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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) July 27, 2000
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Union Planters Mortgage Finance Corp.
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(Exact name of registrant as specified in charter)
Delaware 333-35471 62-1712370
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
7130 Goodlett Farms Parkway, Cordova, Tennessee 38018
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (901) 580-6000
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
On February 27, 2000, the Registrant caused the issuance and sale of
$127,282,880 aggregate initial principal amount of Mortgage Pass-Through
Certificates, Series 2000-1 (the "Certificates") pursuant to the Series 2000-1
Pooling and Servicing Agreement, dated as of July 1, 2000 (the "Pooling and
Servicing Agreement"), among the Registrant, Union Planters Bank, National
Association, as Master Servicer and as Contract of Insurance Holder, and The
Bank of New York, as Trustee, and the related Standard Terms to the Pooling and
Servicing Agreement (May 1998 Edition) (the "Standard Terms"). The Certificates
were issued in ten Classes with Pass-Through Rates and initial Certificate
Principal Balances as set forth below:
<TABLE>
<CAPTION>
INITIAL FINAL
CERTIFICATE SCHEDULED
PRINCIPAL PASS THROUGH DISTRIBUTION
DESIGNATION BALANCE RATE DATE(4)
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<S> <C> <C> <C>
A-1 $ 121,906,000 7.700% December 25, 2024
PO $ 2,001,684 0.000% December 25, 2024
B-1 $ 1,145,000 7.700% December 25, 2024
B-2 $ 318,207 7.700% December 25, 2024
B-3 $ 318,207 7.700% December 25, 2024
B-4 $ 318,207 7.700% December 25, 2024
B-5 $ 318,207 7.700% December 25, 2024
B-6 $ 957,268 7.700% December 25, 2024
X-1 (1) (2) July 25, 2012
R(3) $ 100 (3) August 25, 2000
</TABLE>
(1) The Class X-1 Certificates shall have no Certificate Principal
Balance, and will bear interest based on its Notional
Principal Amount.
(2) The Pass-Through Rate for the Class X-1 Certificates on each
Distribution Date will be equal to the excess of (i) the
Weighted Average Net Asset Rate, as of the first day of the
related Collection Period, with respect to the Non-Discount
Mortgage Loans over (ii) 7.700% per annum.
(3) The Class R Certificates shall represent the residual interest
in the REMIC. The Class R Certificates shall have a
Certificate Principal Balance of $100 (unless previously paid)
and a Pass-Through Rate of 7.700% per annum.
(4) For purposes of Treasury Regulation ss.1.860G-1(a)(4), the
latest possiblE maturity date of each Class of Certificates
shall be the Final Scheduled Distribution Date.
The Certificates evidence, in the aggregate, the entire beneficial
ownership interest in UPMFC Trust 2000-1 (the "Trust"), which consists primarily
of a pool of Mortgage Loans transferred to the Trust by the Registrant pursuant
to the Pooling and Servicing Agreement. The Mortgage Loans were purchased by the
Registrant in a privately-negotiated transaction with Union Planters Bank,
National Association, a national banking association (the "Bank") pursuant to a
Sales Agreement, dated as of July 1, 2000, between the Registrant and the Bank.
An election will be made to the assets owned by the Trust as a "real estate
mortgage investment conduit" (a "REMIC") under the Internal Revenue Code of
1986, as amended. The Certificates, except for the Class R Certificates, will be
designated as the "regular interests" the REMIC. The Class R Certificates will
be designated as the "residual interests" in the REMIC.
The Class A-1 Certificates are collectively referred to herein as the
"Offered Certificates." The Offered Certificates are senior to the Class B
Certificates. The Offered Certificates, the Class PO Certificates, the Class X-1
Certificates and the Class R Certificates are senior to the Class B
Certificates.
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The Offered Certificates have been sold by the Registrant to Morgan
Stanley & Co. Incorporated (the "Underwriter") pursuant to an Underwriting
Agreement dated July 19, 2000, among the Underwriter, the Registrant and the
Bank. The Class X-1 Certificates have been transferred to the Bank, an affiliate
of the Registrant. The Class B, Class PO and Class R Certificates have been
transferred to Union Planters Corporation, a Tennessee corporation and an
affiliate of the Registrant.
Capitalized terms used but not defined herein shall have the meanings
assigned to them in the Pooling and Servicing Agreement or, if not defined in
the Pooling and Servicing Agreement, the meanings assigned to them in the
Standard Terms.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
Exhibits
4.1 Copy of the Series 2000-1 Pooling and Servicing Agreement, dated as of
July 1, 2000, by and among the Registrant, Union Planters Bank,
National Association, as Master Servicer and Contract of Insurance
Holder, and The Bank of New York, as Trustee (related exhibits
available upon request of the Master Servicer).
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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.
July 27, 2000 UNION PLANTERS MORTGAGE
FINANCE CORP. (Registrant)
By: /s/ Mark E. Mosteller
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Name: Mark E. Mosteller
Title: Vice President
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INDEX TO EXHIBITS
4.1 Copy of the Series 2000-1 Pooling and Servicing Agreement,
dated as of July 1, 2000, by and among the Registrant, Union
Planters Bank, National Association, as Master Servicer and
Contract of Insurance Holder, and The Bank of New York, as
Trustee (related exhibits available upon request of the Master
Servicer).
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