INVG MORTGAGE SECURITIES CORP /DE/
8-K, 1995-08-28
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

Date of report (date of earliest event reported):  August 17, 1995
                                     
                      INVG Mortgage Securities Corp.
           -----------------------------------------------------
          (Exact name of Registrant as specified in its Charter)

     Maryland                     0-14447                    13-3397560
-----------------              -------------            ------------------
(State or other                (Commission                (IRS Employer
 jurisdiction of                File Number)            Identification No.)
  incorporation)

         Meadow Wood Crown Plaza, 1575 Delucchi Lane, Suite 115-20
                           Reno, Nevada    89502
--------------------------------------------------------------------------
           (Address of principal executive offices and Zip Code)


     Registrant's telephone number, including area code (702) 828-5405
                                     
                                     
--------------------------------------------------------------------------
       (Former name or former address, if changed since last report)

This Form 8-K consists of 3 pages, the manually signed original of which is
sequentially numbered.  The exhibit is on Page 3.
<PAGE>
Item 4.   Changes in Registrant's Certifying Accountant
          ---------------------------------------------

   (I)    Our former accountant Deloitte & Touche, L.L.P., the independent
          accountants, resigned on August 17, 1995.
   
   (II)   Deloitte & Touche, L.L.P.'s report on the financial-statements
          for either of the past two years contained no adverse opinion or
          a disclaimer of opinion, or was qualified or modified as to
          uncertainty, audit scope, or accounting principles.
   
   (III)  During the two most recent fiscal years and any subsequent
          interim period preceding the resignation there were no
          disagreements with the former accountant on any matter of
          accounting principle or practice, financial statement disclosure,
          or auditing scope of procedure, which disagreement, if not
          resolved to the satisfaction of Deloitte & Touche, L.L.P. would
          have caused it to make reference to the subject matter of the
          disagreement in connection with its report.

Item 7.   Financial Statements and Exhibits
          ---------------------------------

          (16.1)  Letter from Deloitte & Touche L.L.P. regarding change in
                  certifying accountant.

                                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.

                                   INVG Mortgage Securities Corp.
Date:  August 17, 1995              By:  /s/ Robert E. Greeley
      -----------------                 -----------------------------------
                                             Chairman



Deloitte & Touche LLP
------------------------------------------------------------
Two World Financial Center        Telephone:  (212) 436-2000
New York, New York  10281-1414    Facsimile:  (212) 436-5000





August 17, 1995



Mr. Robert Greeley
Chairman
INVG Mortgage Securities Corp.
433 California Street, Suite 900
San Francisco, California 94014

Dear Mr. Greeley:

This is to confirm that the client-auditor relationship between INVG
Mortgage Securities Corp. and its subsidiaries and Deloitte & Touche LLP
has ceased.

Yours truly,


/s/ Deloitte & Touche LLP
-------------------------

cc:  Office of the Chief Accountant
     Securities and Exchange Commission
     Mail Stop 9-5
     450 5th Street, N.W.
     Washington, DC 20549




---------------
Deloitte Touche
Tohmatsu
International
---------------



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