SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
AMENDMENT
FOR 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 27, 1998
GE CAPITAL MORTGAGE SERVICES, INC.
(as Seller and Servicer under the Pooling and
Servicing Agreement, dated as of August 1, 1998,
providing for the issuance of REMIC Multi-Class
Pass-Through Certificates, Series 1998-13)
GE Capital Mortgage Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 33-5042 21-0627285
----------------------------------------------------------
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
Three Executive Campus
Cherry Hill, New Jersey 08002
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number,
including area code (609) 661-6100
GE Capital Mortgage Services, Inc. (the "Company") hereby
amends its Current Report on Form 8-K dated August 27, 1998 (as
filed with the Securities and Exchange Commission on September 8,
1998), as set forth in the page attached hereto.
<PAGE>
EXHIBIT 4.1 The Pooling and Servicing Agreement for the REMIC
Multi-Class Pass-Through Certificates, Series 1998-13, dated as
of August 1, 1998 between GE Capital Mortgage Services, Inc., as
seller and servicer, and State Street Bank and Trust Company, as
trustee.
The Company hereby amends Exhibit O to the Pooling and
Servicing Agreement, entitled "SENIOR PRINCIPAL PRIORITIES", by
substituting the word "None" with the following text set forth
below.
"third, to the Senior Certificates (other than Class A11
Certificates), in reduction of the Class Certificate Principal
Balances thereof, to the extent of remaining Available Funds,
concurrently as follows:
(a) to the Class Al, Class A2, Class A3, Class A4, Class
A5, Class A6, Class A7, Class A8, Class A9, Class A10, Class
A12, Class A13, Class A14, Class A15, Class A16, Class A17,
Class A18, Class A19, Class A20, Class A21, Class A22, Class
A23, Class A24, Class A25, Class A26, Class R and Class RL
Certificates, the Senior Optimal Principal Amount for such
Distribution Date, in the following order of priority:
(i) to the Class A22, Class A23, Class A24, Class A25
and Class A26 Certificates (together, the "Group II Senior
Certificates"), the Group II Senior Principal Distribution
Amount (as defined herein) for such Distribution Date, in
the following order of priority:
(A) concurrently, to the Class A22, Class A23 and
Class A24 Certificates, approximately 30.8823533333%,
8.0065355556% and 61.1111111111%, respectively, of the
Group II Principal Distribution Amount for such
Distribution Date, until the Class Certificate Principal
Balance of the Class A24 Certificates has been reduced to
zero; and
(B) pro rata, to the Class A22, Class A23, Class A25
and Class A26 Certificates, until the Class Certificate
Principal Balances thereof have each been reduced to
zero; and
(ii) to the Class Al, Class A2, Class A3, Class A4,
Class A5, Class A6, Class A7, Class A8, Class A9, Class
A10, Class A12, Class A13, Class A14, Class A15, Class A16,
Class A17, Class A18, Class A19, Class A20, Class A21,
Class R and Class RL Certificates (together, the "Group I
Senior Certificates"), the Senior Optimal Principal Amount
for such Distribution Date, less the Group II Senior
Principal Distribution Amount for such Distribution Date
(such reduced amount, the "Group I Senior Principal
Distribution Amount"), in the following order of priority:
(A) pro rata, to the Class R and Class RL
Certificates, until the Class Certificate Principal
Balances thereof have each been reduced to zero;
(B) to the Class A1, Class A2, Class A3, Class A4,
Class A5, Class A6, Class A7, Class A8, Class A9, Class
A10, Class A12, Class A13, Class A14, Class A15, Class
A16, Class A17, Class A18 and Class A19 Certificates,
concurrently as follows:
(I) to the Class A6, Class A7, Class A8, Class A9,
Class A10, Class A12, Class A13, Class A14, Class A15,
Class A16, Class A17, Class A18 and Class A19
Certificates, approximately 56.9288430815% of the
Group I Senior Principal Distribution Amount remaining
after distribution under clause (ii)(A) above, for
such Distribution Date, in the following order of
priority:
(1) concurrently, to the Class A6 and Class A10
Certificates, approximately 77.7777782672% and
22.2222217328%, respectively, of the amount
available pursuant to
clause (I) above, up to the amount necessary to
reduce the Class Certificate Principal Balance of
each such Class to its PAC Balance (as set forth in
the PAC Balances Table attached hereto as Appendix
A) for such Distribution Date;
<PAGE>
(2) concurrently, to the Class A7, Class A8,
Class A9 and Class A10 Certificates, approximately
28.1837814858%, 28.2433825545%, 21.3506142269% and
22.2222217328%, respectively, of the remaining
amount available pursuant to clause (I) above, up to
the amount necessary to reduce the Class Certificate
Principal Balance of each such class to its PAC
Balance for such Distribution Date;
(3) pro rata, to the Class A8, Class A9 and Class
A10 Certificates, up to the amount necessary to
reduce the Class Certificate Principal Balance of
each such Class to its PAC Balance for such
Distribution Date;
(4) to the Class A12, Class A13, Class A14,
Class A15, Class A16, Class A17 and Class A18
Certificates (together, the "Aggregate TAC Segment
Certificates"), in the aggregate, up to the amount
necessary to reduce the aggregate Class Certificate
Principal Balance of the Aggregate TAC Segment
Certificates to their Aggregate TAC Segment Balance
(as set forth in the Aggregate TAC Segment Balances
Table attached hereto as Appendix B) for such
Distribution Date, in the following order of
priority:
(v) concurrently, to the Class A12, Class A13
and Class A14 Certificates, approximately
27.6504277906%, 7.1686295376% and 65.1809426718%,
respectively, of the amount available pursuant to
clause (4) above, up to the amount necessary to
reduce the Class Certificate Principal Balance of
the Class A14 Certificates to its PAC Balance for
such Distribution Date;
(w) concurrently, to the Class A12, Class A13,
Class A15 and Class A16 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075% and 13.4196058643%, respectively,
of the remaining amount available pursuant to
clause (4) above, up to the amount necessary to
reduce the Class Certificate Principal Balance of
the Class A16 Certificates to its Scheduled
Balance (as set forth in the Scheduled Balances
Table attached hereto as Appendix C) for such
Distribution Date;
(x) concurrently, to the Class A12, Class A13,
Class A15, Class A17 and Class A18 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075%, 7.8237871701% and 5.5958186942%,
respectively, of the remaining amount available
pursuant to clause (4) above, until the Class
Certificate Principal Balances of the Class A17
and Class A18 Certificates have each been reduced
to zero;
(y) concurrently, to the Class A12, Class A13,
Class A15 and Class A16 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075% and 13.4196058643%, respectively,
of the remaining amount available pursuant to
clause (4) above, without regard to the Scheduled
Balance of the Class A16 Certificates for such
Distribution Date, until the Class Certificate
Principal Balances of the Class A15 and Class A16
Certificates have each been reduced to zero; and
(z) concurrently, to the Class A12, Class A13
and Class A14 Certificates, approximately
27.6504277906%, 7.1686295376% and 65.1809426718%,
respectively, of the remaining amount available
pursuant to clause (4) above, without regard to
the PAC Balance of the Class A14 Certificates for
such Distribution Date, until the Class
Certificate Principal Balance of each such Class
has been reduced to zero;
(5) to the Class A19 Certificates, until the
Class Certificate Principal Balance thereof has been
reduced to zero;
(6) to the Aggregate TAC Segment Certificates,
without regard to the Aggregate TAC Segment Balance
for such Distribution Date, in the following order
of priority:
<PAGE>
(v) concurrently, to the Class A12, Class A13
and Class A14 Certificates, approximately
27.6504277906%, 7.1686295376% and 65.1809426718%,
respectively, of the amount available pursuant to
clause (6) above, up to the amount necessary to
reduce the Class Certificate Principal Balance of
the Class A14 Certificates to its PAC Balance for
such Distribution Date;
(w) concurrently, to the Class A12, Class
A13, Class A15 and Class A16 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075% and 13.4196058643%, respectively,
of the remaining amount available pursuant to
clause (6) above, up to the amount necessary to
reduce the Class Certificate Principal Balance of
the Class A16 Certificates to its Scheduled
Balance for such Distribution Date;
(x) concurrently, to the Class A12, Class A13,
Class A15, Class A17 and Class A18 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075%, 7.8237871701% and 5.5958186942%,
respectively, of the remaining amount available
pursuant to clause (6) above, until the Class
Certificate Principal Balances of the Class A17
and Class A18 Certificates have each been reduced
to zero;
(y) concurrently, to the Class A12, Class A13,
Class A15 and Class A16 Certificates,
approximately 27.6504277906%, 7.1686295376%,
51.7613368075% and 13.4196058643%, respectively,
of the remaining amount available pursuant to
clause (6) above, without regard to the Scheduled
Balance of the Class A16 Certificates for such
Distribution Date, until the Class Certificate
Principal Balances of the Class A15 and Class A16
Certificates have each been reduced to zero; and
(z) concurrently, to the Class A12, Class A13
and Class A14 Certificates, approximately
27.6504277906%, 7.1686295376% and 65.1809426718%,
respectively, of the remaining amount available
pursuant to clause (6) above, without regard to
the PAC Balance of the Class A14 Certificates for
such Distribution Date, until the Class
Certificate Principal Balance of each such Class
has been reduced to zero;
(7) concurrently, to the Class A6 and Class A10
Certificates, approximately 77.7777782672% and
22.2222217328%, respectively, of the remaining
amount available pursuant to clause (I) above,
without regard to their respective PAC Balances for
such Distribution Date, until the Class Certificate
Principal Balances thereof have each been reduced to
zero; and
(8) concurrently, to the Class A7, Class A8,
Class A9 and Class A10 Certificates, approximately
28.1837814858%, 28.2433825545%, 21.3506142269% and
22.2222217328%, respectively, of the remaining
amount available pursuant to clause (I) above,
without regard to their respective PAC Balances for
such Distribution Date, until the Class Certificate
Principal Balance of the Class A7 Certificates has
been reduced to zero; and
(9) pro rata, to the Class A8, Class A9 and Class
A10 Certificates, without regard to their respective
PAC Balances for such Distribution Date, until the
Class Certificate Principal Balances thereof have
each been reduced to zero; and
(II) to the Class Al, Class A2, Class A3, Class A4
and Class A5 Certificates, approximately
43.0711569185% of the Group I Senior Principal
Distribution Amount remaining after distribution under
clause (ii)(A) above, for such Distribution Date, in
the following order of priority:
(1) concurrently, to the Class A1, Class A2,
Class A3 and Class A4 Certificates,
<PAGE>
approximately 19.5141521979%, 16.4670150835%,
35.2043935083% and 28.8144392103%, respectively, of
the amount available pursuant to clause (II) above,
until the Class Certificate Principal Balance of the
Class A2 Certificates has been reduced to zero;
(2) concurrently, to the Class A1, Class A3,
Class A4 and Class A5 Certificates, approximately
19.5141521979%, 35.2043935083%, 28.8144392103% and
16.4670150835%, respectively, of the remaining
amount available pursuant to clause (II) above,
until the Class Certificate Principal Balance of the
Class A1 Certificates has been reduced to zero; and
(3) pro rata, to the Class A3, Class A4 and Class
A5 Certificates, until the Class Certificate
Principal Balances thereof have each been reduced to
zero; and
(C) pro rata, to the Class A20 and Class A21
Certificates, until the Class Certificate Principal
Balances thereof have each been reduced to zero; and
(b) to the Class PO Certificates, the Class PO Principal
Distribution Amount for such Distribution Date until the Class
Certificate Principal Balance thereof has been reduced to
zero;"
<PAGE>
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 thereunto duly authorized.
GE Capital Mortgage Services, Inc.
By: /s/ Syed W. Ali
-------------------------
Name: Syed W. Ali
Title: Vice President
Dated as of September 28, 1998
