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: December 12, 1996
(Date of earliest event reported)
Southern Pacific Secured Assets Corp.
(Exact name of registrant as specified in its charter)
CALIFORNIA 333-15473 33-0659688
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(State or Other Juris- (Commission (I.R.S. Employer
diction of Incorporation) File Number) Identification No.)
One Centerpointe Drive, Suite 500, Lake Oswego, Oregon 97035
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(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code:(503) 684-4700
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Item 5. OTHER EVENTS.
On December 13, 1996, the Registrant will cause the issuance
and sale of approximately $240,000,000 initial principal amount of
Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1996-4,
Class A-1 and Class A-2, Class I S, Class II S and Class R
(collectively, the "Certificates") pursuant to a Pooling and Servicing
Agreement to be dated as of December 1, 1996, among the Registrant,
Advanta Mortgage Corp. USA, as master servicer, and Norwest Bank
Minnesota, N.A., as trustee.
In connection with the sale of the Series 1996-4, Class A-1
and Class A-2 Certificates (collectively, the "Underwritten
Certificates"), the Registrant has been advised by Morgan Stanley & Co.
Incorporated, Prudential Securities Incorporated and Lehman Brothers
Inc. (together the "Underwriters"), that the Underwriters have
furnished to prospective investors certain yield tables and other
computational materials (the "Computational Materials") with respect to
the Underwritten Certificates following the effective date of
Registration Statement No. 333-15473, which Computational Materials are
being filed as exhibits to this report.
The Computational Materials have been provided by the
Underwriters. The information in the Computational Materials is
preliminary and may be superseded by the Prospectus Supplement relating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 Underwriters
at the request of certain prospective investors, based on assumptions
provided by, and satisfying the special requirements of, such
prospective investors. The Computational Materials may be 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. Accordingly, the
Computational Materials may not be relevant to or appropriate for
investors other than those specifically requesting them.
In addition, the actual characteristics and performance of the
mortgage loans underlying the Underwritten Certificates (the "Mortgage
Loans") may differ from the assumptions used in the Computational
Materials, which are hypothetical in nature and which were provided to
certain 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 Underwritten
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
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characteristics of the Underwritten Certificates.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(a) FINANCIAL STATEMENTS.
Not applicable.
(b) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(c) EXHIBITS
ITEM 601(A) OF
REGULATION S-K
EXHIBIT NO. EXHIBIT NO. DESCRIPTION
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1 99 Computational Materials
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on behalf of the
Registrant by the undersigned thereunto duly authorized.
SOUTHERN PACIFIC SECURED ASSETS
CORP.
By: /s/ Gary Palmer
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Name: Gary Palmer
Title: Director
Dated: December 12, 1996
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EXHIBIT INDEX
Item 601 (a) of Sequentially
Exhibit Regulation S-K Numbered
Number Exhibit No. Description Page
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1 99 Computational Materials 6
