================================================================================

                       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): December 20, 2002


                       AMERIQUEST MORTGAGE SECURITIES INC.

            (as depositor under the Pooling and Servicing Agreement,
           dated as of December 1, 2002, providing for the issuance of
             Asset-Backed Pass-Through Certificates, Series 2002-D)


                       Ameriquest Mortgage Securities Inc.
                       -----------------------------------
             (Exact name of registrant as specified in its charter)
- --------------------------------------------------------------------------------




           Delaware                   333-99117           33-0885129
- -----------------                    ------------       ----------------------
(State or Other Jurisdiction         (Commission        (I.R.S. Employer
of Incorporation)                    File Number)       Identification Number)

1100 Town & Country Road, Suite 1100
Orange, California                                             92868
- ----------------------------------------                     ----------
(Address of Principal Executive Offices)                     (Zip Code)


Registrant's telephone number, including area code:  (714) 564-0660


================================================================================






                                       -2-


Item 2.           Acquisition or Disposition of Assets

         On December 6, 2002, a a series of certificates, entitled Ameriquest
Mortgage Securities Inc. Asset-Backed Pass-Through Certificates, Series 2002-D
(the "Certificates"), were issued pursuant to a pooling and servicing agreement,
dated as of December 1, 2002 (the "Agreement"), among Ameriquest Mortgage
Securities Inc. as depositor (the "Depositor"), Ameriquest Mortgage Company
("Ameriquest") as master servicer (the "Master Servicer"), Deutsche Bank
National Trust Company as trustee (the "Trustee") and Federal Home Loan Mortgage
Corporation ("Freddie Mac") as guarantor of the Class A Certificates and the
Class S Certificates.

         On December 20, 2002 following the closing of the initial issuance of
the Certificates, the Trustee purchased from the Depositor certain Subsequent
Mortgage Loans, as defined in the Agreement, with an aggregate principal balance
equal to approximately $318,008,463.51 with funds on deposit in the pre-funding
account (the "Pre-Funding Account") established pursuant to the Agreement at a
purchase price equal to the principal balance thereof, which Subsequent Mortgage
Loans were conveyed to the Trustee pursuant to a Subsequent Transfer Instrument,
dated December 20, 2002, between the Depositor and the Trustee. Attached to the
Instrument is the Mortgage Loan Schedule listing the Subsequent Mortgage Loans
that are the subject of such Instrument.

Item 5.  Other Events

Description of the Mortgage Pool

         The Certificates, issued pursuant to the Agreement, evidence in the
aggregate the entire beneficial ownership interest in a trust fund (the "Trust
Fund"), consisting primarily of a segregated pool (the "Mortgage Pool") of
conventional, one- to four- family, first lien adjustable-rate and fixed- rate
mortgage loans having original terms to maturity of not greater than 30 years
(the "Mortgage Loans"). As of the Closing Date, the Trust Fund primarily
consisted of (i) the Mortgage Pool, which consisted of Mortgage Loans having an
aggregate principal balance of approximately $1,021,941,134.60 as of December 1,
2002, (ii) the Group I Pre-Funding Account, which contained approximately
$95,583,284.76 and (iii) the Group II Pre-Funding Account, which contained
approximately $222,475,580.64.

         As more fully described above, on December 20, 2002, the Depositor
purchased the Subsequent Mortgage Loans with the funds on deposit in the
Pre-Funding Accounts.

         The tables attached as an exhibit hereto describe certain
characteristics of the Mortgage Pool as of the respective applicable Cut-off
Date.








                                       -3-

Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

                  (a)      Not applicable

                  (b)      Not applicable

                  (c)      Exhibits



      EXHIBIT NO.        DESCRIPTION


          4.2            Subsequent Transfer Instrument, dated as of December
                         20, 2002, between Ameriquest Mortgage Securities Inc.
                         as seller and Deutsche Bank National Trust Company, as
                         trustee.

          99.1           Characteristics of the Mortgage Pool as of the
                         respective applicable Cut-off Date, relating to
                         Ameriquest Mortgage Securities Inc., Asset-Backed
                         Pass-Through Certificates, Series 2002-D.







                                   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 the
undersigned thereunto duly authorized.

Dated: December 20, 2002

                                            AMERIQUEST MORTGAGE SECURITIES
                                            INC.


                                            By: /s/ John P. Grazer
                                               ------------------------------
                                            Name:   John P. Grazer
                                            Title:  Chief Financial Officer
















                            Index to Exhibits
                            -----------------



                                                                    Sequentially
   Exhibit No.                          Description                Numbered Page
   -----------                          -----------                -------------

       4.2        Subsequent Transfer Instrument

      99.1        Characteristics of the Mortgage Pool as of the
                  respective applicable Cut-off Date, relating to
                  Ameriquest Mortgage Securities Inc., Asset-
                  Backed Pass-Through Certificates, Series 2002-
                  D