<PAGE>
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)
April 27, 2000
Farmer Mac Mortgage Securities Corporation
--------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware 333-80805 52-1779791
---------------------------- ------------ ----------------
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
919 18th Street, N.W. 20006
Washington, DC ----------
------------------------ (Zip Code)
(Address of Principal
Executive Offices)
Registrant's telephone number, including area code (202) 872-7700
No Change
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 5. Other Events
Attached as Exhibit 99.4 to this Current Report are certain materials (the
"Computational Materials") furnished to the Registrant by Greenwich Capital
Markets, Inc. (the "Underwriter") in respect of Farmer Mac II Trust 2000-A
Guaranteed Agricultural Mortgage-Backed Securities, Series 4/28/00 (the
"Certificates"). The Certificates are being offered pursuant to a Prospectus
Supplement, to be dated April 28, 2000, and a Prospectus, dated March 29, 2000
(the Prospectus Supplement and the Prospectus are collectively referred to
herein as the "Prospectus") to be filed with the Commission pursuant to Rule
424(b) under the Securities Act of 1933, as amended (the "Act"). The
Certificates have been registered pursuant to the Act under a Registration
Statement on Form S-3 (Commission File No. 333-80805) (the "Registration
Statement").
The Registrant is filing this Current Report on Form 8-K to provide
prospective investors with certain materials which constitute "Computational
Materials" within the meaning of the no-action letter dated May 20, 1994 issued
by the Division of Corporation Finance of the Commission to Kidder, Peabody
Acceptance Corporation I, Kidder, Peabody & Co. Incorporated, and Kidder
Structured Asset Corporation and the no-action letter dated May 27, 1994 issued
by the Division of Corporation Finance of the Commission to the Public
Securities Association (together, the "Kidder Letters"), the filing of which
materials is a condition of the relief granted in such letters (such materials
being the "Computational Materials"). The Computational Materials were prepared
solely by Greenwich Capital Markets, Inc. in connection with the offering of the
Certificates, and the Registrant did not prepare or participate in the
preparation of the Computational Materials. The Computational Materials are set
forth in Exhibit 99.4 hereto.
The assumptions used in preparing the Computational Materials were based
upon a preliminary compilation of the underlying collateral and the estimated
principal amount and other features of the Certificates. The actual features of
the Certificates and a detailed description of the final constituency of the
underlying collateral are set forth in the Prospectus.
Due to the preliminary nature of the collateral and Certificate
information used in preparing the Computational Materials, no assurance can be
given as to either the Computational Materials' or the underlying assumptions'
accuracy, appropriateness or completeness in any particular context; nor can
assurance be given as to whether the Computational Materials and/or the
assumptions upon which they are based reflect present market conditions or
future market performance. These Computational Materials should not be construed
as either projections or predictions or as legal, tax, financial or accounting
advice.
<PAGE>
Any yields or weighted average lives shown in the Computational Materials
are based on prepayment assumptions, and changes in such prepayment assumptions
may dramatically affect such yields or weighted average lives. In addition, it
is possible that prepayments on the collateral will occur at rates slower or
faster than the rates shown in the attached Computational Materials.
Furthermore, unless otherwise provided, the Computational Materials assume
no losses on the collateral and no interest shortfall. The specific
characteristics of the Certificates may differ from those shown in the
Computational Materials due to differences between the actual collateral and the
hypothetical collateral used in preparing the Computational Materials. As noted
above, the principal amount and designation of any security described in the
Computational Materials are subject to change prior to issuance.
Please be advised that mortgage-backed securities may not be appropriate
for all investors. Potential investors must be willing to assume, among other
things, market price volatility, mortgage prepayments, yield curve and interest
rate risks. Investors should make every effort to consider the risks of these
securities.
Any statement or information contained in the Computational Materials
shall be deemed to be modified or superseded for purposes of the Prospectus and
the Registration Statement by statements or information contained in the
Prospectus.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits
Exhibit No. Description
---------- -----------
*99.4 Computational Materials provided by Greenwich
Capital Markets, Inc.
Item 7. Financial Statements; Pro Forma Financial Information and
Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99.4 Computational Materials
- ---------------
*The registrant is filing Exhibit 99.1 to this Current Report on Form 8-K
on paper with the Commmision under cover of Form SE concurrently with this EDGAR
filing.
See Disclaimer on Page 1 of this Preliminary Term Sheet
<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 hereunto duly authorized.
FARMER MAC MORTGAGE SECURITIES
CORPORATION
By: /s/ Nancy E. Corsiglia
-----------------------
Name: Nancy E. Corsiglia
Title: Vice President
Dated: April 28, 2000
