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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): June 25, 1998
SOUTHERN PACIFIC SECURED ASSETS CORP. (as depositor under an Amended and
Restated Trust Agreement, dated June 25, 1998, and pursuant to which an
Indenture was entered into, providing for, inter alia, the issuance of
Collateralized Asset-Backed Notes, Series 1998-H1)
SOUTHERN PACIFIC SECURED ASSETS CORP.
(Exact name of Registrant as specified in its charter)
California 333-52577 33-0659688
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
4949 Meadows Road, Suite 600
Lake Oswego, Oregon 97035
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code, is (503) 303-5400
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Item 2. ACQUISITION OR DISPOSITION OF ASSETS.
For a description of the Notes and the Mortgage Pool, refer to
the Indenture.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not applicable
(b) Not applicable
(c) Exhibits:
ITEM 601(A) OF
REGULATION S-K
EXHIBIT NO. EXHIBIT NO. DESCRIPTION
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1 99 Computational Materials--
Computational Materials (as
defined in Item 5) that have
been provided by the Underwriter
to certain prospective
purchasers of Southern Pacific
Secured Assets Corp.
Collateralized Asset- Backed
Notes, Series 1998-H1 (filed in
paper pursuant to the automatic
SEC exemption pursuant to
Release 33- 7427, August 7,
1997)
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Item 5. OTHER EVENTS.
On or about June 25, 1998, the Registrant will cause the
issuance and sale of approximately $99,744,000 initial principal amount
of Collateralized Asset-Backed Notes, Series 1998-H1, Class A-1, Class
A-2, Class A-3, Class A-4, Class A-5, Class A-6 IO, Class M-1, Class
M-2 and Class B-1 (collectively, the "Underwritten Notes") pursuant to
an Indenture, to be dated as of June 25, 1998, between Southern Pacific
CMN Trust Series 1998-H1, as issuer, and Norwest Bank Minnesota,
National Association, as indenture trustee.
In connection with the sale of the Underwritten Notes, the
Registrant has been advised by Greenwich Capital Markets, Inc. (the
"Underwriter"), that the Underwriter has furnished to prospective
investors certain yield tables and other computational materials (the
"Computational Materials") with respect to the Underwritten Notes
following the effective date of Registration Statement No. 333-52577,
which Computational Materials are being filed as exhibits to this
report.
The Computational Materials have been provided by the
Underwriter. The information in the Computational Materials is
preliminary and may be superseded by the Prospectus Supplement relating
to the Notes and by any other information subsequently
filed with the Securities and Exchange Commission.
The Computational Materials were prepared by the Underwriter
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 Notes (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 Notes 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 Underwritten Notes.
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SIGNATURE
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.
SOUTHERN PACIFIC SECURED ASSETS CORP.
By: /s/ James L. Smith
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Name: James L. Smith
Title: Director
Dated: June 25, 1998
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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
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