RESIDENTIAL FUNDING MORTGAGE SECURITIES II INC
8-K, 1997-10-27
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: October 24, 1997
(Date of earliest event reported)



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


DELAWARE                         333-28025                   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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                                                      -2-

Item 5.  Other Events.

                  On or about October 30, 1997,  the  Registrant  will cause the
         issuance  and  sale  of Home  Loan  Pass-Through  Certificates,  Series
         1997-HS5,  (the  "Certificates")  issued  pursuant  to  a  Pooling  and
         Servicing  Agreement  to  be  dated  as of  October  1,  1997,  between
         Residential  Funding  Mortgage  Securities  II,  Inc.,  as the Company,
         Residential  Funding  Corporation  as  Master  Servicer  and The  First
         National Bank of Chicago, as Trustee.

                  In connection with the sale of the Certificates (collectively,
         the  "Underwritten  Certificates"),  the Registrant has been advised by
         Morgan Stanley Dean Witter as  representative  for the Underwriter (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
         Certificates  following the effective  date of  Registration  Statement
         No.333-28025, which Computational Materials are being filed manually 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  Underwritten   Certificates  and  by  any  other   information
         subsequently filed with the Securities and Exchange Commission.

                  The  Computational  Materials consist of the pages 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 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  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

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                                                      -3-

         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 a
         particular class of 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
               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/ Randal L. Van Zee
                                        Name: Randal L. Van Zee
                               Title:   Vice President




Dated: October 24, 1997


























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                                                      -5-



         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
                                        By:
                                        Name: Randal L. Van Zee
                               Title:   Vice President




Dated: October 24, 1997

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                                                      -6-

                                  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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                                                      -7-
                                     EXHIBIT

                             (Intentionally Omitted)

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