MERRILL LYNCH MOR INV/FRST FRAN MOR LN AS BK CR SR 1997-OFS2
15-15D, 1998-02-17
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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                     FORM 15


CERTIFICATION  AND NOTICE OF TERMINATION OF REGISTRATION  UNDER SECTION 12(g) OF
THE SECURITIES  EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.


                         Commission File Number 333-7569  

                       MERRILL LYNCH MORTGAGE INVESTORS, INC.
             (Exact name of registrant as specified in its charter)

            250 Vesey Street, World Financial Center, North Tower, 10th Floor
                    New York, NY 10281-1310, (212) 449-0336
     (Address, including zip code, and telephone number, including area code, of
                   registrant's principal executive offices)


        OCWEN MORTGAGE LOAN ASSET-BACKED CERTIFICATES, SERIES 1997-OFS2 
            (Title of each class of securities covered by this Form)


                                      None
       (Titles of all other classes of securities for which a duty to file
                  reports under section 13(a) or 15(d) remains)

    Please  place  an X in  the  box(es)  to  designate,  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

  Rule 12g-4(a)(1)(i)                                 Rule 12h-3(b)(1)(i)     x
  Rule 12g-4(a)(1)(ii)                                Rule 12h-3(b)(1)(ii)
  Rule 12g-4(a)(2)(i)                                 Rule 12h-3(b)(2)(i)
  Rule 12g-4(a)(2)(ii)                                Rule 12h-3(b)(2)(ii)
                                                      Rule 15d-6

    Approximate  number of holders of record as of the  certification  or notice
date:  4

    Pursuant to the requirements of the Securities Exchange Act of 1934, Issuer
of the Ocwen Mortgage Loan Asset-Backed  Certificates,  Series 1997-OFS2
has caused this certification/notice to be signed on its behalf by the 
undersigned duly authorized person.

Date: January 27, 1998             By: /s/ Karen Marshall

                                        Karen Marshall, Vice President
                                        Chase Bank of Texas, N.A., as Trustee





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