<PAGE>
UNITED STATES
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, 2000
Date of Report (Date of earliest event reported)
Primecore Mortgage Trust, Inc.
(Exact name of registrant as specified in its charter)
Maryland 0-30507 94-3324992
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
99 El Camino Real
Menlo Park, CA 94025
(Address of principal offices) (zip code)
(650) 328-3060
(Registrant's telephone number, including area code)
------------------------
(Former name, former address and former fiscal year,
if changed since last report)
<PAGE>
Item 5. Other Events
On September 29, 2000, the Company's Board of Directors appointed a new
director, William E. Whitlow, formerly a managing director with Arthur Andersen
LLP in San Francisco and currently an officer with the Company's manager,
Primecore Funding Group, Inc., and two advisory directors, effective as of
October 1, 2000. The advisory directors are: James M. Barrington, a former
partner of Arthur Andersen LLP; and Robert L. Puette, a former executive officer
of Centigram, Inc., a publicly held communications technology company
headquartered in San Jose, California.
The Board of Directors also formed an Audit Committee and appointed Messrs.
Barrington and Puette as members. Mr. Puette was appointed Chairman of the
committee.
Also, as of October 1, 2000, Michael Heren resigned as Chairman of the
Board of Directors, and Mr. Whitlow was elected Chairman of the Board of
Directors. As of October 4, 2000, Mr. Heren also resigned as a director and as
an officer of the Company.
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
its authorized agent.
PRIMECORE MORTGAGE TRUST, INC.
By: /s/ SUSAN FOX
-----------------------------
Susan Fox, President
Dated: October 20, 2000.