial Statements

(amounts in thousands, except share data, in all notes unless otherwise noted)

NOTE D: ASSETS OF FINANCIAL SERVICES AND THE LIMITED-PURPOSE SUBSIDIARIES

Financial Services

Mortgage loans held-for-sale consist of loans collateralized by first mortgages or first deeds of trust on single-family attached or detached houses. Mortgage-backed securities and notes receivable consist of GNMA certificates, FNMA mortgage pass-through certificates, FHLMC participation certificates, notes receivable secured by mortgage-backed securities, whole loans and funds held by trustee.

Mortgage loans held-for-sale were reported net of mortgage discounts of $406 and $658 at December 31, 1998 and 1997, respectively. Mortgage loans held-for-sale, which are generally sold within 60 days of being funded, mortgage-backed securities and notes receivable are pledged as collateral for certain short-term notes payable (see Note E).

The Company sold the majority of its loan servicing portfolio in the first quarter of 1998 and realized a $6.1 million pre-tax gain, net of expenses and liabilities related to the sale of servicing. The financial services segment serviced 2,500 and 62,000 loans with principal balances totaling $301 million and $4.5 billion at December 31, 1998 and 1997, respectively, including loans subserviced for others of $1.3 billion in 1997. As a mortgage servicer, the Company may incur risk with respect to mortgages that are delinquent or in foreclosure to the extent that losses are not covered by a mortgage insurer or guarantor. The reserve for potential losses on the servicing portfolio was $377 and $1,784, at December 31, 1998 and 1997, respectively. These reserves are established based on the current economic environment and historical experience for foreclosures and delinquencies.

Limited-Purpose Subsidiaries

Collateral for bonds payable consists of mortgage-backed securities, notes receivable secured by mortgage-backed securities and mortgage loans, fixed-rate mortgage loans and funds held by trustee. Mortgage-backed securities consist of GNMA certificates, FNMA mortgage pass-through certificates and FHLMC participation certificates. All principal and interest on the collateral is remitted directly to a trustee and is available for payment on the bonds.

The components of collateral for bonds payable at December 31 are summarized as follows:

Neither the Company nor its homebuilding and financial services subsidiaries have guaranteed or are otherwise obligated with respect to these bond issues.

Mortgage-Backed Securities: Unrealized Gains and Losses

Mortgage-backed securities are held by the financial services segment and reported in the balance sheet caption, "Mortgage-backed securities and notes receivable," and are also held by the limited-purpose subsidiaries and reported in the balance sheet caption, "Collateral for bonds payable."

The following is a consolidated summary of mortgage-backed securities classified as available-for-sale and held-to-maturity as of:

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