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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 19, 1998
SOUTHERN PACIFIC SECURED ASSETS CORP. (as seller under the Pooling and Servicing
Agreement, dated as of June 1, 1998, providing for, inter alia, the issuance of
Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1998-2)
SOUTHERN PACIFIC SECURED ASSETS CORP.
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(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 Number)
4949 Meadows Road, Suite 600
Lake Oswego, Oregon 97035
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (503) 684-4700
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Item 5. OTHER EVENTS.
On or about June 29, 1998, the Registrant will cause the
issuance and sale of Mortgage Loan Asset-Backed Pass-Through
Certificates, Series 1998-2, Class A-1, Class A-2, Class A-3, Class
A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class R-I
and Class R-II (collectively, the "Certificates") pursuant to a Pooling
and Servicing Agreement to be dated as of June 1, 1998, among the
Registrant, Southern Pacific Funding Corporation, as master servicer,
and Norwest Bank Minnesota, N.A., as trustee.
In connection with the sale of the Series 1998-2, Class A-1,
Class A-2, Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class
A-8 and Class A-9 Certificates (collectively, the "Underwritten
Certificates"), the Registrant has been advised by Lehman Brothers
Inc., Morgan Stanley & Co. Incorporated, Prudential Securities
Incorporated and First Union Capital Markets (together, the
"Underwriters") that the Underwriters have furnished to prospective
investors certain yield tables and other computational materials,
collateral term sheets and structural term sheets (the "Computational
Materials") with respect to the Underwritten Certificates 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
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
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life, duration, expected maturity, interest rate sensitivity and cash
flow 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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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.
SOUTHERN PACIFIC SECURED ASSETS
CORP.
By:/s/ James L. Smith
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Name: James L. Smith
Title: Director
Dated: June 19, 1998
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EXHIBIT INDEX
Exhibit No. Description Page
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1 Computational Materials P*
*The Computational Materials have been filed in paper format pursuant to the
automatic SEC exemption pursuant to Release 33-7427, August 7, 1997.
