SOUTHERN PACIFIC SECURED ASSETS CORP.
COMPANY
SOUTHERN PACIFIC FUNDING CORPORATION
MASTER SERVICER
Mortgage Loan Asset-Backed Pass-Through Certificates
Series 1998-2
$* Class A-9 Certificates
-------------------
Supplement dated August 18, 1998
to
Prospectus Supplement dated June 25, 1998
to
Prospectus dated June 23, 1998
-------------------
* The Certificate Principal Balance of the Class A-9 Certificate is based on the
Notional Balance as described in the Prospectus Supplement
The Class A-9 Certificates will be purchased from the Company by Prudential
Securities Incorporated (the "Underwriter"), pursuant to an Underwriting
Agreement (the "Underwriting Agreement") among the Company, Southern Pacific
Funding Corporation and the Underwriter. The proceeds to the Company from any
sale of the Class A-9 Certificates will be equal to $10,576,603.23.
(CONTINUED ON THE FOLLOWING PAGE)
<PAGE>
THIS SUPPLEMENT MUST BE DELIVERED TOGETHER WITH THE PROSPECTUS AND PROSPECTUS
SUPPLEMENT REFERRED TO ABOVE, AND SHOULD BE READ IN CONJUNCTION THEREWITH.
PRUDENTIAL SECURITIES INCORPORATED
The Underwriter intends to offer the Class A-9 Certificate from time to time to
the public in negotiated transactions or otherwise at varying prices to be
determined at the time of sale. The Underwriter may effect such transactions by
selling the Class A-9 Certificate to or through dealers. In connection with the
purchase and sale of the Class A-9 Certificate, the Underwriter and any dealers
that may participate with the Underwriter in such resale of the Class A-9
Certificate may be deemed to have received compensation from the Company in the
form of discounts or commissions or, in the case of such dealers, compensation
from the Underwriter in the form of discounts, concessions or commissions. The
Underwriting Agreement provides that the Company will indemnify the Underwriter
against certain civil liabilities under the Securities Act of 1933, as amended,
or contribute to payments required to be made thereof.
THIS SUPPLEMENT MUST BE DELIVERED TOGETHER WITH THE PROSPECTUS AND PROSPECTUS
SUPPLEMENT REFERRED TO ABOVE, AND SHOULD BE READ IN CONJUNCTION THEREWITH.
UNTIL NOVEMBER 19, 1998, ALL DEALERS EFFECTING TRANSACTIONS IN THE CLASS A-9
CERTIFICATE, WHETHER OR NOT PARTICIPATING IN THIS DISTRIBUTION, MAY BE REQUIRED
TO DELIVER A PROSPECTUS (INCLUDING THE PROSPECTUS SUPPLEMENT AND THIS
SUPPLEMENT). THIS DELIVERY REQUIREMENT IS IN ADDITION TO THE OBLIGATION OF
DEALERS TO DELIVER A PROSPECTUS WHEN ACTING AS UNDERWRITERS AND WITH RESPECT TO
THEIR UNSOLD ALLOTMENTS OR SUBSCRIPTIONS.
