10-K 1 thb08001_10k-2008.txt 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, 2008 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number: 333-140279-15 Thornburg Mortgage Securities Trust 2008-1 (exact name of issuing entity as specified in its charter) Greenwich Capital Acceptance, Inc. (depositor) (exact name of the registrant as specified in its charter) Thornburg Mortgage Home Loans, Inc. (exact name of the sponsor as specified in its charter) Delaware 06-1199884 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 600 Steamboat Road Greenwich, CT 06830 (Address of principal executive (Zip Code) offices) Registrant's telephone number, including area code: (203) 625-2700 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 if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ___ No X Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ___ No X 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 (Section 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. X Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. Large accelerated filer ___ Accelerated filer ___ Non-accelerated filer X Smaller reporting company ___ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). 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 by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. 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. DOCUMENTS INCORPORATED BY REFERENCE 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). PART I Item 1. Business. Not applicable. Item 1A. Risk Factors. Not applicable. Item 1B. Unresolved Staff Comments. None. Item 2. Properties. Not applicable. Item 3. Legal Proceedings. Not applicable. Item 4. Submission of Matters to a Vote of Security Holders. Not applicable. PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Not applicable. Item 6. Selected Financial Data. Not applicable. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Not applicable. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Not applicable. Item 8. Financial Statements and Supplementary Data. Not applicable. Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Not applicable. Item 9A. Controls and Procedures. Not applicable. Item 9A(T). Controls and Procedures. Not applicable. Item 9B. Other Information. None. PART III Item 10. Directors, Executive Officers and Corporate Governance. Not applicable. Item 11. Executive Compensation. Not applicable. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Not applicable. Item 13. Certain Relationships and Related Transactions, and Director Independence. Not applicable. Item 14. Principal Accounting Fees and Services. Not applicable. ADDITIONAL DISCLOSURE ITEMS PURSUANT TO GENERAL INSTRUCTION J Item 1112(b) of Regulation AB, Significant Obligor Financial Information. No single obligor represents 10% or more of the pool assets held by the issuing entity. Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial Information. No entity or group of affiliated entities provides any external credit enhancement or other support for the certificates within this transaction as described under Item 1114 (a) of Regulation AB. Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial Information). No entity or group of affiliated entities provides any derivative instruments or other support for the certificates within this transaction as described under Item 1115 of Regulation AB. Item 1117 of Regulation AB, Legal Proceedings. The information regarding this Item has been previously filed in a 424(b)(5) filing dated March 4, 2008 and as amended on March 18, 2008. Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related Transactions. Information required by item 1119 has been omitted from this annual report on Form 10-K because it is materially the same information as has been provided previously in a prospectus timely filed pursuant to Rule 424 promulgated under the Securities Act of 1933 under the same Central Index Key (CIK) code as this annual report on Form 10-K. Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria. The reports on assessment of compliance with the servicing criteria for asset-backed securities and the related attestation reports on such assessments of compliance are attached hereto under Item 15. The Report on Assessment of Compliance with Servicing Criteria for 2008 prepared by Bank of America, National Association ("Bank of America"), as successor by merger to LaSalle Bank National Association, and attached to this Report on Form 10-K describes in Appendix B thereto the following material instance of noncompliance related to investor reporting: "1122(d)(3)(i)(A) and (B) - During the Reporting Period, certain monthly investor or remittance reports were not prepared in accordance with the terms set forth in the transaction agreements and certain investor reports did not provide the information calculated in accordance with the terms specified in the transaction agreements for which certain individual errors may or may not have been material." The conclusion that the investor reporting errors amounted to a material instance of noncompliance was based primarily on the aggregate number of errors as opposed to the materiality of any one error. Appropriate measures have been taken to minimize the risk of such errors. With respect to the specific pool assets and asset-backed securities related to the investor reporting errors, we do not believe the errors had any material impact or effect on pool asset performance, servicing of the pool assets or payments. Item 1123 of Regulation AB, Servicer Compliance Statement. The servicer compliance statements are attached hereto under Item 15. Part IV Item 15. Exhibits, Financial Statement Schedules. (a) Exhibits. (4.1) Pooling and Servicing Agreement, dated as of February 1, 2008, among Greenwich Capital Acceptance, Inc., as Depositor, LaSalle Bank National Association, as Trustee and Custodian, Thornburg Mortgage Home Loans, Inc., as Seller, and Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, originally filed on Form 8K on March 18, 2008, Commission File Number 333-140279-15, CIK Number 0001427021. (10.1) Incorporated by reference as Exhibit (4.1). (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 Bank of America, National Association, as successor by merger to LaSalle Bank National Association as Custodian 33.2 Cenlar, FSB as Sub-Servicer for Thornburg Mortgage Home Loans Inc. 33.3 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator

(34) Attestation reports on assessment of compliance with servicing criteria for asset-backed securities. 34.1 Bank of America, National Association, as successor by merger to LaSalle Bank National Association as Custodian 34.2 Cenlar, FSB as Sub-Servicer for Thornburg Mortgage Home Loans Inc. 34.3 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator

(35) Servicer compliance statement. 35.1 Cenlar, FSB as Sub-Servicer for Thornburg Mortgage Home Loans Inc. 35.2 Thornburg Mortgage Home Loans Inc. as Named Servicer 35.3 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator

(b) Exhibits identified in paragraph (a) above. (c) 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. Thornburg Mortgage Securities Trust 2008-1 (Issuing Entity) Wells Fargo Bank, N.A. (Master Servicer) /s/ Kristen Ann Cronin Kristen Ann Cronin, Vice President (Senior Officer in charge of the servicing function of Wells Fargo Bank, N.A., in its capacity as Master Servicer) Date: March 26, 2009 Exhibit Index Exhibit No. (4.1) Pooling and Servicing Agreement, dated as of February 1, 2008, among Greenwich Capital Acceptance, Inc., as Depositor, LaSalle Bank National Association, as Trustee and Custodian, Thornburg Mortgage Home Loans, Inc., as Seller, and Wells Fargo Bank, N.A., as Master Servicer and Securities Administrator, originally filed on Form 8K on March 18, 2008, Commission File Number 333-140279-15, CIK Number 0001427021. (10.1) Incorporated by reference as Exhibit (4.1). (31) Rule 13a-14(d)/15d-14(d) Certification. (33) Reports on assessment of compliance with servicing criteria for asset-backed securities. 33.1 Bank of America, National Association, as successor by merger to LaSalle Bank National Association as Custodian 33.2 Cenlar, FSB as Sub-Servicer for Thornburg Mortgage Home Loans Inc. 33.3 Wells Fargo Bank, N.A. as Master Servicer and Securities Administrator

Thornburg Mortgage Securities Trust 2008-1 10-K