WILSHIRE REAL ESTATE INVESTMENT TRUST INC
8-K, 1998-10-14
REAL ESTATE INVESTMENT TRUSTS
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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


                               SEPTEMBER 29, 1998

                Date of report (Date of earliest event reported)


                   WILSHIRE REAL ESTATE INVESTMENT TRUST INC.
             (Exact name of registrant as specified in its charter)



            MARYLAND                0-23911                 52-2081138
- ----------------------------------------------------------------------------

        (State or other      Commission File Number      (I.R.S. Employer
        jurisdiction of                                  dentification
        incorporation)                                   Number)
- ----------------------------------------------------------------------------


                    1776 SW MADISON STREET, PORTLAND, OR97205

               (Address of principal executive offices) (Zip Code)


                                 (503) 223-5600
               Registrant's telephone number, including area code


                                 NOT APPLICABLE

          (Former name or former address, if changed since last report)



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ITEM 2.  SIGNIFICANT ACQUISITION.

     On September 29, 1998,  Wilshire Real Estate Investment Trust Inc. ("WREI")
purchased  several pools of loans with an aggregate unpaid principal  balance of
approximately  $380.9  million from Salomon  Smith Barney Inc.,  which were then
sold to Wilshire REIT Trust Series 1998-1 and securitized.

     This  securitization,  Asset Backed Floating Rate Notes Series 1998-11,  is
backed by $94,292,933  fixed rate and  $286,561,031  adjustable rate residential
mortgage loans.

     The $374.2 million of investment-grade,  publicly offered securities,  were
tranched into four classes and were  underwritten by Salomon Smith Barney,  Inc.
All of the  publicly  offered  securities  were rated by both  Standard & Poor's
Ratings  Services and Duff & Phelps Credit Rating Company,  except the M-3 which
was rated by Duff & Phelps only.

Investment-Grade Securities:


                                   Approximate
- --------------------------------------------------------------------------------

                       Initial Note           Note Interest
     Class       Rating      Balance        Rate       Final Maturity
- --------------- --------------  ----------------------- ------------------------

      A         AAA/AAA    $309,824,000    Variable    Oct. 25, 2028
     M-1         AA/AA     26,280,000      Variable    Oct. 25, 2028
     M-2          A/A      16,186,000      Variable    Oct. 25, 2028
     M-3          BBB      21,899,000      Variable    Oct. 25, 2028
                           $374,189,000
                                =======================

     The mortgage pool consists of approximately 3,766 one-to-four- family fully
amortizing  mortgage loans secured by first liens.  The adjustable rate mortgage
loans are generally based on 6-month LIBOR and have a weighted average margin of
5.714%.  The  weighted  average  coupon on the mortgage  loans is  approximately
10.229%.

     The weighted  average  remaining  term to stated  maturity for the mortgage
pool is approximately 29 years.  The average  principal  balance of the mortgage
loans is $101,129 with a weighted average LTV of 79.96%.

     This transaction will be accounted for as a financing.  The above mentioned
loans  will be  reported  in the  financial  statements  of WREI  along with the
related debt associated with the aforementioned bonds issued.



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     All of the statements contained in this release which are not identified as
historical  should be considered  forward-looking.  In  connection  with certain
forward-looking  statements contained in this release and those that may be made
in  the  future  by  or on  behalf  of  the  company  which  are  identified  as
forward-looking,  the company  notes that there are various  factors  that could
cause  actual  results  to differ  materially  from  those set forth in any such
forward-looking  statements.  Such  factors  include but are not limited to, the
real estate market, the availability of pools of loans at acceptable prices, the
availability  of financing for loan pool  acquisitions,  and interest  rates and
overseas   expansion.   Accordingly,   there  can  be  no  assurance   that  the
forward-looking  statements  contained  in this release will be realized or that
actual  results  will not be  significantly  higher  or lower.  Readers  of this
release  should  consider these facts in evaluating  the  information  contained
herein.  The  inclusion  of the  forward-looking  statements  contained  in this
release should not be regarded as a  representation  by the company or any other
person that the forward-  looking  statements  contained in this release will be
achieved.  In light of the foregoing,  readers of this release are cautioned not
to place undue reliance on the forward-looking statements contained herein.


ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.


(b)  As of the  date of this  Form  8-K,  the  applicable  pro  forma  financial
     information is not available,  but will be filed by the Company on Form 8-K
     as soon as practicable.






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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 hereunto duly authorized.


                                     WILSHIRE REAL ESTATE
                                     INVESTMENT TRUST INC.



Date:  October 14, 1998              By:  /S/ CHRIS TASSOS
                                       ----------------------------
                                          Chris Tassos
                                          Executive Vice President and
                                          Chief Financial Officer


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