FREMONT FUNDING INC
8-K, 1996-06-26
ASSET-BACKED SECURITIES
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<PAGE>   1





                       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


                                 June 17, 1996
                                 Date of Report
                       (Date of earliest event reported)


                      Fremont Funding Inc., as Transferor
                    Fremont Small Business Loan Master Trust

         $100,000,000 Variable Rate Asset Backed Certificates, Series B
         $135,000,000 Variable Rate Asset Backed Certificates, Series C

             (Exact name of registrant as specific in its charter)


           Delaware                       33-73508              95-4398057
(State or other jurisdiction of   (Commission File Number)   (I.R.S. Employer
incorporation or organization)                              Identification No.)

                          2020 Santa Monica Boulevard
                                   Suite 500
                          Santa Monica, CA  90404-2023
                    (Address of Principal Executive Offices)

                                 (310) 315-3988
              (Registrant's telephone number, including area code)

                                  Not Applicable                     
         (Former name or former address, if changed since last report)





                                       1
<PAGE>   2
         This report is filed on behalf of the Fremont Small Business Loan
Master Trust (the "Trust") established pursuant to the Pooling and Servicing
Agreement dated as of March 1, 1993, as supplemented by the Series A Supplement
dated as of March 1, 1993 (the "Series A Supplement"), the Series B Supplement
dated as of November 1, 1993, the Series 1995-1 Supplement dated as of March 1,
1995, the Series C Supplement dated as of February 1, 1996 (the "Series C
Supplement"), Amendment No. 1 to the Pooling and Servicing Agreement dated as
of November 9, 1993, Amendment No. 2 to the Pooling and Servicing Agreement
dated as of March 1, 1995, Amendment No. 3 to the Pooling and Servicing
Agreement dated as of February 1, 1996 and the Amended and Restated Variable
Funding Supplement dated as of November 30, 1995 (together, the "Pooling and
Servicing Agreement") by and among Fremont Funding Inc., as transferor
("Fremont Funding"),  Fremont Financial Corporation, as servicer ("Fremont
Financial"), and LaSalle National Bank, as trustee (the "Trustee").  All
defined terms used herein and not otherwise defined shall have the meaning set
forth in the Pooling and Servicing Agreement.

ITEM 1.  CHANGES IN CONTROL OF REGISTRANT.

                 Not applicable.

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

                 Not applicable.

ITEM 3.  BANKRUPTCY OR RECEIVERSHIP.

                 Not applicable.

ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT.

                 Not applicable.

ITEM 5.  OTHER EVENTS.

                 Matter reportable under Item 1, 2, 4 or 5 of Part II of Form
10-Q:

                          Item 1.  Legal Proceedings:  None

                          Item 2.  Changes in Securities:  None

                          Item 4.  Submission of Matters to a Vote of Security
Holders:  None.

                          Item 5.  Other Information:  None.

ITEM 6.  RESIGNATIONS OF REGISTRANT'S DIRECTORS.

                 Not applicable.





                                        2
<PAGE>   3
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

                 (a)      Financial Statements of Business Acquired.

                          Not applicable.

                 (b)      Pro Forma Financial Information.

                          Not applicable.

                 (c)      Exhibits.


<TABLE>
<CAPTION>
Exhibit No.                       Description                        
- -----------      ----------------------------------------------------
   <S>           <C>
   99.1          Payment Date Statement dated June 17, 1996.
</TABLE>



ITEM 8.  CHANGE IN FISCAL YEAR.

                 Not applicable.




           [The remainder of this page is intentionally left blank.]





                                        3
<PAGE>   4
         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.


                                           FREMONT FUNDING INC.


                                           By:_______________________________

                                           Name: Patrick E. Lamb

                                           Title: Chief Financial Officer

Date: June 25, 1996





                                        4
<PAGE>   5
                                 EXHIBIT INDEX


<TABLE>
<CAPTION>
  Exhibit No.                     Description                      Page No. 
  -----------  -------------------------------------------------   ---------
     <S>       <C>                                                   <C>
     99.1      Payment Date Statement dated June 17, 1996.           6
</TABLE>





                                        5

<PAGE>   1
FREMONT SMALL BUSINESS LOAN MASTER TRUST
FREMONT FINANCIAL CORPORATION - AS SERVICER
PAYMENT DATE STATEMENT
SERIES B AND C CERTIFICATES AND VARIABLE FUNDING CERTIFICATE / SUBORDINATED
SERIES 1995-1

<TABLE>
<CAPTION>
SETTLEMENT PERIOD:                          May 1996                    PAYMENT DATE:          6/17/96   
                                         ---------------                                    -------------
<S>                                                                     <C>                  <C>
AS OF THE RECORD DATE:
- ----------------------

Series B Invested Amount                                                  $100,000,000 
                                                                        ---------------
Series B Pool Factor                                                     1.00000000000 
                                                                        ---------------

Series C Invested Amount                                                  $135,000,000 
                                                                        ---------------
Series C Pool Factor                                                     1.00000000000 
                                                                        ---------------

Subordinated Series 1995-1 Invested Amount                                 $30,000,000 
                                                                        ---------------
Subordinated Series 1995-1 Pool Factor                                   1.00000000000 
                                                                        ---------------

Variable Funding Certificate (VFC) Invested Amount                         $18,000,000 
                                                                        ---------------

FOR THE SETTLEMENT PERIOD:                                                                    PER $1,000 
- -------------------------                                                                   -------------

Gross Collections for the Settlement Period                               $246,004,000           $869.27 
                                                                        ---------------     -------------
Defaulted Amount for the Settlement Period                                           0              0.00 
                                                                        ---------------     -------------
Recoveries for the Settlement Period                                                 0              0.00 
                                                                        ---------------     -------------

CERTIFICATE/FEE DISTRIBUTIONS ON:        6/17/96
- ------------------------------------------------

     Interest on the Series B Certificates                                 $543,554.92             $1.92
     Interest on the Series C Certificates                                  713,999.14              2.52
     Interest on the Subordinated Series 1995-1 Certificates                175,441.48              0.62
     Principal of the Series B Certificates                                       0.00              0.00
     Principal of the Series C Certificates                                       0.00              0.00
     Principal on the Subordinated Series 1995-1 Certificates                     0.00              0.00
     Servicing Fee                                                          541,815.06              1.91 
                                                                        ---------------     -------------
                            Total of distributions                       $1,974,810.60             $6.97 
                                                                        ===============     =============

VFC ACTIVITY FOR THE MAY 1996 SETTLEMENT PERIOD:
- ------------------------------------------------

     Beginning principal of the Variable Funding Certificate            $15,500,000.00
     Principal from the Variable Funding Certificateholder                9,000,000.00
     Principal to the Variable Funding Certificateholder                 (6,500,000.00)
                                                                        ---------------
     Ending principal of the Variable Funding Certificate               $18,000,000.00 
                                                                        ==============-

     Interest for the Settlement Period for the VFC                         $63,210.57             $0.22
     Liquidity Fees for the Settlement Period for the VFC                    16,881.07              0.06 
                                                                        ---------------     -------------
     Total VFC Interest and Liquidity Fees for the Settlement Period        $80,091.64             $0.28 
                                                                        ===============     =============

As of the end of the May 1996 Settlement Period:
- ------------------------------------------------

Subordinated Amounts:
    Series B Certificates                                                  $23,456,791 
                                                                        ---------------
    Series C Certificates                                                  $31,666,667 
                                                                        ---------------
    Variable Funding Certificate  (VFC)                                     $4,222,222 
                                                                        ---------------
Aggregate Subordinated Transferor Amount                                   $36,774,011 
                                                                        ---------------

Cash Collateral Account balance                                                     $0 
                                                                        ---------------
Collection Account balance                                                  $1,987,000 
                                                                        ---------------
Excess Funding Account balance                                             $11,500,000 
                                                                        ---------------
</TABLE>

 - Amounts per $1,000 are in relation to the aggregated Invested Amount (Series
   B and C, the VFC and Subordinated Series 1995-1) as of the Record Date.
 - Interest is for the Interest Accrual Period ending June 16th.
 - The Series B Certificate Rate was 5.92969% for this Interest Accrual Period.
 - The Series C Certificate Rate was 5.76969% for this Interest Accrual Period.
 - The Subordinated Series 1995-1 Certificate Rate was 6.37969% for this
   Interest Accrual Period.
   


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