MERIT SECURITIES CORP
8-K, 1997-02-05
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) January 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 January 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 January 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.

January 29, 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 January 28, 1997

                                  5





MERIT SECURITIES CORPORATION

Payments per Bond Denomination
MERIT Series 3

Payment Date:     28-Jan-97
Reporting Month:  December


<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-Dec-96  2.39666054  2.39666054 13.06526401 $64,921,429.83 0.44975497
Merit 3 Class B  $13,585,736.00  8.00%   $1,000.00    31-Dec-96 12.50000000 12.50000000  0.00000000 $13,585,736.00 1.00000000

                $157,934,180.00                                                                     $78,507,165.83
</TABLE>
<PAGE>

MERIT SECURITIES CORPORATION

Credit Enhancement Summary
MERIT Series 3

Payment Date:         28-Jan-97
Reporting Month       December

Reserve Funds and Subordination

<TABLE>
                          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 12.88% $11,887,519.82 $0.00       $36,172.70 $90,394,685.65   13.15% $11,887,519.82
</TABLE>

Insurance 
<TABLE>
                                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 37.07% $2,619,944.00 $0.00       $0.00  $7,052,568.42   37.15% $2,619,944.00
</TABLE>

Surplus Summary 

Class                             Total    
Surplus                                 $190,166.83

Delinquency Statistics
                                     Current              % of
                    # of Loans      Balance             Current 
30+ Days                23          $3,264,441             3.61%
60+ Days                22          $2,875,350             3.18%
90+ Days                32          $6,662,792             7.37%
Foreclosure              5            $717,365             0.79%
REO                     21          $3,614,703             4.00%

Totals                 103         $17,134,650            18.96%


Advances on Delinquencies                                      $155,161.47
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.
<PAGE>

MERIT SECURITIES CORPORATION


Funds Account Activity Report
MERIT Series 3
Payment Date:     28-Jan-97
Report Date:      December

Collateral Proceeds Account


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

Deposits                                                               Withdrawals

Interest Net of Servicing Fee                   $718,373.05            Interest Payments         $515,775.92
Principal                                     $1,885,950.53            Principal Payments      $1,885,950.53
Deposits From Reserve Fund                            $0.00            Surplus                   $190,166.83
Other Deposits                                        $0.00            FSA Fee                    $12,430.30
                                                                       Discount Principal Reserve      $0.00

Total Deposit                                 $2,604,323.58            Total Withdrawals       $2,604,323.58

                                                                       Ending Balance                  $0.00
</TABLE>

Note: "Principal" and Interest Net of Servicing Fee" includes 
Advances on Delinquencies
<PAGE>

MERIT SECURITIES CORPORATION

Monthly Payment Report

Payment Statement
MERIT Series 3
Payment Date:     28-Jan-97
Reporting Month:  December

<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     6.214060%   $66,807,380.36   $345,954.22   $345,954.22  $1,885,950.53 $2,231,904.75        $0.00  $64,921,429.83
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
 

                                $80,393,116.36   $515,775.92   $515,775.92  $1,885,950.53 $2,401,726.45        $0.00  $78,507,165.83
 
  Class          CUSIP     Priority     Principal Type Interest Type
Merit 3 Class A  589962AG4 Senior       Sequential     Floater
Merit 3 Class B  589962AH2 Senior       Sequential     Floater
</TABLE>


<PAGE>


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