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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) December 23, 1997
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BA Mortgage Securities, Inc. (as depositor under a Pooling and Servicing
Agreement dated as of December 1, 1997 providing for, inter alia, the issuance
of Mortgage Pass-Through Certificates, Series 1997-3)
BA Mortgage Securities, Inc.
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(Exact Name of registrant as Specified in its charter)
Delaware 333-34225 94-324470
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(State or other jurisdiction (Commission (I.R.S. employer
of incorporation) file number) identification no.)
345 Montgomery Street, Lower Level #2, Unit #8152, San Francisco, CA 94104
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (415) 622-3676
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(Former name or former address, if changed since last report)
Exhibit Index Located on Page 2
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Items 1 through 4, Item 6 and Item 8 are not included because they are not
applicable.
Item 5. Other Events.
The tables and materials filed separately under cover of Form SE in
accordance with Rule 311 of Regulation S-T were prepared by Morgan Stanley & Co.
Incorporated (the "Underwriter") at the requrest of certain prospective
investors, based on assumptions provided by, and satisfying the special
requirements of, such prospective investors. Such tables and assumptions may be
based on assumptions that differ from the Structuring Assumptions (as described
in the Registrant's Prospectus Supplement dated December 19, 1997 relating to
its Mortgage Pass-Through Certificates, Series 1997-3). Accordingly, such tables
and other materials may not be relevant to or appropriate for investors other
than those specifically requesting them.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits
Sequentially
Numbered
Exhibit Exhibit
Number Page
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The following Exhibit is filed separately under cover
of Form SE in accordance with Rule 311 of Regulation S-T.
99.1 Certain computational materials prepared by the
Underwriter in connection with Registrant's Mortgage
Pass-Through Certificates, Series 1997-3
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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 thereunto duly authorized.
BA MORTGAGE SECURITIES, INC.
By: /s/ DAVID JAMES
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Name: David James
Title: Vice President
Dated: December 23, 1997
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