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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): December 23, 1997
GMAC Commercial Mortgage Securities, Inc.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 333-37717 23-2811925
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(STATE OR OTHER JURISDICTION (COMMISSION) (I.R.S. EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
650 Dresher Road, Horsham, Pennsylvania 19044
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Registrant's telephone number, including area code (215) 328-3480
Not Applicable
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(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
Exhibit Index Located on Page 2
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ITEM 5. OTHER EVENTS.
On or about December 23, 1997, the Registrant will cause the issuance
and sale of approximately $1,072,702,289 initial principal amount of Mortgage
Pass-Through Certificates, Series 1997-C2, Class X, Class A-1, Class A-2, Class
A-3, Class B, Class C, Class D, Class E, Class F, Class G, Class H, Class J,
Class K, Class R-I, Class R-II and Class R-III (the "Certificates") pursuant to
a Pooling and Servicing Agreement to be dated as of December 1, 1997, among the
Registrant, GMAC Commercial Mortgage Corporation, as Servicer, and State Street
Bank and Trust Company, as Trustee. In connection with the sale of the Class
A-1, Class A-2, Class A-3, Class B, Class C, Class D and Class E Certificates
(the "Publicly Offered Certificates"), the Registrant has been advised by
Goldman, Sachs & Co. and Deutsche Morgan Grenfell Inc. (together, the
"Underwriters"), that the Underwriters have furnished to prospective investors
certain yield tables and other computational materials (the "Computational
Materials") with respect to the Publicly Offered Certificates following the
effective date of Registration Statement No. 333-37717, which Computational
Materials are being filed as exhibits to this report.
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 to 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 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 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 life, duration, expected maturity, interest rate sensitivity and
cash flow characteristics of the Certificates.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
List below the financial statements, pro forma financial information
and exhibits, if any, filed as part of this report.
(a) Financial Statements of Businesses Acquired.
Not applicable
(b) Pro Forma Financial Information.
Not applicable
(c) Exhibits.
99.1 Computational Materials prepared by the Underwriters in
connection with the sale of Publicly Offered Certificates of
the Registrant, filed pursuant to Rules 202 and 311(i) of
Regulation S-T (filed in paper).
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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.
GMAC COMMERCIAL MORTGAGE SECURITIES, INC.,
Registrant
By: /s/ Elisa George
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Name: Elisa George
Title: Vice President
Dated: December 23, 1997
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INDEX OF EXHIBITS
Exhibit Description Page
99.1 Computational Materials prepared by the Underwriters in
connection with the sale of Publicly Offered
Certificates of the Registrant, filed pursuant to Rules
202 and 311(i) of Regulation S-T (filed in paper).
