Item 1. Business.
Omitted.
Item 2.
Item 2. Properties.
See Item 14(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.
Item 3. Legal Proceedings.
The registrant knows of no material pending legal proceedings involving the trusts created under the Pooling and Servicing Agreement (the Trusts), the Trustee, the Servicer or the registrant with respect to the Trusts other than routine litigation incidental to the duties of the respective parties.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5.
Item 5. Market for registrant's Common Equity and Related Stockholder Matters.
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, 2002, the number of holders of record for each class of Certificate were as follows:
Class A1 1 Class A2 5 Class B1 2 Class B2 2 Class M1 2 Class M2 2 Class P 1 Class R1 1 Class X 1
Total: 17
Item 6.
Item 6. Selected Financial Data.
Omitted.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation.
Omitted.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data.
See Item 14(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.
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.
Not applicable.
Item 13.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14.
Item 14. Controls and Procedures.
Not applicable.
PART IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Exhibits
(99.1) Annual Independent Accountants' Servicing Reports concerning servicing activities for the year ended December 31, 2002.
(99.2) Report of Management as to Compliance with Minimum Servicing Standards for the year ended December 31, 2002.
(99.3) Annual Statements of Compliance under the Pooling and Servicing Agreements for the year ended December 31, 2002.
(99.4) Aggregate Statement of Principal and Interest Distributions to Certificate Holders.
(b) On November 12, 2002, December 10, 2002, and January 08, 2003 reports on Form 8-K were filed by the Company in order to provide the statements for the monthly distributions to holders of the Certificates. No other reports on Form 8-K have been filed during the last quarter of the period covered by this report.
(c) Not applicable.
(d) Omitted.
Such document (i) is not filed herewith since such document was not received by the reporting person at least three business days prior to the due date covered by this report, and (ii) will be included in an amendment to this report on Form 10-K/A to be filed within 30 days of the Reporting Person's receipt of such document.
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:
Morgan Stanley Dean Witter Capital I Inc. Mortgage Pass-Through Certificates Series 2002-OP1 Trust (Registrant)
Signed: Morgan Stanley Dean Witter Capital I Inc. as Depositor
By: Craig Phillips, President
By: /s/ Craig Phillips
Dated: March 13, 2003
Sarbanes-Oxley Certification
Re: Morgan Stanley Dean Witter Capital I Inc. Trust 2002-OP1 (the "Trust"), Mortgage Pass-Through Certificates, Series 2002-OP1, issued pursuant to the Pooling and Servicing Agreement, dated as of August 1, 2002 (the "Pooling and Servicing Agreement"), among Morgan Stanley Dean Witter Capital I Inc., as depositor, Wells Fargo Bank National Association, as trustee (the "Trustee"), and Option One Mortgage Corporation, as servicer and responsible party (the "Servicer")
I, Craig Phillips, certify that:
1. I have reviewed this annual report on Form 10-K ("Annual Report"), and all reports on Form 8-K containing distribution reports (collectively with this Annual Report, the "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 distribution or servicing information required to be provided to the Trustee by the Servicer under the Pooling and Servicing Agreement, for inclusion in the Reports is included in these Reports;
4. Based on my knowledge and upon the annual compliance statement included in the Annual 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 Pooling and 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: Option One, as Servicer.
Date: March 13, 2003
/s/ Craig Phillips Signature
President Title
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.
Ex-99.1(a)
PRICEWATERHOUSECOOPERS (logo)
PricewaterhouseCoopers LLP 2020 Main Street Suite 400 P.O. Box 19630 Irvine, CA 92623-9636 Telephone (949) 437 5200 Facsimile (949) 437 5300
Report of Independent Accountants
To the Board of Directors of Option One Mortgage Corporation
We have examined management's assertion about Option One Mortgage Corporation's (a wholly-owned subsidiary of Block Financial Corporation) and its subsidiaries (the "Company") compliance with the minimum servicing standards identified in the Mortgage Bankers Association of America's Uniform Single Attestation Program for Mortgage Bankers ("USAP") as of and for the year ended April 30, 2002 included in the accompanying management assertion (see Exhibit I). 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 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 minimum servicing standards 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 as of and for the year ended April 30, 2002 is fairly stated, in all material respects.
/s/ PricewaterhouseCoopers LLP
July 19, 2002
Ex-99.2(a)
OPTION ONE (logo) Mortgage Corporation Start Here. Finish Here.
www.optiononemortgage.com
Management's Assertion Concerning Compliance with USAP Minimum Servicing Standards
July 19, 2002
As of and for the year ended April 30, 2002, Option One Mortgage Corporation and its subsidiaries (the "Company") have 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 ("USAP").
As of and for this same period, the Company had in effect a fidelity bond and errors and omissions policy in the amount of $7,500,000.
/s/ Robert Dubrish Robert Dubrish, CEO
/s/ William O'Neill William L. O'Neill, CFO
Corporate Offices * 3 Ada * Irvine * California * 92618-2304 * 949.790.8100 * Fax 949.453.0199
Ex-99.3(a)
www.optiononemortgage.com
OPTION ONE MORTGAGE Start Here. Finish Here (logo)
February 14, 2003
MSDW 2002-OP1 Wells Fargo Bank Minnesota, National Association P.O. Box 98 Columbia, MD 21046
Corporate Trust Office/MSDW 2002-OP1 Wells Fargo Bank Minnesota, National Association Sixth and Marquette Minneapolis, MN 55479
Michelle Wilke, Esq. Morgan Stanley Dean Witter Capital I Inc. 1221 Avenue of the Americas New York, NY 10036
Standard & Poor's Rating Services 55 Water Street New York, NY 10041
Moody's Investors Service, Inc. 99 Church Street New York, NY 10007
Fitch, Inc. One State Street Plaza New York, NY 10004
Pursuant to Section 3.22 of the Pooling and Servicing Agreement, dated and effective as of August 1, 2002, (the "Agreement") among MORGAN STANLEY DEAN WITTER CAPITAL I INC., a Delaware corporation, as Depositor, OPTION ONE MORTGAGE CORPORATION, a California corporation, as Servicer and Responsible Party, and WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION, a national banking association, as Trustee, I certify that:
1. A review of the activities of the Servicer, during the calendar year ended December 31, 2002, and of performance under the aforementioned agreement has been made under my supervision.
2. To the best of my knowledge, based on such review, the Servicer, has fulfilled all of its obligations under the Agreement during the calendar year ended December 31, 2002, subject to any matters noted in the servicing report provided under Section 3.23 of the Agreement.
/s/ William L. O'Neill William L. O'Neill Senior Vice President\Chief Financial Officer Option One Mortgage Corporation
Corporate Offices * 3 Ada * Irvine * California * 92618-2304 * 949.790.8100 * Fax 949.453.0199
Ex-99.4 Schedule of Year-To-Date Principal and Interest Distributions to Certificateholders