MORGAN J P COMMERCIAL MORTGAGE FINANCE CORP
8-K, 1997-06-20
ASSET-BACKED SECURITIES
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                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

                                   FORM 8-K

                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934


                    Date of report (Date of earliest event
                           reported) June 18, 1997
                                     -------------



                 J.P. Morgan Commercial Mortgage Finance Corp.    
           ------------------------------------------------------
              (Exact Name of Registrant as Specified in Charter)


         Delaware                  333-4554           13-3789046    
- ----------------------------     ------------     ------------------
(State or Other Jurisdiction     (Commission      (I.R.S. Employer
     of Incorporation)           File Number)     Identification No.)


                                60 Wall Street
                          New York, New York  10260   
                      -------------------------------
                       (Address of Principal Executive
                            Offices and Zip Code)

      Registrant's telephone number, including area code (212) 648-3238
                                                         --------------

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Item 5.   Other Events
- ----      ------------

Filing of Collateral Term Sheets.
- --------------------------------

     In  connection with  the  proposed offering  of  J.P. Morgan  Commercial
Mortgage Finance Corp.  (the "Company")  Mortgage Pass-Through  Certificates,
Series 1997-SPTL-C1, J.P.  Morgan Securities Inc.,  as Representative of  the
several  underwriters (the "Representative"),  has prepared certain materials
(the "Collateral Term Sheets") for  distribution to its potential  investors.
Although the  Company provided  the Representative  with certain  information
regarding the characteristics of the mortgage loans in the related portfolio,
it did not participate in the preparation of the Collateral Term Sheets.

     The Collateral Term  Sheets are  attached hereto as  Exhibit 99.   These
Collateral Term Sheets  supersede any prior collateral information  which may
have been  previously filed with  the Securities and Exchange  Commission and
are filed on Form SE dated June 20, 1997.



Item 7.  Financial Statements, Pro Forma Financial
- ----     -----------------------------------------
         Information and Exhibits.
         ------------------------

(a)  Not applicable.
(b)  Not applicable.
(c)  Exhibits.

     The exhibit number corresponds with Item 601(b) of Regulation    S-K.

     Exhibit No.                   Description
     -----------                   -----------

         99                   Collateral Term Sheets filed on Form SE
                              dated June 20, 1997.





                                  SIGNATURES


          Pursuant  to  the requirements  of the  Securities Exchange  Act of
1934, the registrant  has duly caused this report to be  signed on its behalf
by the undersigned hereunto duly authorized.

                           J.P. MORGAN COMMERCIAL MORTGAGE 
                             FINANCE CORP.



                           By: /s/ Leonard Van Drunen 
                               -----------------------
                               Name:  Leonard Van Drunen 
                               Title: Vice President




Dated:    June 20, 1997




                                Exhibit Index
                                -------------



Exhibit                                                                  Page
- -------                                                                  ----

99.  Collateral Term Sheets filed on Form SE
     dated June 20, 1997.                                                   6












             IN ACCORDANCE WITH RULE 202 OF REGULATION S-T, THESE
        COLLATERAL TERM SHEETS ARE BEING FILED IN PAPER PURSUANT TO A
                        CONTINUING HARDSHIP EXEMPTION.


                                  EXHIBIT 99




                           COLLATERAL TERM SHEETS 

                                     for

                J.P. MORGAN COMMERCIAL MORTGAGE FINANCE CORP.

           Mortgage Pass-Through Certificates, Series 1997-SPTL-C1



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