SOUTHPOINT STRUCTURED ASSETS INC
8-K, 1998-03-25
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)  February 15, 1998
                                                        ------------------------



                      SOUTHPOINT STRUCTURED ASSETS, INC.
- --------------------------------------------------------------------------------
            (Exact Name of Registrant as Specified in its Charter)



                                   Delaware
- --------------------------------------------------------------------------------
                (State or Other Jurisdiction of Incorporation)




            333-09883                                     51-6503749
- ----------------------------------        --------------------------------------
    (Commission File Number)               (I.R.S. Employer Identification No.)



50 North Front Street, Memphis, Tennessee                   38103
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                  (Zip Code)



                                (901) 524-4100
- --------------------------------------------------------------------------------
             (Registrant's Telephone Number, Including Area Code)



                                Not Applicable
- --------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report)





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Item 5.   Other Events.

          None.



Item 7.   Financial Statements and Exhibits.

          (c)  Exhibits.

EXHIBIT
  NO.     DOCUMENT DESCRIPTION

 99.1     Report to Certificateholders dated as of February 15, 1998.
<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.

                                         SOUTHPOINT STRUCTURED ASSETS, INC.



Dated:  March 25, 1998                   By: /s/ C. David Ramsey
                                             -----------------------------------
                                                 C. David Ramsey
                                                 President

                                       3


<PAGE>

                             Bank One, West Virginia, NA        Tel 304 348-5640
                             Investment Management Services     Fax 304 346-7978
                             707 Virginia Street
                             Post Office Box 1113
                             Charleston, WV 25324 1113


                             [LOGO OF BANK ONE]


Southpoint Structured Assets, Inc. Treasury Security-Backed Trust, Series 1997-1

           $10,000,000 6.25% Certificates due February 15, 2003

                        Report to Certificateholders

This report is being provided pursuant to Section 4.03 of the Standard Terms for
Trust Agreements dated November 1, 1996 between Southpoint Structured Assets,
Inc., as Depositor and Bank One, West Virginia, N.A., as Trustee:

<TABLE>
<CAPTION>

     <S>                                                                          <C>

                                                                                  $10,000,000.00 Prin
     (i)    Amounts Received by Trustee as of the last statement:                    $317,900.00 Earned Interest
        
            NOTE: This is the first such report since closing date
                  of August 29, 1997.  Receipts include funds received
                  at closing.

     (ii)   Distribution Amounts
                   Certificates                                                      $288,194.44
                   Accrued Interest to Depositor                                       23,777.17

     (iii)  Principal Distribution                                                     -0-
            Premium Distribution                                                       -0-
            Certificate Interest Distribution                                        $288,194.44
                  ($288.19 per $1,000 minimum denomination)

     (iv)   Floating Pass-Through Rate                                               N/A

     (v)    Advances                                                                None

     (vi)   Principal Amount of Underlying Security                               $10,000,000.00
            Notional Amount                                                          N/A
            Current Rating of Security                                               N/A
            Currrent Interest Rate of Security                                              6.25%

     (vii)  Aggregate Certificate Principal Balance                               $10,000,000.00
            Principal Reductions since last reporting                                  -0-

     (viii) Credit Support                                                           N/A

Distribution Date:  February 15, 1998
</TABLE>





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