MERIT SECURITIES CORP
8-K, 1997-05-01
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) April 28, 1997

                     MERIT Securities Corporation, Series 3
               (Exact name of registrant as specified in charter)

         Virginia                  03992                        54-1736551
(State or other jurisdiction    (Commission                   (IRS Employer
     of incorporation)          File Number)                Identification No.)

     10900 Nuckols Road
     Glen Allen, Virginia
     Attn:  Vice President                              23060
     (Address of principal executive offices)         (Zip Code)

  Registrant's telephone number including area code (804) 217-5800

<PAGE>

                     MERIT Securities Corporation, Series 3
                                    Form 8-K

                                      INDEX

                                                           Page Number

Item 5.       Other Events                                      3

Item 7.       Financial Statements and Exhibits                 3

SIGNATURES                                                      4

INDEX OF EXHIBITS                                               5

                                  2

<PAGE>

ITEM 5.  OTHER EVENTS

The MERIT Securities Corporation, Series 3 makes monthly remittances to security
holders. The latest remittance was made April 28, 1997. We have furnished a
monthly remittance statement delivered to the trustee with security holder
payment instructions.

Monthly Remittance Statement.........................................Exhibit 1

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     Exhibits

     1.  Monthly Remittance Statement dated as of April 28, 1997

                                  3

<PAGE>


                              Signatures

     Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

April 30, 1997                    MERIT SECURITIES CORPORATION

                           By:______________________________

                           Name:    Lisa R. Cooke

                           Title:   Vice President

                                  4

<PAGE>

                                INDEX OF EXHIBITS

                                         Page of  Sequentially
                                         Numbered Pages

1.   Monthly Remittance Statement dated                    6-10
     as of April 28, 1997

                                  5







MERIT SECURITIES CORPORATION


Monthly Payment Report

Payment Statement
MERIT Series 3
Payment Date:     28-Apr-97
Reporting Month:  March

<TABLE>
<CAPTION>
                   Class
                   Interest     Beginning       Interest      Interest      Principal    Total         Applied Ending
Class              Rate         Balance         Accrual       Payment       Payment      Distribution  Losses  Balance
<S>                <C>          <C>             <C>           <C>          <C>           <C>           <C>     <C>           
Merit 3 Class A     6.237500%   $61,795,491.64  $321,207.82   $321,207.82  $3,238,443.95 $3,559,651.77 $0.00   $58,557,047.69
Merit 3 Class B    15.000000%   $13,585,736.00  $169,821.70   $169,821.70          $0.00   $169,821.70 $0.00   $13,585,736.00
 
                                $75,381,227.64  $491,029.52   $491,029.52  $3,238,443.95 $3,729,473.47 $0.00   $72,142,783.69
</TABLE>

Class               CUSIP               Priority  Principal Type Interest Type
Merit 3 Class A     589962AG4           Senior    Sequential     Floater
Merit 3 Class B     589962AH2           Senior    Sequential     Floater
<PAGE>

MERIT SECURITIES CORPORATION

Payments per Bond Denomination
MERIT Series 3

Payment Date:     28-Apr-97
Reporting Month:  March


<TABLE>
<CAPTION>
                                                                    Interest    Interest     Principal
                   Original        Original  Integral     Record    Accrual     Payment      Payment     Ending         Remaining
Class              Balance         Pct Pool  Denomination Date      Factor      Factor       Factor      Balance        Principal 
<S>                <C>             <C>       <C>          <C>       <C>          <C>         <C>         <C>            <C>       
Merit 3 Class A    $144,348,444.00 85.00%    $1,000.00    31-Mar-97  2.22522537   2.22522537 22.43490723 $58,557,047.69 0.40566456
Merit 3 Class B     $13,585,736.00  8.00%    $1,000.00    31-Mar-97 12.50000000  12.50000000  0.00000000 $13,585,736.00 1.00000000

                   $157,934,180.00                                                                       $72,142,783.69
</TABLE>
<PAGE>

MERIT SECURITIES CORPORATION

Funds Account Activity Report
MERIT Series 3
Payment Date:   28-Apr-97
Report Date:    March

Collateral Proceeds Account


<TABLE>
<S>                                              <C>                                                            <C>  
Beginning Balance                                        $0.00

Deposits                                                               Withdrawals

Interest Net of Servicing Fee                      $523,640.34         Interest Payments                          $491,029.52
Principal                                        $3,238,443.95         Principal Payments                       $3,238,443.95
Deposits From Reserve Fund                               $0.00         Surplus                                     $21,188.21
Other Deposits                                           $0.00         FSA Fee                                     $11,422.61
                                                                       Discount Principal Reserve                       $0.00

Total Deposit                                    $3,762,084.29         Total Withdrawals                        $3,762,084.29

                                                                       Ending Balance                                   $0.00
</TABLE>
<PAGE>

MERIT SECURITIES CORPORATION

Credit Enhancement Summary
MERIT Series 3

Payment Date:         28-Apr-97
Reporting Month       March

Reserve Funds and Subordination

<TABLE>
<CAPTION>
                          Initial Coverage     Beginning Coverage    Adjustments Losses(1)   Insured Balance Ending Coverage  
Type
<S>                       <C>   <C>            <C>    <C>            <C>         <C>         <C>             <C>    <C>           
Pool Over Collaterization 7.00% $11,887,519.82 13.62% $11,887,519.82 $0.00       $186,421.09 $84,030,303.51  14.15% $11,887,519.82
</TABLE>

Insurance 
<TABLE>
<CAPTION>
                                Initial Coverage     Beginning Coverage   Adjustments Losses Insured Balance Ending Coverage
Type             Purpose    
<S>                             <C>    <C>           <C>    <C>           <C>         <C>    <C>             <C>    <C>          
Insurance Policy Pool Insurance 25.00% $2,619,994.00 38.41% $2,619,944.00 $0.00       $0.00  $6,804,623.25   38.50% $2,619,944.00
</TABLE>
Surplus Summary 

Class                      Total Distribution   
Surplus                                 $21,188.21

Delinquency Statistics
                                     Current              % of
                    # of Loans      Balance             Current 
30+ Days                21          $3,201,594             3.81%
60+ Days                12          $1,979,891             2.36%
90+ Days                29          $4,810,960             5.73%
Foreclosure             12          $2,299,106             2.74%
REO                     23          $4,067,485             4.84%

Totals                  97         $16,359,036            19.47%


Advances on Delinquencies                                      $158,834.18
Non-Recoverable Advances on Delinquencies                            $0.00

(1) Adjustments and Losses are first charged/credited to Surplus distribution, 
and second  to Pool Overcollateralization, if Surplus would otherwise be less
than $0.00.


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