RESIDENTIAL FUNDING MORTGAGE SECURITIES II INC
8-K, 1997-03-25
ASSET-BACKED SECURITIES
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                                  -1-

                       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: March 1, 1997
(Date of earliest event reported)



                Residential Funding Mortgage Securities II, Inc.
             (Exact name of registrant as specified in its charter)


DELAWARE                         33-80419                   41-1808858
(State or Other Juris-          (Commission           (I.R.S. Employer
diction of Incorporation)      File Number)        Identification No.)



8400 Normandale Lake Blvd., Suite 600, Minneapolis, Minnesota            55437
 (Address of Principal Executive Office)                            (Zip Code)


 Registrant's telephone number, including area code:(612) 832-7000






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Item 5.  Other Events.

                  On or about  March 27,  1997,  the  Registrant  will cause the
         issuance  and  sale of  Home  Equity  Loan-Backed  Term  Notes,  Series
         1997-HS2,  (the "Term Notes")  issued  pursuant to a an Indenture to be
         dated as of March 1, 1997, between Home Loan Equity Trust 1997-HS2,  as
         issuer, and The Chase Manhattan Bank, N.A., as indenture trustee.

                  In connection  with the sale of the Term Notes  (collectively,
         the  "Underwritten  Notes"),  the Registrant has been advised by Morgan
         Stanley & Co.  Incorporated as representative for the Underwriters (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  Notes
         following the effective date of  Registration  Statement No.  33-80419,
         which  Computational  Materials are being filed manually 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         preliminary and may be superseded by the Prospectus Supplement relating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  Underwritten  Notes and by any other  information  subsequently
         filed with the Securities and Exchange Commission.

                  The   Computational   Materials  consist  of  the  pages  (the
         "Computational  Materials")  that appear  after the Form SE cover sheet
         and the  page  headed  "NOTICE".  The  Underwriters  have  advised  the
         Registrant that certain information in the Computational  Materials may
         have been  based on  assumptions  that  differed  from the  final  pool
         information.

                  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
         revolving  credit  loans   underlying  the   Underwritten   Notes  (the
         "Revolving  Credit 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

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                                                      -3-

         prepayment and other scenarios. Any difference between such assumptions
         and the actual  characteristics and performance of the Revolving Credit
         Loans will affect the actual yield,  average life,  duration,  expected
         maturity,  interest rate sensitivity and cash flow characteristics of a
         particular class of Underwritten Notes.


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
               1                    99                 Computational Materials



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                                                      -4-

         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.


                                           RESIDENTIAL FUNDING MORTGAGE
                                           SECURITIES II, INC.

                                           By: /s/Diane S. Wold
                                           Name: Diane S. Wold
                                             Title: Vice President




Dated: March 25, 1997

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                                                      -5-

                                  EXHIBIT INDEX


                   Item 601 (a) of   Sequentially
Exhibit           Regulation S-K    Numbered
Number            Exhibit No.       Description              Page

1                    99          Computational Materials    Filed
                                                           Manually

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                                                      -6-
                                     EXHIBIT

                             (Intentionally Omitted)

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