NATIONSBANC MONTGOMERY FUNDING CORP
8-K, 1998-11-23
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)    November 19, 1998
                                                  -----------------------------


                      NATIONSBANC MONTGOMERY FUNDING CORP.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)



            Delaware                     333-62301               56-193-0085
- --------------------------------------------------------------------------------
(State or Other Jurisdiction          (Commission File        (I.R.S. Employer
          of Incorporation)                Number)           Identification No.)


100 North Tryon Street,  Charlotte, North Carolina                  28255
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                          (Zip Code)



Registrant's telephone number, including area code     (704) 386-2400
                                                      --------------------------

                                 Not applicable
- --------------------------------------------------------------------------------
         (Former Name or Former Address, if Changed Since Last Report.)


<PAGE>   2


Item 5. Other Events.

On or about November 24, 1998, the Registrant will cause the issuance and sale
of approximately $304,915,333.23 initial principal amount of Mortgage
Pass-Through Certificates, Series 1998-4, consisting of (i) Class A-1, Class
A-2, Class A-3, Class A-PO, Class B-1, Class B-2, Class B-3 and Class R (the
"Offered Certificates"), and (ii) Class B-4, Class B-5 and Class B-6 pursuant to
a Pooling and Servicing Agreement to be dated November 1, 1998, among the
Registrant, as depositor, NationsBanc Mortgage Corporation, as master servicer,
and Norwest Bank Minnesota, National Association, as trustee.

         In connection with the sale of the Offered Certificates, the Registrant
has been advised by NationsBanc Montgomery Securities LLC (the "Underwriter"),
that the Underwriter has furnished to prospective investors certain
computational materials with respect to the Offered Certificates following the
effective date of Registration Statement No. 333-62301, which are being filed as
exhibits to this report.

         The computational materials have been provided to the Registrant by the
Underwriter. The information in the computational materials is preliminary and
may be superseded by the final Prospectus Supplement relating to the
certificates and by any other information subsequently filed with the Securities
and Exchange Commission.

         The computational materials were prepared by the Underwriter, based on
assumptions that differ from the assumptions set forth in the Prospectus
Supplement. The computational materials may not include, and do not purport to
include, information based on assumptions representing a complete set of
possible scenarios.

         In addition, the actual characteristics and performance of the mortgage
loans underlying the Offered Certificates (the "Mortgage Loans") may differ from
the assumptions used in the computational materials, which are hypothetical in
nature and which were provided to investors only to give a general sense of how
the yield, average life, duration, expected maturity, interest rate sensitivity
and cash flow characteristics of a particular class of Offered Certificates
might vary under varying prepayment and other scenarios. Any difference between
such assumptions and the actual characteristics and performance of the Mortgage
Loans will affect the actual yield, average life, duration, expected maturity,
interest rate sensitivity and cash flow characteristics of the Offered
Certificates.




<PAGE>   3

Item 7. Financial Statements and Exhibits.

         (c)  Exhibits

                  99.1*    Computational Materials

- ------------
         *In accordance with Rule 311 of Regulation S-T, this exhibit is being
filed in paper under cover of Form SE.



<PAGE>   4


                                   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.

                                             NATIONSBANC MONTGOMERY FUNDING
                                               CORP.



                                             By:   /s/ Robert J. Perret
                                                 -------------------------------
                                             Name: Robert J. Perret
                                                  ------------------------------
                                             Its:  Senior Vice President
                                                 -------------------------------

Dated:  November 19, 1998


<PAGE>   5


                      NATIONSBANC MONTGOMERY FUNDING CORP.

                                  EXHIBIT INDEX


                                                                Sequentially
Exhibit No              Exhibit Description                     Numbered Page
- ----------              -------------------                     -------------

     99.1*              Computational Materials                        6

- ------------
     *In accordance with Rule 311 of Regulation S-T, this exhibit is being filed
in paper under cover of Form SE.



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