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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): September 30, 1997
CWMBS, INC., (as depositor under the Pooling and
Servicing Agreement, dated as of September 1, 1997,
providing for the issuance of the CWMBS, INC., Home
Equity Mortgage Loan Asset-Backed Trust, Mortgage Pass-
Through Certificates, Series SPMD 1997-A).
CWMBS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-26425 95-4449516
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
155 North Lake Avenue
Pasadena, California 91101
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (818) 304-5591
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Item 5. Other Events.
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Filing of Derived Materials
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Pursuant to Rule 424(b) under the Securities Act of 1933, concurrently
with, or subsequent to, the filing of this Current Report on Form 8-K (the
"Form 8-K"), CWMBS, Inc. (the "Company") is filing a prospectus and
prospectus supplement with the Securities and Exchange Commission relating to
its Mortgage Pass-Through Certificates, Series SPMD 1997-A
In connection with the offering of the Mortgage Pass-Through
Certificates, Series SPMD 1997-A, Greenwich Capital Markets, Inc. ("GCM"), as
the underwriter of the Class A Certificates, has prepared certain materials
(the "Derived Materials") for distribution to its potential investors.
Although the Company provided GCM with certain information regarding the
characteristics of the Mortgage Loans in the related portfolio, it did not
participate in the preparation of the Derived Materials.
For purposes of this Form 8-K, Derived Materials shall mean computer
generated tables and/or charts displaying, with respect to any Class or
Classes of Certificates, any of the following: yield; average life;
duration; expected maturity; interest rate sensitivity; loss sensitivity;
cash flow characteristics; background information regarding the Mortgage
Loans; the proposed structure; decrement tables; or similar information
(tabular or otherwise) of a statistical, mathematical, tabular or
computational nature. The Derived Materials of GCM listed as Exhibit 99.1
hereto, are filed on Form SE dated September 30, 1997.
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* Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to them in the Prospectus and Prospectus Supplement of
CWMBS, Inc., relating to its Mortgage Pass-Through Certificates, Series SPMD
1997-A.
Item 7. Financial Statements, Pro Forma Financial
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Information and Exhibits.
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99.1 Derived Materials.
(filed on Form SE dated September 30, 1997).
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.
CWMBS, INC.
By: /s/ David A. Spector
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David A. Spector
Vice President
Dated: September 30, 1997
Exhibit Index
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Exhibit Page
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99.1 Derived Materials
BROWN & WOOD LLP
One World Trade Center
New York, New York 10048
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
September 30, 1997
BY MODEM
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Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: CWMBS, Inc.
Home Equity Mortgage Loan Asset-Backed Trust
Mortgage Pass-Through Certificates,
Series SPMD 1997-A
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Ladies and Gentlemen:
On behalf of CWMBS, Inc. (the "Company"), we enclose herewith for
filing, pursuant to the Securities and Exchange Act of 1934, as amended, the
Company's Current Report on Form 8-K, for Derived Materials in connection
with the above-referenced transaction.
Pursuant to a continuing hardship exemption letter dated November 6,
1996, as provided in Rule 202 of Regulation S-T, Exhibit 99.1 will be filed
today in paper on Form SE.
Very truly yours,
/s/ Bruce W. Hurwitz
Bruce W. Hurwitz
Enclosure
