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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(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, 2003
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number: 333-83930-06
Wachovia Commerical Mortgage Securities, Inc.
Commercial Mortgage Pass-Through Certificates
Series 2003-C6
(Exact name of registrant as specified in its charter)
New York 54-2123735
54-2123736
54-2123737
54-2126331
54-6553637
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Wells Fargo Bank, N.A.
9062 Old Annapolis Road
Columbia, MD 21045
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 884-2000
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 Exchange
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.
Yes X No ___
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K ( 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by reference
in Part III of this Form 10-K or any amendment to this Form 10-K.
Not applicable.
Indicate by check mark whether the registrant is an accelerated filer
(as defined in Exchange Act Rule 12b-2).
Yes___ No X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates computed by reference to the price at which
the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrant's most
recently completed second fiscal quarter.
Not applicable.
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.
Not applicable.
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the
document is incorporated: (1)Any annual report to security holders; (2)
Any proxy or information statement; and (3)Any prospectus filed pursuant
to Rule 424(b) or (c) under the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.
annual report to security holders for fiscal year ended December 24, 1980).
Not applicable.
PART I
Item 1. Business.
Omitted.
Item 2. Properties.
See Item 15(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. Legal Proceedings.
The registrant knows of no material pending legal proceedings
involving the trust created under the Pooling and Servicing
Agreement (the Trust), the Trustee, the Servicer or the
registrant with respect to the Trust other than routine
litigation incidental to the duties of the respective parties.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
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, 2003, the number of holders of
record for each class of Certificate were as follows:
Class A-1 6
Class A-2 7
Class A-3 6
Class A-4 17
Class B 4
Class C 3
Class D 4
Class E 3
Class F 6
Class G 6
Class H 5
Class IO 5
Class J 8
Class K 3
Class L 3
Class M 3
Class N 3
Class O 3
Class P 3
Class R-I 1
Class R-II 1
Class Z-I 1
Class Z-II 1
Total: 102
Item 6. Selected Financial Data.
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operation.
Omitted.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
See Item 15(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. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not applicable.
Item 11. Executive Compensation.
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
Not applicable.
Item 14. Principal Accounting Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Exhibits
Ex-(31.1) Rule 13a-14(a)/15d-14(a) Certification
(99.1) Annual Independent Accountants' Servicing Reports concerning
servicing activities for the year ended December 31, 2003.
a) Lennar Partners, Inc., as Special Servicer
b) Wachovia Bank, National Association, as Master Servicer
(99.2) Report of Management as to Compliance with Minimum Servicing
Standards for the year ended December 31, 2003.
a) Lennar Partners, Inc., as Special Servicer
b) Wachovia Bank, National Association, as Master Servicer
(99.3) Annual Statements of Compliance under the Pooling and Servicing
Agreements for the year ended December 31, 2003.
a) Lennar Partners, Inc., as Special Servicer
b) Wachovia Bank, National Association, as Master Servicer
(99.4) Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.
(b) On October 27, 2003, November 21, 2003, and December 18, 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.
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:
Wachovia Commerical Mortgage Securities, Inc.
Commercial Mortgage Pass-Through Certificates
Series 2003-C6
(Registrant)
Signed: Wachovia Commercial Mortgage Securities, Corp. as Depositor
By: Charles L. Culbreth, Managing Director
By: /s/ Charles L. Culbreth, Managing Director
Dated: March 30, 2004
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.
Exhibit Index
Ex-(31.1) Rule 13a-14(a)/15d-14(a) Certification
Wachovia Bank Commercial Mortgage Trust,
Commercial Mortgage Pass-Through Certificates
Series 2003-C6 (the "Trust")
I, Charles L. Culbreth, a Vice President of Wachovia Commercial Mortgage
Securities, Inc., the depositor into the above-referenced Trust, certify
that:
1. I have reviewed this annual report on Form 10-K, and all reports on
Form 8-K containing distribution date 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 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 servicing information required to be
provided to the trustee by the master servicer and the special
servicer under the pooling and servicing agreement for inclusion
in these reports is included in these reports;
4. Based on my knowledge and upon the annual compliance statement
included in this 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 this annual report, the
master servicer and the special servicer have fulfilled their
obligations under the pooling and servicing agreement; and
5. This annual report discloses all significant deficiencies relating to
the master servicer's or special 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 this annual report.
In giving the certifications above, I have reasonably relied on
information provided to me by the following unaffiliated parties:
Lennar Partners, INC. and Wells Fargo Bank Minnesota, N.A.
Date: March 30, 2004
/s/ Charles L. Culbreth
Signature
Managing Director
Title
Ex-99.1 (a)
ERNST & YOUNG (Logo)
Ernst & Young LLP
Suite 3900
200 South Biscayne Boulevard
Miami, Florida 33131-5313
Phone: (305) 358-4111
www.ey.com
Report of Independent Certified Public Accountants
To Lennar Partners, Inc.
We have examined management's assertion, included herein, that Lennar
Partners, Inc. (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) during the year ended
December 31, 2003. Management is responsible for the Company's compliance
with those requirements. 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 those requirements 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 specified requirements.
In our opinion, management's assertion that the Company complied with the
aforementioned requirements during the year ended December 31, 2003, is fairly
stated, in all material respects.
/s/ Ernst & Young LLP
February 27, 2004
0402-0515825
A member practice of Ernst & Young Global
EX-99.1 (b)
KPMG (logo)
KPMG LLP
Suite 2300
401 South Tryon Street
Three First Union Center
Charlotte, NC 28202-1911
Independent Accountants' Report
The Board of Directors
Wachovia Bank National Association:
We have examined management's assertion, included in the accompanying report,
that the Commercial Real Estate Servicing Division of Wachovia Bank National
Association (the Bank) complied with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's ("MBA's") Uniform Single
Attestation Program for Mortgage Bankers, except for minimum servicing
standards V.4 and VI.1, which the MBA has interpreted as being inapplicable to
the servicing of commercial and multifamily loans, as of and for the year
ended December 31, 2003. Management is responsible for the Bank's
compliance with those minimum servicing standards. Our responsibility is
to express an opinion on management's assertion about the Bank'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 Bank'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 Bank's compliance with
the minimum servicing standards.
In our opinion, management's assertion that the Bank has complied with the
aforementioned minimum servicing standards as of and for the year ended
December 31, 2003 is fairly stated, in all material respects.
/s/ KPMG LLP
March 10, 2004
KPMG LLP, a U.S. limited liability partnership, is the U.S.
member of KPMG international, a Swiss cooperative.
EX-99.2 (a)
(Logo) LENNAR PARTNERS
An LNR Company
March 1, 2004
Wells Fargo Bank Minnesota, NA
9062 Old Annapolis Road
Columbia, MD 21045
Attention: Corporate Trust Services (CMBS), WBCMT 2003-C6
Re: Annual Independent Public Accountant's Servicing Report
Pooling and Servicing Agreement
Wachovia Commercial Mortgage Securities, Commercial Mortgage Pass-Through
Certificates 2003-C6
To whom it may concern:
As of and for the year ended December 31, 2003, Lennar Partners, Inc. has
complied in all material respects with the applicable minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers applicable to the commercial and
multifamily mortgages for the special servicer as noted in the attachment to
this assertion. As of and for this same period, Lennar Partners, Inc. had in
effect a fidelity bond in the amount of $10,000,000 and an errors and omissions
policy in the amount of $10,000,000.
Sincerely,
LENNAR PARTNERS, INC.
/s/ Susan K. Chapman
Susan K. Chapman
Vice President
cc: Wachovia Bank, NA
NC 1075, 8739 Research Drive-URP4
Charlotte, NC 28288-1075
Portfolio Manager
cc: Wachovia Bank, NA
NC 1075, 8739 Research Drive-URP4
Charlotte, NC 28288-1075
Portfolio Manager
1601 Washington Avenue . Suite 700 . Miami Beach, Florida 33139
Telephone: (305) 695-5600 . Fax: (305) 695-5601
WBCMT 2003-C6
March 1, 2004
Page 2
Wachovia Commercial Mortgage Securities, Inc.
301 South College Street
Charlotte, NC 28288
William J. Cohane
Moody's Investor's Service, Inc.
99 Church Street, 4th Floor
New York, NY 10007
Commercial Mortgage Surveillance Group
Standard & Poor's Rating Services, Inc.
55 Water Street
New York, NY 10041
Wachovia Securities, Inc- 2003-C6
301 South College Street
Charlotte, NC 28288-1075
William Cohane
EX-99.2 (b)
Wachovia Securities
8739 Research Drive, URP4
Charlotte, NC 28288
Wachovia Securities (logo)
Management Assertion
As of and for the year ended December 31,2003, the Commercial Real Estate
Servicing Division of Wachovia Bank National Association (the Bank) has
complied in all material respects with the minimum servicing standards set
forth in the Mortgage Bankers Association of America's (MBA's) Uniform Single
Attestation Program for Mortgage Bankers, except for minimum servicing
standards V.4. and VI.l., which the MBA has interpreted as being inapplicable
to the servicing of commercial and multifamily loans. As of and for this same
period, the Bank had in effect a fidelity bond and errors and omissions policy
in the amount of $200 million and $20 million, respectively.
/s/ Alan Kronovet 3/10/04
Alan Kronovet Date
Director/Vice President
Wachovia National Bank
/s/ Steven Johnson 3/10/04
Steven Johnson Date
Director
Wachovia National Bank
EX-99.3 (a)
CERTIFICATE OF OFFICER OF LENNAR PARTNERS, INC
Pooling and Servicing Agreement (the II Agreement") dated as of August 1, 2003,
among WACHOVIA COMMERCIAL MORTGAGE SECURITIES, INC., as Depositor, WACHOVIA
BANK, NATIONAL ASSOCIATION, as Master Servicer, WELLS FARGO BANK MINNESOTA,
N.A., as Trustee, LENNAR PARTNERS, INC., as Special Servicer (WBCMT 2003-C6)
The undersigned, Susan K. Chapman, as Vice President of LENNAR PARTNERS, INC.,
a Florida Corporation (the "Company"), in accordance with Section 3.13 of the
Agreement, does hereby certify on behalf of the Company that (i) a review of the
activities of the Company during the preceding calendar year and of its
performance under this Agreement has been made under such officer's supervision,
(ii) to the best of such officer's knowledge, based on such review, the Company
has fulfilled all of its obligations under this Agreement in all material
respects throughout such year, (iii) the Special Servicer has received no notice
regarding qualification, or challenging the status, of the ED Loan REMIC, REMIC
I or REMIC II as a REMIC under the REMIC Provisions or of the Grantor Trust as
a "Grantor Trust" for income tax purposes under the Grantor Trust Provisions
from the Internal Revenue Service or any other governmental agency or body.
IN WITNESS WHEREOF, the undersigned has executed and delivered this
Certificate as of the 1st day of March, 2004.
/s/ Susan K. Chapman
Susan K. Chapman
Vice President
Lennar Partners, Inc.
OC WBCMT 2003-C6
EX-99.3 (b)
Wachovia Securities
8739 Research Drive, URP4
Charlotte, NC 28288
(logo) WACHOVIA SECURITIES
OFFICER'S CERTIFICATE
Reference is hereby made to that certain Pooling and Servicing Agreement
dated as of August 1, 2003, by and among Wachovia Commercial Mortgage
Securities, Inc., as Depositor, Wachovia Bank, National Association, as Master
Servicer, Lennar Partners, Inc., as Special Servicer, and Wells
Fargo Bank Minnesota, N.A., as Trustee, with respect to Commercial Mortgage
Pass-Through Certificates, Series 2003-C6 (the "Agreement"). Capitalized terms
used herein not otherwise defined shall have the meanings assigned in the
Agreement.
Pursuant to Section 3.13 of this Agreement, Timothy E. Steward and Clyde M.
Alexander, Directors of the Master Servicer, do hereby certify that:
1) A review of the activities of the Master Servicer during the period from
August 1, 2003 through December 31, 2003 and of its performance under the
Agreement during such period has been made under our supervision; and
2) To the best of our knowledge, based on such review, the Master Servicer has
fulfilled all of its material obligations under this Agreement in all
material respects throughout the period August 1, 2003 through December 31,
2003; and
3) The Master Servicer has received no notice regarding qualification, or
challenging the status, of the ED Loan REMIC, REMIC I or REMIC II as a REMIC
under the REMIC Provisions or of the Grantor Trust as a "grantor trust" for
income tax purposes under the Grantor Trust Provisions from the Internal
Revenue Service or any other governmental agency or body.
IN WITNESS WHEREOF, the undersigned have executed this Certificate
as of the 12th day of March 2004.
/s/ Timothy E. Steward
Timothy E. Steward, Director
Wachovia Bank National Association
/s/ Clyde M. Alexander
Clyde M. Alexander, Director
Wachovia Bank National Association
Ex-99.4
Schedule of Year-To-Date Principal and Interest Distributions to
Certificateholders
Class Interest Principal Losses Ending Balance
A-1 1,041,425.95 2,993,201.77 0.00 91,006,798.23
A-2 3,223,566.68 0.00 0.00 215,000,000.00
A-3 2,362,836.68 0.00 0.00 143,000,000.00
A-4 5,421,788.76 0.00 0.00 317,373,000.00
B 508,639.16 0.00 0.00 29,774,000.00
C 223,808.76 0.00 0.00 13,101,000.00
D 427,254.16 0.00 0.00 25,010,000.00
E 244,155.00 0.00 0.00 14,292,000.00
F 305,193.76 0.00 0.00 17,865,000.00
G 223,808.76 0.00 0.00 13,101,000.00
H 223,791.68 0.00 0.00 13,100,000.00
IO 1,350,781.63 0.00 0.00 0.00
J 248,566.13 0.00 0.00 14,292,000.00
K 165,710.75 0.00 0.00 9,528,000.00
L 82,855.38 0.00 0.00 4,764,000.00
M 82,855.38 0.00 0.00 4,764,000.00
N 82,855.38 0.00 0.00 4,764,000.00
O 62,124.14 0.00 0.00 3,572,000.00
P 269,227.90 0.00 0.00 15,483,999.18
R-I 0.00 0.00 0.00 0.00
R-II 0.00 0.00 0.00 0.00
Z-I 0.00 0.00 0.00 0.00
Z-II 0.00 0.00 0.00 0.00