<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 report) MARCH 17, 1997
The Money Store Inc. (as Representative under a Pooling and Servicing
Agreement dated as of February 29, 1996 providing for the issuance of
TMS SBA Loan-Backed Adjustable Rate Certificates, Series 1996-1, Class A
and Class B), The Money Store Investment Corporation, The Money Store
Commercial Mortgage Inc. and The Money Store of New York, Inc.
The Money Store, Inc.
===========================================================================
(Exact name of regristrant as specified in its charter)
33-98734
--------
New Jersey 33-84492 68-6127681
---------- -------- ----------
State or other (Commission (IRS Employer
jurisdiction of File Number) ID Number)
incorporation)
2840 Morris Avenue, Union, New Jersey 07083
-------------------------------------------------------
(Address of principal executive officer)
Registrant's Telephone Number,
including area code: 908-686-2000
------------
n/a
---------------------------------------------------------------------
(Former name or former address, if changed since last report)
<PAGE>
Item 5 Other Events
----------------------------------------------------
Attached herein as Annex A is a copy of the Monthly
Statement sent to Class A Certificate holders with respect to the
March 17, 1997 Remittance Date.
<PAGE>
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.
THE MONEY STORE INC.
THE MONEY STORE INVESTMENT CORPORATION
THE MONEY STORE COMMERCIAL MORTGAGE INC.
THE MONEY STORE OF NEW YORK INC.
By: \S\ Harry Puglisi
---------------------------------------
Name: Harry Puglisi
Title: Treasurer
Dated: March 31, 1997
<PAGE>
SERVICER'S CERTIFICATE
IN ACCORDANCE WITH SECTION 6.09 OF THE POOLING AND SERVICING AGREEMENT
DATED AS OF FEBRUARY 29, 1996, THE MONEY STORE INVESTMENT CORPORATION REPORTS
THE FOLLOWING INFORMATION PERTAINING TO SERIES 1996 - 1 FOR THE MARCH 12, 1997
DETERMINATION DATE
1. AVAILABLE FUNDS $5,395,587.83
2. (A) AGGREGATE CLASS A CERTIFICATE
PRINCIPAL BALANCE AS REPORTED IN THE PRIOR MONTH 87,206,559.07
(B) AGGREGATE CLASS B CERTIFICATE
PRINCIPAL BALANCE AS REPORTED IN THE PRIOR MONTH 6,563,934.56
(C) AGGREGATE POOL PRINCIPAL BALANCE
AS REPORTED IN THE PRIOR MONTH 93,769,995.96
3. PRINCIPAL PREPAYMENTS RECEIVED DURING
DUE PERIOD
(A) NUMBER OF ACCOUNTS 6
(B) DOLLARS 207,638.75
4. PRODUCT OF THE UNGUARANTEED PERCENTAGE MULTIPLIED
BY CURTAILMENTS RECEIVED DURING THE DUE PERIOD 44,718.07
5. PRODUCT OF THE UNGUARANTEED PERCENTAGE MULTIPLIED
BY ALL EXCESS AND MONTHLY PAYMENTS IN RESPECT OF
PRINCIPAL RECEIVED DURING THE DUE PERIOD 224,644.45
6. AGGREGATE AMOUNT OF INTEREST RECEIVED NET OF THE AGENT
OF THE SBA's FEE, PREMIUM PROTECTION FEE, ADDITIONAL FEE
AND PORTION PAYABLE TO REGISTERED HOLDERS 1,147,214.78
7. (A) AMOUNT OF MONTHLY ADVANCE 0.00
(B) AMOUNT OF COMPENSATING INTEREST 1,508.54
8. DELINQUENCY AND FORECLOSURE INFORMATION
(SEE EXHIBIT K)
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
9. PRODUCT OF THE UNGUARANTEED PERCENTAGE MULTIPLIED BY
REALIZED LOSSES ON A LIQUIDATED LOAN 0.00
10. (A) CLASS A INTEREST DISTRIBUTION AMOUNT:
(i) ACCRUED INTEREST 450,567.30
(ii) SHORTFALL, IF ANY, ON A PRECEDIN
REMITTANCE DATE PLUS INTEREST 0.00
(iii) CLASS A INTEREST DISTRIBUTION AMOUNT
ADJUSTMENT (941.36)
ADJUSTED CLASS A INTEREST DISTRIBUTION AMOUNT 449,625.94
4.83468753
(B) CLASS B INTEREST DISTRIBUTION AMOUNT:
(i) ACCRUED INTEREST 36,922.20
(ii) SHORTFALL, IF ANY, ON A PRECEDING
REMITTANCE DATE PLUS INTEREST 0.00
(iii) CLASS B INTEREST DISTRIBUTION AMOUNT
ADJUSTMENT (77.20)
ADJUSTED CLASS B INTEREST DISTRIBUTION AMOUNT 36,845.00
5.26357143
(C) CLASS A PRINCIPAL DISTRIBUTION AMOUNT:
(i) UNGUARANTEED PERCENTAGE OF PAYMENTS
AND OTHER RECOVERIES OF PRINCIPAL 443,611.19
(ii) PRINCIPAL PORTION OF THE UNGUARANTEED
INTEREST PURCHASED FOR BREACH OF
WARRANTY AND RECEIVED BY THE TRUSTEE 0.00
(iii) SUBSTITUTION ADJUSTMENTS 0.00
(iv) UNGUARANTEED PERCENTAGE OF
LOSSES THAT WERE LIQUIDATED 0.00
(v) UNGUARANTEED PERCENTAGE OF SBA LOAN
DELINQUENT 24 MONTHS OR
UNCOLLECTIBLE 0.00
(vi) RECALCULATED PRINCIPAL ADJUSTMENT (868.48)
TOTAL CLASS A PRINCIPAL DISTRIBUTION AMOUNT 442,742.71
4.76067430
(D) CLASS B PRINCIPAL DISTRIBUTION AMOUNT:
(i) UNGUARANTEED PERCENTAGE OF PAYMENTS
AND OTHER RECOVERIES OF PRINCIPAL 33,390.08
(ii) PRINCIPAL PORTION OF THE UNGUARANTEED
INTEREST PURCHASED FOR BREACH OF
WARRANTY AND RECEIVED BY THE TRUSTEE 0.00
(iii) SUBSTITUTION ADJUSTMENTS 0.00
(iv) UNGUARANTEED PERCENTAGE OF
LOSSES THAT WERE LIQUIDATED 0.00
(v) UNGUARANTEED PERCENTAGE OF SBA LOAN
DELINQUENT 24 MONTHS OR
UNCOLLECTIBLE 0.00
(vi) RECALCULATED PRINCIPAL ADJUSTMENT (65.37)
TOTAL CLASS B PRINCIPAL DISTRIBUTION AMOUNT 33,324.71
4.76067286
11. (A) AMOUNT AVAILABLE IN THE SPREAD ACCOUNT
IN CASH AND FROM LIQUIDATION
OF PERMITTED INSTRUMENTS 4,005,963.11
(B) TRANSFER FROM SPREAD ACCOUNT TO CERTIFICATE
ACCOUNT PURSUANT TO SECTION 6.02(b)(i) 0.00
12. (A) AGGREGATE CLASS A CERTIFICATE PRINCIPAL
BALANCE AFTER DISTRIBUTIONS TO BE MADE
ON THE REMITTANCE DATE 86,763,816.36
932.94426194
(B) AGGREGATE CLASS B CERTIFICATE PRINCIPAL
BALANCE AFTER DISTRIBUTIONS TO BE MADE
ON THE REMITTANCE DATE 6,530,609.85
932.94426429
(C) POOL PRINCIPAL BALANCE AFTER DISTRIBUTIONS
TO BE MADE ON THE REMITTANCE DATE 93,293,928.54
932.93928540
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C>
13. (A) EXCESS SPREAD 236,445.66
(B) EXTRA INTEREST 292,367.10
(C) SPREAD ACCOUNT BALANCE 4,005,963.11
(D) SPECIFIED SPREAD ACCOUNT REQUIREMENT 4,077,324.86
14. (A) WEIGHTED AVERAGE MATURITY 228.816
(B) WEIGHTED AVERAGE SBA LOAN INTEREST RATE 10.425%
15. (A) SERVICING FEE FOR THE RELATED DUE PERIOD 109,977.65
(B) PREMIUM PROTECTION FEE FOR THE RELATED
DUE PERIOD 123,679.85
(C) AMOUNTS TO BE DEPOSITED TO THE EXPENSE
ACCOUNT 4,688.50
16. AMOUNT OF REIMBURSEMENTS PURSUANT TO:
(A) SECTION 5.04 (b) 0.00
(B) SECTION 5.04 (c) 0.00
(C) SECTION 5.04 (d)(ii) 3,909.68
(D) SECTION 5.04 (e) 0.00
(E) SECTION 5.04 (f) 105,118.26
17. (A) CLASS A REMITTANCE RATE 6.200
(B) CLASS B REMITTANCE RATE 6.750%
18. OTHER INFORMATION AS REQUESTED 0.00
</TABLE>
<PAGE>
I, Harry Puglisi, Treasurer, represent that The Money Store Investment
Corporation complied with section 6.09 of the Pooling and Servicing Agreement
dated March 29, 1996 pertaining to Series 1996 - 1 in preparing the accompanying
Servicer's Certificate.
THE MONEY STORE INVESTMENT CORPORATION
By: \S\ Harry Puglisi
----------------------------
HARRY PUGLISI
TREASURER