CWMBS INC
8-K, 1997-03-25
ASSET-BACKED SECURITIES
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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): December 25, 1996

                                   CWMBS, INC.

                                   (Depositor)

     (Issuer in respect of Mortgage Pass-Through Certificates,
                              Series 1996-A SPMD)

               (Exact name of registrant as specified in charter)

    Delaware                    33-63714                 95-4449516
- --------------------------------------------------------------------------------
   (State or other            (Commission File No.      (I.R.S. Employer
    jurisdiction of                                      Identification No.)
    organization)



   155 N. Lake Avenue, Pasadena, CA                             911009-7137
- --------------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's Telephone Number, including area code:  (818)-304-4428

                                 Not Applicable
- --------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)



<PAGE>


Item 5.  Other Events

                                   CWMBS, INC.
                       Mortgage Pass-Through Certificates
                                  Series 1996-A

On December 25, 1996, The Bank of New York, as Trustee for CWMBS,  Inc. Mortgage
Pass-Through  Certificates,  Series 1996-A SPMD, made a monthly  distribution to
Certificateholders  of  principal  and/or  interest  pursuant to the Pooling and
Servicing  Agreement,  dated  as of  January  1,  1996,  among  CWMBS,  Inc.  as
Depositor, Independent National Mortgage Corporation, Seller and Master Servicer
and The Bank of New York, as Trustee.

Item 7.  Financial Statements and Exhibits

                    (c) Exhibits

Exhibit No.         Description

     1              Report to  Holders  of CWMBS,  Inc.,  Mortgage  Pass-Through
                    Certificates Series 1996-A relating to the distribution date
                    of December  25, 1996  prepared by The Bank of New York,  as
                    Trustee under the Pooling and Servicing  Agreement  dated as
                    of August 1, 1996.
<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.

Dated:  December 25, 1996


                                        CSMBS, INC.


                                    By: /s/ Jonathan Chayes
                                        -------------------
                                        Name:  Jonathan Chayes
                                        Assistant Treasurer
                                        The Bank of New York,
                                        as Trustee

<PAGE>
                                 EXHIBIT INDEX

Exhibit                                       Page

1.      Monthly Remittance Statement dated      5
        December 25, 1996

THE BANK OF NEW YORK
CORPORATE TRUST AND AGENCY SERVICES
101 BARCLAY STREET
NEW YORK, NEW YORK 10286

CWMBS, INC.
MORTGAGE PASS-THROUGH CERTIFICATES
SERIES SPMD 1996-A
HOME EQUITY MORTGAGE LOAN ASSET BACKED TRUST

STATEMENT TO CERTIFICATEHOLDERS PREPARED PURSUANT TO SECTION 4.03 OF THE
POOLING AND SERVICING AGREEMENTS DATED FEBRUARY 1, 1996

                                       Distribution Date                12/26/96
<TABLE>
<CAPTION>

                                                                                       SINGLE             TOTAL
4.03(i)    Reduction of the Stated Amount of Certificates           CUSIP #          CERTIFICATE          AMOUNT
<S>        <C>                                                      <C>             <C>             <C>        
           Class A-1 Certificates.                                  12669lXZ2       $41.81543822       $656,502.38
           Class A-2 Certificates.                                  126691YA6       $22.79522140     $1,139,761.07
           Class A-3 Certificates.                                  126691YB4        $0.00000000             $0.00
           Class A-4 Certificates.                                  126691YC2        $0.00000000             $0.00
           Class A-5 Certificates.                                  12669IYD0        $0.00000000             $0.00
           Class A-6 Certificates.                                  126691YE8        $0.00000000             $0.00
           Class A-7 Certificates.                                  126691YG3       $20.86916503     $1,721,080.04
           Class R Certificates.                                    126691YF5        $0.00000000             $0.00
           Class OC Certificates                                      n/a            $0.00000000             $0.00

                                                                 Total Amount                         3,517,343.49

           Aggregate amount of any Principal Prepayments                                              2,942,843.03
</TABLE>

<TABLE>
<CAPTION>
4.03(ii)   Amount of distribution representing interest                             SINGLE             TOTAL
                                                                                  CERTIFICATE          AMOUNT
<S>        <C>                                                                       <C>            <C>       
           Class A-1 Certificates.                                                   $5.03637261        $79,071.05
           Class A-2 Certificates.                                                   $5.42295180       $271,147.59
           Class A-3 Certificates.                                                   $5.80000000        $75,980.00
           Class A-4 Certificates.                                                   $6.05833333        $72,700.00
           Class A-5 Certificates.                                                   $6.32500027       $119,257.88
           Class A-6 Certificates.                                                   $6.51250052        $62,777.90
           Class A-7 Certificates.                                                   $4.81529587       $397,117.45
           Class R Certificates.                                                     $0.00000000             $0.00
           Class OC Certificates                                                     $0.00000000             $0.00

                                                                 Total Amount                         1,078,051.87
</TABLE>

4.03(iii)  Amount of interest shortfall                              0.00

<TABLE>
<CAPTION>

4.03(iv)   Stated Amount of Certificates after this
           Distribution
                                                                 ORIGINAL           SINGLE             TOTAL
                                                                 BALANCE          CERTIFICATE          AMOUNT
<S>         <C>                                                 <C>              <C>              <C>           
           Class A-1 Certificates.                              15,700,000.00      $858.87718408    $13,484,371.79
           Class A-2 Certificates.                              50,000,000.00      $923.06846480    $46,153,423.24
           Class A-3 Certificates.                              13,100,000.00    $1,000.00000000    $13,100,000.00
           Class A-4 Certificates.                              12,000,000.00    $1,000.00000000    $12,000,000.00
           Class A-5 Certificates.                              18,855,000.00    $1,000.00000000    $18,855,000.00
           Class A-6 Certificates.                               9,639,600.00    $1,000.00000000     $9,639,600.00
           Class A-7 Certificates.                              82,470,000.00      $955.67856784    $78,814,811.49
           Class R Certificates.                                       100.00        $0.00000000             $0.00
           Class OC Certificates                                         0.00        $0.00000000             $0.00

                                                                        Total                      $192,047,206.52
</TABLE>

<PAGE>


4.03(v)    The Pool Stated Principal Balance for the          $194,023,141.41
           following Distribution Date.

4.03(vi)   Amount of the Master Servicing Fees paid to or           82,107.55
           retained by the Master Servicer with respect to
           such Distribution Date.

4.03(vii)  Pass-Through Rate and for each Class of
           Certificates.
           Class A-1 Certificates.                                6.71000000%
           Class A-2 Certificates.                                6.88000000%
           Class A-3 Certificates.                                6.96000000%
           Class A-4 Certificates.                                7.27000000%
           Class A-5 Certificates.                                7.59000000%
           Class A-6 Certificates.                                7.81500000%
           Class A-7 Certificates.                                5.69500000%
           Class R Certificates.                                  7.00000000%
           Class OC Certificates                                  0.00000000%

4.03(viii) Amount of Advances included in the distribution
           on such Distribution Date.                              122,939.43
           Aggregate amount of Advances outstanding as of
           the close of business on such Distribution Date.        148,718.64

4.03(ix)   The number and aggregate principal amounts of
           Mortgage Loans delinquent.
                                    30 to 59 days        74     10,690,l62.22
                                    60 to 89 days        16      2,073,863.95
                                    90 or more            6        722,685.45

           The number and aggregate principal amounts  
           of Mortgage Loans in foreclosure

                                    In foreclosure        7        690,789.50

4.03(xi)   Loan number and Stated Principal Balance of any    0          0.00
           Mortgage loan that became an REO Property
           during the preceding calendar month.

4.03(xii)  Total number and principal balance of any REO      0          0.00
           Properties as of the close of business on the
           Determination Date preceding such Distribution
           Date.

4.03(xiv)  Aggregate amount of Realized Losses incurred                  0.00
           during the preceding calendar month.
           Aggregate amount of Realized Losses through                   0.00
           Distribution Date.




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