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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) November 3, 1998
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GMAC Commercial Mortgage Securities, Inc.---------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
333-37717 23-2811925
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(Commission File Number) (I.R.S. Employer Identification No.)
650 Dresher Road, Horsham, Pennsylvania 19044
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(Address of Principal Executive Offices) (Zip Code)
(215) 328-3164
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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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 Business Acquired.
Not applicable
(b) Pro Forma Financial Information.
Not applicable
(c) Exhibits.
Exhibit
No. Document Description
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99.1 First Amendment to Mortgage Loan Purchase Agreement, dated
as of August 21, 1998, between GMAC Commercial Mortgage
Corporation as seller and GMAC Commercial Mortgage Securities,
Inc. as purchaser.
-2-
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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 hereunto duly authorized.
GMAC COMMERCIAL MORTGAGE SECURITIES,
INC.
(Registrant)
Dated: November 3, 1998 By: /s/ David Lazarus
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Name: David Lazarus
Title: Vice President
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INDEX TO EXHIBITS
Exhibit
No. Document Description
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99.1 First Amendment to Mortgage Loan Purchase Agreement, dated
as of August 21, 1998, between GMAC Commercial Mortgage
Corporation as seller and GMAC Commercial Mortgage Securities,
Inc. as purchaser.
FIRST AMENDMENT
to
MORTGAGE LOAN PURCHASE AGREEMENT
This First Amendment to the Mortgage Loan Purchase Agreement,
dated as of August 21, 1998 (this "Amendment"), is by and between GMAC
Commercial Mortgage Securities, Inc., a Delaware corporation, as purchaser
(the "Purchaser"), and GMAC Commercial Mortgage Corporation, a California
corporation, as seller (the "Seller").
R E C I T A L S
WHEREAS, each of the Seller and the Purchaser is a party to that
certain Mortage Loan Purchase Agreement, dated as of August 21, 1998 (the
"Mortgage Loan Purchase Agreement").
WHEREAS, the amount of the Aggregate Cut-off Date Balance was
incorrectly set forth in the Mortgage Loan Purchase Agreement.
WHEREAS, the parties hereto desire to correct such mistake by
amending the Mortgage Loan Purchase Agreement as set forth herein.
THEREFORE, each of the parties hereto hereby agrees as follows:
SECTION 1. DEFINITIONS. Capitalized terms used in the Amendment and
not otherwise defined herein shall have the meanings assigned thereto in the
Mortgage Loan Purchase Agreement.
SECTION 2. AMENDMENT. Section 1 of the Mortgage Loan Purchase
Agreement shall be, and hereby is, amended such that the "Aggregate Cut-off
Date Balance" is $456,372,670.69.
SECTION 3. MISCELLANEOUS PROVISIONS.
SECTION 3.1. Reaffirmation. As hereby amended, the Mortgage
Loan Purchase Agreement is hereby ratified and reaffirmed by each of
the parties thereto.
SECTION 3.2. Captions. The various captions in this
Amendment are included for convenience only and shall not affect the
meaning or interpretation of any provision of this Amendment.
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SECTION 3.3. GOVERNING LAW. THIS AMENDMENT AND THE
RIGHTS, DUTIES, OBLIGATIONS AND RESPONSIBILITIES OF THE PARTIES
HERETO SHALL BE GOVERNED IN ACCORDANCE WITH THE INTERNAL LAWS AND
DECISIONS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICTS OF
LAW PRINCIPLES EXCEPT THAT THE PARTIES HERETO INTEND THAT THE
PROVISIONS OF SECTION 5- 1401 OF THE NEW YORK GENERAL OBLIGATIONS
SHALL APPLY TO THIS AGREEMENT.
SECTION 3.4. Execution in Counterparts. This Amendment
may be executed in any number of counterparts and by the different
parties hereto in separate counterparts, each of which when so
executed shall be deemed to be an original and all of which when
taken together shall constitute one and the same Amendment.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed by their respective officers thereunto duly authorized on November
3, 1998.
GMAC COMMERCIAL MORTGAGE
CORPORATION, as Seller
By: /s/ David Lazarus
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Name: David Lazarus
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Title: Vice President
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GMAC COMMERCIAL MORTGAGE
SECURITIES, INC., as Purchaser
By: /s/ David Lazarus
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Name: David Lazarus
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Title: Vice President
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