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OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION -----------------------------
Washington, D.C. 20549 OMB Number:
Expires:
Estimated average burden
FORM 12b-25 hours per response ..... 2.50
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NOTIFICATION OF LATE FILING SEC FILE NUMBER
(Check One): |X| Form 10-K |_| Form 20-F |_| Form 11-K |_| Form 10-Q |_| Form N-SAR ------33-97994----------
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CUSIP NUMBER
33736LAA3 33736LAF2 33736LAG0 33736LAH8
33736LAB1 33736LAJ4 33736LAK1 33736LAL9
33736LAC9 33736LAM7 33736LAN5 33736LAD7
33736LAE5
For Period Ended: ___December 31, 1998_____________
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: ___________________________________________________________________________________________
PART I -- REGISTRANT INFORMATION
First Union Commercial Mortgage Securities, Inc. (in respect of its Commercial Mortgage Pass-Through Certificates, Series 1997-C1)
____________________________________________________________________________________________________________________________________
Full Name of Registrant
_N/A______________________________________________________________________________________________________________________________
Former Name if Applicable
One First Union Center
____________________________________________________________________________________________________________________________________
Address of Principal Executive Office (Street and Number)
Charlotte, North Carolina 28228
____________________________________________________________________________________________________________________________________
City, State and Zip Code
PART II -- RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule
12b-25(b), the following should be completed. (Check appropriate box.)
|X| | (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable
| effort or expense;
|
|X| | (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-SAR,
| or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the
| subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth
| calendar day following the prescribed due date; and
|
|_| | (c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail why the Form 10-K, 11-K, 20-F 10-Q, N-SAR, or the transition report or portion thereof, could not
be filed within the prescribed time period. (Attach Extra Sheets if Needed.)
The Registrant's Report on Form 10-K for fiscal year ended December 31, 1998 with respect to its
Commercial Mortgage Pass-Through Certificates, Series 1997-C1 could not be filed within the prescribed time
period. Pursuant to the Pooling and Servicing Agreement dated as of May 1, 1997 (the "Pooling Agreement") among
the Registrant, as depositor, First Union National Bank of North Carolina (the "Master Servicer"), as master
servicer, Criimi Mae Services Limited Partnership ("Criimi Mae Services"), as special servicer, and State Street
Bank and Trust Company, as trustee (in such capacity, the "Trustee"), the Trustee is directed and authorized to
file, on behalf of the Registrant, a modified Form 10-K with respect to the Certificates and the Trust Fund
formed under the Pooling Agreement. The Registrant believes that the only meaningful information which the
Annual Report on Form 10-K is to contain is the information to be set forth in the Annual Statements as to
Compliance which each of the master servicer and special servicer are required to deliver to the Trustee by the
provisions of the Pooling Agreement and the servicing reports of independent public accountants also required by
the Pooling Agreement to be delivered by each such servicer. As of March 30, 1999, the Trustee has not received
any of these required statements and reports from the servicers. Because the Pooling Agreement does not require
the servicers to deliver these documents until April 30, 1999, the Trustee believes that such documents could
not have been obtained earlier without unreasonable effort or expense on the part of the Registrant or the
Trustee. The Registrant intends to file the Form 10-K on or before the 15th calendar day following the
prescribed due date.
SEC 1344 (6/94)
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PART IV--OTHER INFORMATION
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(1) Name and telephone number of person to contact in regard to this notification
Amelia M. Charamba, Esq. (617) 951-2062
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of
1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such
shorter period that the registrant was required to file such report(s) been filed? If the answer
is no, identify report(s). |X| Yes |_| No
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(3) Is it anticipated that any significant change in results of operations from the corresponding period
for the last fiscal year will be reflected by the earnings statements to be included in the subject
report or portion thereof? |_| Yes |X| No
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the
reasons why a reasonable estimate of the results cannot be made.
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First Union Commercial Mortgage Securities, Inc.
(in respect of its Commercial Mortgage Pass-Through Certificates, Series 1997-C1)
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 1, 1999 By:State Street Bank and Trust Company, solely in
its capacity as trustee for First Union Commercial
Mortgage Securities, Inc. (in respect of its
Commercial Mortgage Pass-Through Certificates,
Series 1997-C1) and not individually
By:/s/ David Shepherd
David Shepherd, Assistant Secretary
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