CAPCO AMERICA SEC CORP COMM MORT PASS THROU CERT SER 1998-D7
424B3, 1999-02-01
ASSET-BACKED SECURITIES
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                    CAPCO AMERICA SECURITIZATION CORPORATION
                 COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES
                                 SERIES 1998-D7


Supplement, dated January 21, 1999, to Prospectus Supplement dated September 25,
1998.

PASS-THROUGH RATES

Notwithstanding anything to the contrary set forth in the Prospectus Supplement,
the Pass-Through  Rates for the Class A-3 and Class A-4 Certificates shall be as
follows:

The Pass-Through  Rate for the Class A-3 Certificates for any Distribution  Date
will be equal to the lesser of (i)  6.7400%  and (ii) the  Weighted  Average Net
Mortgage Pass-Through Rate for such Distribution Date.

The Pass-Through  Rate for the Class A-4 Certificates for any Distribution  Date
will be equal to the lesser of (i)  7.2300%  and (ii) the  Weighted  Average Net
Mortgage Pass-Through Rate for such Distribution Date.

In the event of the prepayment of Mortgage Loans having relatively high interest
rates, the Weighted Average Net Mortgage  Pass-Through  Rate could be lower than
7.2300% or 6.7400%.

RECENT DEVELOPMENTS

         On October 22, 1998, The Nomura  Securities  Co., Ltd.  ("NSC"),  NHA's
parent, reported that its consolidated after-tax losses for the six-month period
ending September 30, 1998 was  $1,504,000,000 and NHA reported it had incurred a
pre-tax loss of $1,160,000,000 for the same period.  Approximately  $566,000,000
of that loss was  attributable  to  mark-to-market  losses in the value of CCA's
assets.  Following  the report of those losses,  NSC made an  additional  equity
investment in NHA in the amount of $1,200,000,000.

         There can be no  assurance  that either CCA or NHA will not  experience
further losses, that NSC will provide additional capital to NHA or that NHA will
contribute  additional  capital to CCA. In addition,  current market uncertainty
and volatility have had, and may continue to have, further  significant  adverse
impact on the financial condition and/or operations of CCA and NHA.

         On December 11, 1998,  CCA announced that it will not undertake any new
loan commitments. CCA also has announced that it will shortly close its regional
offices and that it will be consolidating and centralizing its activities in New
York.  As a  result  of  its  termination  of  loan  origination  activities,  a
significant number of employees  primarily related to these activities are being
terminated. These employees represent a substantial majority of CCA's staff.

EXHIBIT E

         Exhibit E to the Prospectus  Supplement sets forth the Weighted Average
Net Mortgage Rate (WAC)  calculated for the Mortgage Pool for each  Distribution
Date based on certain  assumptions.  Each WAC shown on Exhibit E is 0.005%  less
than the actual WAC calculated for each Distribution Date.




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