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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
Date of report (Date of earliest event reported) June 9, 1999
DLJ Commercial Mortgage Corp.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 333-59167 13-3956945
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
277 Park Avenue, New York, New York 10172
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (212) 892-3000
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
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It is expected that during June 1999, a single series of certificates,
entitled DLJ Commercial Mortgage Corp., Commercial Mortgage Pass-Through
Certificates, Series 1999-CG2 (the "Certificates"), will be issued pursuant to a
pooling and servicing agreement (the "Pooling and Servicing Agreement"), to be
entered into by and among DLJ Commercial Mortgage Corp. (the "Registrant"), a
master servicer, a special servicer, a trustee and a REMIC administrator. The
offering and sale of certain classes of the Certificates (the "Underwritten
Certificates") will be registered under the Registrant's registration statement
on Form S-3 (no. 333-59167) and sold to Donaldson, Lufkin & Jenrette Securities
Corporation ("DLJ") and Goldman Sachs & Co. (together with DLJ, the
"Underwriters") pursuant to an underwriting agreement (the "Underwriting
Agreement") to be entered into by and between the Registrant and each of the
Underwriters.
In connection with the expected sale of the Underwritten Certificates,
DLJ has advised the Registrant that it has furnished to prospective investors
certain information attached hereto as Exhibit 99.1 that may be considered
"Computational Materials" (as defined in the no- action letter dated May 20,
1994 issued by the Division of Corporation Finance of the Securities and
Exchange Commission (the "Commission") to Kidder, Peabody Acceptance Corporation
I, Kidder, Peabody & Co. Incorporated, and Kidder Structured Asset Corporation
and the no-action letter dated May 27, 1994 issued by the Division of
Corporation Finance of the Commission to the Public Securities Association) and
"ABS Term Sheets" (as defined in the no-action letter dated February 17, 1995
issued by the Division of Corporation Finance of the Commission to the Public
Securities Association).
The Computational Materials and ABS Term Sheets attached hereto have
been prepared and provided to the Registrant by DLJ. The information in such
Computational Materials and ABS Term Sheets is preliminary and will be
superseded by the final Prospectus Supplement relating to the Underwritten
Certificates and by any other information subsequently filed with the
Commission. To the extent any Computational Materials and ABS Term Sheets
previously filed by the Registrant with respect to the Underwritten Certificates
are inconsistent with the Computational Materials and ABS Term Sheets attached
hereto, such previously filed Computational Materials and ABS Term Sheets are
superseded by the Computational Materials and ABS Term Sheets attached hereto.
Item 7. Financial Statements and Exhibits.
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(a) Financial statements of businesses acquired:
Not applicable.
(b) Pro forma financial information:
Not applicable.
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(c) Exhibits:
Exhibit No. Description
99.1 Computational Materials and ABS Term Sheets.
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SIGNATURES
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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.
Date: June 11, 1999
DLJ COMMERCIAL MORTGAGE CORP.
By: /s/ N. Dante LaRocca
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Name: N. Dante LaRocca
Title: Senior Vice President
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EXHIBIT INDEX
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The following exhibits are filed herewith:
Exhibit No. Page No.
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99.1 Computational Materials and ABS Term Sheets.
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1. Environmental Conditions. An environmental site assessment was
performed with repsect to each Mortgaged Property in connection with
the origination of the related Mortgage Loan, a report of each such
assessment (an "Environmental Report") has been delivered to the
Purchaser, and either (x) no such Environmental Report reveals any
known circumstances or conditions with respect to the related Mortgaged
Property that rendered such Mortgaged Property, at the date of such
Environmental Report, in material violation of any applicable
environmental laws or (y) if any such Environmental Report does reveal
any such circumstances or conditions with respect to the related
Mortgaged Property and the same have not been subsequently remediated
in all material respects, then either (i) the expenditure of funds
necessary to effect such remediation is not material in relation to the
outstanding principal balance of the related Mortgage Loan, or (ii) a
sufficient escrow of funds exists for purposes of effecting such
remediation, or (iii) the related Borrower or other responsible party
is currently taking such actions, if any, with respect to such
circumstances or conditions as have been required by the applicable
governmental regulatory authority, or (iv) the related Mortgaged
Property is insured under a policy of insurance, subject to certain per
occurrence and aggregage limits and a deductible, against certain
losses arising from such circumstances and conditions. To the Seller's
knowledge, there are no circumstances or conditions with respect to
such Mortaged Property not revealed in such Environmental Report that
render such Mortgaged Property in material violation of any applicable
environmental laws. The Mortgage encumbering each Mortgaged Property
requries the related Borrower to comply with all applicable federal,
state and local environmental laws and regulations.
