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) June 26, 1998 GE CAPITAL MORTGAGE SERVICES, INC. (as Seller and Servicer under the Pooling and Servicing Agreement, dated as of June 1, 1998, providing for the issuance of REMIC Multi-Class Pass-Through Certificates, Series 1998-11) GE Capital Mortgage Services, Inc. (Exact name of registrant as specified in its charter) New Jersey 33-5042 21-0627285 ---------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of incorporation) Three Executive Campus Cherry Hill, New Jersey 08002 (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code (609) 661-6100 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS General. On June 26, 1998, GE Capital Mortgage Services, Inc. ("GECMSI") offered to investors certain classes of its REMIC Multi-Class Pass-Through Certificates, Series 1998-11 (the "Certificates"), consisting of three groups of Certificates (the "Pool 1 Certificates" , "Pool 2 Certificates" and the "Pool 3 Certificates"), each evidencing beneficial ownership interests in a distinct trust fund (each, a "Trust Fund"). The assets of each Trust Fund consist primarily of a distinct pool ("Pool 1", "Pool 2" and "Pool 3", respectively, and each a "Mortgage Pool") of conventional, fixed-rate, first-lien, fully-amortizing, one- to four-family residential loans (the "Mortgage Loans"). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Prospectus dated May 26, 1998 as supplemented by the Prospectus Supplement dated June 23, 1998, each as filed by GECMSI with the Securities and Exchange Commission pursuant to Rule 424(b) under the Securities Act of 1933. The original principal balance of each Class of the Pool 1 Certificates is as follows: Class 1- A1 $191,300,000.00 Class 1- A2 $49,680,000.00 Class 1- A3 $4,860,000.00 Class 1- A4 $3,980,000.00 Class 1- A5 $3,980,000.00 Class 1- A6 $3,980,000.00 Class 1- A7 $16,800,000.00 Class 1- A8 $41,524,119.00 Class 1- A9 $3,275,000.00 Class 1- A10 $9,920,000.00 Class 1- A11 $51,000,000.00 Class 1- A12 $35,200,000.00 Class 1- A13 $14,900,000.00 Class 1- A14 $79,000.00 Class 1- A15 $45,620,000.00 Class 1- A16 $19,850,000.00 Class 1- A17 $720,000.00 Class 1- R $100.00 Class 1- M $9,579,000.00 Class 1- B1 $4,143,000.00 Class 1- B2 $2,330,000.00 Class 1- B3 $2,071,000.00 Class 1- B4 $1,036,000.00 Class 1- B5 $1,553,574.00 Class 1- PO $422,779.60 --------------- Total : $517,803,572.60 The initial Pool 1 Junior Percentage and initial Pool 1 Senior Percentage are approximately 4.00% and 96.00%, respectively. The "Pool 1 Bankruptcy Loss Amount," the "Pool 1 Fraud Loss Amount" and the "Pool 1 Special Hazard Loss Amount" as of the initial issuance of the Pool 1 Certificates are $182,510.00, $5,178,036.00 and $5,178,036.00, respectively, representing approximately .03525%, 1.0000%, and 1.0000%, respectively, of the aggregate Scheduled Principal Balances of the Pool 1 Mortgage Loans as of June 1, 1998 (the "Cut-off Date"). 2 POOL 2 The original principal balance of each Class of the Pool 2 Certificates is as follows: Class 2- A1 $23,177,880.00 Class 2- A2 $7,474,000.00 Class 2- A3 $11,633,823.00 Class 2- A4 $24,904,832.00 Class 2- A5 $24,125,000.00 Class 2- A6 $10,000,000.00 Class 2- A7 $3,016,177.00 Class 2- A8 $1,750,000.00 Class 2- A9 $1,750,000.00 Class 2- A10 $73,700,000.00 Class 2- A11 $44,500,000.00 Class 2- A12 $5,375,000.00 Class 2- A13 (1) Class 2- A14 $2,491,000.00 Class 2- A15 $2,491,000.00 Class 2- A16 $2,492,000.00 Class 2- R $100.00 Class 2- RL $100.00 Class 2- M $4,607,000.00 Class 2- B1 $1,992,000.00 Class 2- B2 $1,121,000.00 Class 2- B3 $996,000.00 Class 2- B4 $498,000.00 Class 2- B5 $747,933.00 Class 2- PO $205,476.27 --------------- Total : $249,048,321.27 (1) The Class 2-A13 Certificates are issued with an initial Notional Principle Balance of $10,000,000.00. The initial Pool 2 Junior Percentage and initial Pool 2 Senior Percentage are approximately 4.00% and 96.00%, respectively. The "Pool 2 Bankruptcy Loss Amount", the "Pool 2 Fraud Loss Amount" and the "Pool 2 Special Hazard Loss Amount" as of the initial issuance of the Pool 2 Certificates are $100,000.00, $2,490,483.00 and $4,121,887.00, respectively, representing approximately .0402%, 1.0000%, and 1.6551%, respectively, of the aggregate Scheduled Principal Balances of the Pool 2 Mortgage Loans as of the Cut-off Date. 3 POOL 3 The original principal balance of each Class of the Pool 3 Certificates is as follows: Class 3-A $112,817,662.00 Class 3-R $100.00 Class 3-M $1,157,000.00 Class 3-B1 $578,000.00 Class 3-B2 $289,000.00 Class 3-B3 $232,000.00 Class 3-B4 $173,000.00 Class 3-B5 $174,569.69 Class 3-PO $292,874.22 --------------- Total : $115,714,205.91 The initial Pool 3 Junior Percentage and initial Pool 3 Senior Percentage are approximately 2.26% and 97.74%, respectively. The "Pool 3 Bankruptcy Loss Amount", the "Pool 3 Fraud Loss Amount" and the "Pool 3 Special Hazard Loss Amount" as of the initial issuance of the Pool 3 Certificates are $100,000.00, $1,157,142.00 and $2,077,566.00, respectively, representing approximately .0864%, 1.0000%, and 1.7954%, respectively, of the aggregate Scheduled Principal Balances of the Pool 3 Mortgage Loans as of the Cut-off Date. 4 Description of the Mortgage Pool and the Mortgaged Properties Pool 1 Pool 1 consists primarily of fixed-rate, first-lien, fully-amortizing, conventional Mortgage Loans ( the "Pool 1 Mortgage Loans") evidenced by Mortgage Notes which have original maturities of 20 to 30 years and an aggregate outstanding Scheduled Principal Balance as of the Cut-off Date, after deducting payments of principal due on or before such date and prepayments of principal received before such date, of $517,803,572.60. The interest rates (the "Mortgage Rates") borne by the 1,663 Pool 1 Mortgage Loans conveyed by GECMSI to the related trust fund range from 6.2500% to 9.2500% and the weighted average Mortgage Rate of the Pool 1 Mortgage Loans as of the Cut-off Date is 7.4116% per annum (all weighted averages in this filing are weighted by aggregate outstanding Scheduled Principal Balance of all Pool 1 Mortgage Loans as of the Cut-off Date). At origination, the principal balances of the Pool 1 Mortgage Loans ranged from $38,500.00 to $1,500,000.00, and, as of the Cut-off Date, the average outstanding Scheduled Principal Balance of the Pool 1 Mortgage Loans is $311,367.15, after application of principal payments due on or before the Cut-off Date and prepayments of principal received before such date. The earliest origination date of any Pool 1 Mortgage Loan is March 1995, and the latest scheduled maturity date of any such Mortgage Loan is June 2028. The weighted average loan-to-value ratio at origination of the Pool 1 Mortgage Loans as of the Cut-off Date is 74.9382%. 5 The Pool 1 Mortgage Loans have the following characteristics as of the Cut-off Date: a) The following table sets forth information, as of the Cut-off Date, with respect to the Mortgage Rates borne by the Pool 1 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY MORTGAGE # OF AS OF AGGREGATE RATES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 6.2500% 1 $281,342.66 0.0543% 6.5000% 1 $488,557.94 0.0944% 6.6250% 3 $691,311.62 0.1335% 6.7500% 14 $3,580,962.81 0.6916% 6.8750% 53 $17,021,289.52 3.2872% 7.0000% 87 $29,498,731.38 5.6969% 7.1250% 140 $43,665,878.37 8.4329% 7.2500% 266 $83,343,243.38 16.0955% 7.3750% 343 $106,985,335.81 20.6613% 7.4500% 1 $223,322.07 0.0431% 7.5000% 309 $99,698,807.86 19.2541% 7.6250% 187 $59,888,015.60 11.5658% 7.7500% 132 $38,796,404.64 7.4925% 7.8750% 68 $18,959,928.75 3.6616% 7.9900% 1 $216,455.68 0.0418% 8.0000% 20 $6,767,956.85 1.3071% 8.1250% 15 $3,528,927.03 0.6815% 8.2500% 4 $760,568.35 0.1469% 8.3750% 4 $998,717.41 0.1929% 8.5000% 5 $1,057,305.34 0.2042% 8.6250% 3 $485,093.28 0.0937% 8.7500% 2 $321,909.22 0.0622% 8.8750% 1 $82,507.03 0.0159% 9.1250% 1 $210,000.00 0.0406% 9.2500% 2 $251,000.00 0.0485% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% 6 b) The following table sets forth information, as of the Cut-off Date, with respect to the original principal balances of the Pool 1 Mortgage Loans : AGGREGATE % OF BALANCES POOL BY ORIGINAL # OF AS OF AGGREGATE BALANCES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- $ 0 - 227,150 188 $30,212,763.94 5.8348% $227,151 - 250,000 218 $52,690,131.35 10.1757% $250,001 - 300,000 575 $157,594,711.96 30.4352% $300,001 - 350,000 278 $89,838,969.23 17.3500% $350,001 - 400,000 174 $65,717,914.57 12.6917% $400,001 - 450,000 81 $34,747,573.84 6.7106% $450,001 - 600,000 106 $54,069,732.00 10.4421% $600,001 - 650,000 26 $16,539,485.22 3.1942% $650,001 - 1,000,000 + 17 $16,392,290.49 3.1657% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% The largest outstanding Scheduled Principal Balance of any Pool 1 Mortgage Loan, as of the Cut-off Date, is $1,500,000.00. The smallest outstanding Scheduled Principal Balance of any Pool 1 Mortgage Loan, as of the Cut-off Date, is $38,500.00. c) The following table sets forth information, as of the Cut-off Date, with respect to the years of origination of the Pool 1 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE - ----------- ----- ------------ --------- 1995 2 $572,105.61 0.1105% 1996 3 $700,076.19 0.1352% 1997 55 $16,176,093.71 3.1240% 1998 1,603 $500,355,297.09 96.6303% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% 7 d) The following table sets forth information, as of the Cut-off Date, with respect to the loan-to-value ratios of the Pool 1 Mortgage Loans at origination: LOAN- AGGREGATE % OF TO-VALUE BALANCES POOL BY RATIO AT # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 00.000 - 50.00 70 $24,000,535.55 4.6351% 50.001 - 60.00 94 $32,243,484.50 6.2270% 60.001 - 70.00 218 $75,929,293.03 14.6637% 70.001 - 75.00 245 $81,446,888.71 15.7293% 75.001 - 80.00 759 $229,576,161.45 44.3365% 80.001 - 85.00 31 $8,751,996.38 1.6902% 85.001 - 90.00 133 $37,654,060.82 7.2719% 90.001 - 95.00 113 $28,201,152.16 5.4463% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% e) The following table sets forth information, as of the Cut-off Date, with respect to the type of Mortgaged Properties securing the Pool 1 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY TYPE OF # OF AS OF AGGREGATE DWELLING LOANS CUT-OFF DATE BALANCE - -------- ----- ------------ --------- Single-family detached 1,492 $470,771,508.12 90.9169% Single-family attached 57 $16,146,429.64 3.1183% Condominium 83 $21,377,896.66 4.1286% 2 - 4 Family Units 28 $8,154,738.18 1.5749% Co-op 3 $1,353,000.00 0.2613% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% f) The following table sets forth information, as of the Cut-off Date, with respect to the occupancy status of the Mortgaged Properties securing the Pool 1 Mortgage Loans as represented by the mortgagors at origination: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE OCCUPANCY LOANS CUT-OFF DATE BALANCE - --------- ----- ------------ --------- Owner Occupied 1,619 $506,607,767.85 97.8378% Vacation 27 $8,344,311.90 1.6115% Investment 17 $2,851,492.85 0.5507% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% 8 g) The following table sets forth information, as of the Cut-off Date, with respect to the geographic distribution of the Mortgaged Properties securing the Pool 1 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE STATE LOANS CUT-OFF DATE BALANCE - ----- ----- ------------ --------- Alabama 1 $272,897.33 0.0527% Alaska 3 $1,138,431.80 0.2199% Arizona 26 $7,654,969.95 1.4784% California 818 $258,675,387.26 49.9566% Colorado 32 $9,828,564.68 1.8981% Connecticut 40 $12,176,125.10 2.3515% Delaware 3 $794,733.87 0.1535% District Of Columbia 6 $2,361,863.09 0.4561% Florida 28 $8,489,425.53 1.6395% Georgia 22 $7,687,355.72 1.4846% Hawaii 6 $1,834,258.30 0.3542% Illinois 44 $14,796,349.99 2.8575% Indiana 9 $2,576,820.55 0.4976% Kansas 2 $772,815.21 0.1492% Kentucky 1 $299,575.15 0.0579% Louisiana 6 $1,534,812.17 0.2964% Maine 1 $449,621.95 0.0868% Maryland 50 $15,614,818.46 3.0156% Massachusetts 110 $34,229,599.34 6.6105% Michigan 13 $3,859,245.62 0.7453% Minnesota 14 $4,248,426.93 0.8205% Mississippi 1 $559,145.16 0.1080% Missouri 2 $599,782.14 0.1158% Montana 1 $250,856.82 0.0484% Nebraska 2 $715,556.42 0.1382% Nevada 11 $2,976,727.91 0.5749% New Hampshire 6 $1,382,269.31 0.2669% New Jersey 94 $29,234,168.60 5.6458% New Mexico 12 $4,335,729.59 0.8373% New York 47 $14,333,241.98 2.7681% North Carolina 7 $1,871,747.88 0.3615% Ohio 14 $3,816,806.60 0.7371% Oklahoma 1 $246,622.94 0.0476% Oregon 12 $3,659,675.67 0.7068% Pennsylvania 40 $11,599,916.00 2.2402% Rhode Island 5 $1,299,595.68 0.2510% South Carolina 5 $1,401,055.23 0.2706% South Dakota 1 $259,603.10 0.0501% Tennessee 7 $1,818,776.72 0.3512% Texas 53 $15,516,835.84 2.9967% Utah 4 $2,151,197.09 0.4154% Vermont 4 $1,175,418.40 0.2270% Virginia 61 $18,315,571.10 3.5372% Washington 28 $7,937,131.37 1.5328% West Virginia 2 $771,153.49 0.1489% Wisconsin 8 $2,278,889.56 0.4401% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% 9 h) The following table sets forth information, as of the Cut-off Date, with respect to the maturity dates of the Pool 1 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE MATURITY LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 2018 17 $4,653,177.77 0.8986% 2022 1 $216,683.00 0.0418% 2023 9 $2,869,802.03 0.5542% 2024 1 $240,037.62 0.0464% 2025 1 $264,958.10 0.0512% 2026 4 $1,094,343.93 0.2113% 2027 40 $11,900,117.14 2.2982% 2028 1,590 $496,564,453.01 95.8983% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% The weighted average scheduled remaining term to maturity of the Pool 1 Mortgage Loans calculated as of the Cut-off Date is 358 months. i) The following table sets forth information, as of the Cut-off Date, with respect to the purpose of the Pool 1 Mortgage Loans. The basis for such determination is the making of a representation by the Mortgagor at origination. AGGREGATE % OF BALANCES POOL BY PURPOSE # OF AS OF AGGREGATE OF LOAN LOANS CUT-OFF DATE BALANCE - ------- ----- ------------ --------- Purchase 799 $240,787,078.54 46.5016% Rate Term/Refinance 666 $216,823,902.36 41.8738% Cash-out Refinance 198 $60,192,591.70 11.6246% ----- --------------- --------- Total 1,663 $517,803,572.60 100.0000% 10 Pool 2 Pool 2 consists primarily of fixed-rate, first-lien, fully-amortizing, conventional Mortgage Loans (the "Pool 2 Mortgage Loans") evidenced by Mortgage Notes which have original maturities of 20 to 30 years and an aggregate outstanding Scheduled Principal Balance as of the Cut-off Date, after deducting payments of principal due on or before such date and prepayments of principal received before such date, of $249,048,321.27. The interest rates (the "Mortgage Rates") borne by the 817 Pool 2 Mortgage Loans conveyed by GECMSI to the related trust fund range from 6.6250% to 9.2500% and the weighted average Mortgage Rate of the Pool 2 Mortgage Loans as of the Cut-off Date is 7.4404% per annum (all weighted averages in this filing are weighted by aggregate outstanding Scheduled Principal Balance of all Pool 2 Mortgage Loans as of the Cut-off Date). At origination, the principal balances of the Pool 2 Mortgage Loans ranged from $39,9000.00 to $1,000,000.00, and, as of the Cut-off Date, the average outstanding Scheduled Principal Balance of the Pool 2 Mortgage Loans is $304,832.71, after application of principal payments due on or before the Cut-off Date and prepayments of principal received before such date. The earliest origination date of any Pool 2 Mortgage Loan is November 1996, and the latest scheduled maturity date of any such Mortgage Loan is June 2028. The weighted average loan-to-value ratio at origination of the Pool 2 Mortgage Loans as of the Cut-off Date is 75.6027%. 11 The Pool 2 Mortgage Loans have the following characteristics as of the Cut-off Date: a) The following table sets forth information, as of the Cut-off Date, with respect to the Mortgage Rates borne by the Pool 2 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY MORTGAGE # OF AS OF AGGREGATE RATES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 6.6250% 1 $300,000.00 0.1205% 6.7500% 9 $2,843,324.69 1.1417% 6.8750% 26 $8,672,342.40 3.4822% 7.0000% 42 $12,327,447.81 4.9498% 7.1250% 51 $16,377,503.90 6.5760% 7.2500% 124 $39,763,957.57 15.9664% 7.3750% 120 $37,434,786.16 15.0311% 7.5000% 176 $53,322,254.66 21.4104% 7.6250% 115 $34,074,739.08 13.6820% 7.7500% 75 $22,713,957.85 9.1203% 7.8000% 1 $215,235.48 0.0864% 7.8750% 49 $14,544,275.25 5.8399% 8.0000% 12 $2,767,626.81 1.1113% 8.1250% 3 $1,238,994.40 0.4975% 8.2500% 5 $1,217,649.99 0.4889% 8.3750% 2 $426,125.17 0.1711% 8.5000% 1 $263,666.71 0.1059% 8.6250% 1 $64,761.74 0.0260% 8.7500% 2 $291,571.60 0.1171% 8.8750% 1 $62,100.00 0.0249% 9.2500% 1 $126,000.00 0.0506% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% 12 b) The following table sets forth information, as of the Cut-off Date, with respect to the original principal balances of the Pool 2 Mortgage Loans : AGGREGATE % OF BALANCES POOL BY ORIGINAL # OF AS OF AGGREGATE BALANCES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- $ 0 - 227,150 115 $19,502,129.76 7.8307% $227,151 - 250,000 118 $28,245,206.96 11.3413% $250,001 - 300,000 256 $70,155,783.45 28.1694% $300,001 - 350,000 142 $45,999,756.03 18.4702% $350,001 - 400,000 71 $26,681,175.31 10.7133% $400,001 - 450,000 39 $16,711,027.33 6.7100% $450,001 - 600,000 56 $28,506,614.46 11.4462% $600,001 - 650,000 15 $9,288,355.23 3.7295% $650,001 - 1,000,000 + 5 $3,958,272.74 1.5894% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% The largest outstanding Scheduled Principal Balance of any Pool 2 Mortgage Loan, as of the Cut-off Date, is $1,000,000.00. The smallest outstanding Scheduled Principal Balance of any Pool 2 Mortgage Loan, as of the Cut-off Date, is $39,877.04. c) The following table sets forth information, as of the Cut-off Date, with respect to the years of origination of the Pool 2 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE - ----------- ----- ------------ --------- 1996 1 $251,694.56 0.1011% 1997 39 $11,052,628.92 4.4379% 1998 777 $237,743,997.79 95.4610% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% 13 d) The following table sets forth information, as of the Cut-off Date, with respect to the loan-to-value ratios of the Pool 2 Mortgage Loans at origination: LOAN- AGGREGATE % OF TO-VALUE BALANCES POOL BY RATIO AT # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 00.000 - 50.00 29 $9,400,750.60 3.7747% 50.001 - 60.00 39 $11,945,847.22 4.7966% 60.001 - 70.00 98 $34,195,204.77 13.7304% 70.001 - 75.00 138 $46,536,156.25 18.6856% 75.001 - 80.00 359 $106,417,671.16 42.7297% 80.001 - 85.00 17 $4,461,507.11 1.7914% 85.001 - 90.00 89 $24,464,810.81 9.8233% 90.001 - 95.00 48 $11,626,373.35 4.6683% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% e) The following table sets forth information, as of the Cut-off Date, with respect to the type of Mortgaged Properties securing the Pool 2 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY TYPE OF # OF AS OF AGGREGATE DWELLING LOANS CUT-OFF DATE BALANCE - -------- ----- ------------ --------- Single-family detached 738 $227,603,820.17 91.3895% Single-family attached 25 $6,825,501.71 2.7406% Condominium 35 $10,063,553.12 4.0408% 2 - 4 Family Units 19 $4,555,446.27 1.8291% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% f) The following table sets forth information, as of the Cut-off Date, with respect to the occupancy status of the Mortgaged Properties securing the Pool 2 Mortgage Loans as represented by the mortgagors at origination: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE OCCUPANCY LOANS CUT-OFF DATE BALANCE - --------- ----- ------------ --------- Owner Occupied 785 $242,251,753.81 97.2710% Vacation 17 $4,795,844.70 1.9257% Investment 15 $2,000,722.76 0.8033% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% 14 g) The following table sets forth information, as of the Cut-off Date, with respect to the geographic distribution of the Mortgaged Properties securing the Pool 2 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE STATE LOANS CUT-OFF DATE BALANCE - ----- ----- ------------ --------- Alabama 2 $484,964.19 0.1947% Arizona 12 $3,677,781.19 1.4767% California 391 $122,261,223.91 49.0915% Colorado 39 $12,143,389.78 4.8759% Connecticut 10 $2,939,097.99 1.1801% District Of Columbia 6 $1,820,588.77 0.7310% Florida 15 $4,726,301.21 1.8977% Georgia 20 $6,185,241.64 2.4836% Hawaii 2 $672,000.00 0.2698% Illinois 20 $6,277,524.48 2.5206% Indiana 2 $539,369.59 0.2166% Kentucky 1 $318,000.00 0.1277% Louisiana 1 $540,000.00 0.2168% Maryland 27 $7,262,445.97 2.9161% Massachusetts 45 $14,514,145.17 5.8278% Michigan 1 $299,747.96 0.1204% Minnesota 9 $2,479,053.31 0.9954% Mississippi 1 $439,014.25 0.1763% Missouri 2 $572,384.45 0.2298% Nevada 5 $1,555,311.75 0.6245% New Hampshire 2 $583,768.45 0.2344% New Jersey 34 $10,102,319.13 4.0564% New Mexico 2 $257,104.37 0.1032% New York 26 $7,454,552.67 2.9932% North Carolina 3 $812,066.90 0.3261% Ohio 4 $745,307.46 0.2993% Oklahoma 2 $424,500.00 0.1704% Oregon 7 $2,112,316.36 0.8482% Pennsylvania 28 $9,483,314.97 3.8078% Rhode Island 2 $398,777.36 0.1601% South Carolina 3 $892,120.48 0.3582% Tennessee 3 $1,885,306.53 0.7570% Texas 36 $8,949,980.11 3.5937% Utah 5 $1,630,437.67 0.6547% Virginia 38 $10,410,972.31 4.1803% Washington 10 $2,912,890.89 1.1696% Wisconsin 1 $285,000.00 0.1144% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% 15 h) The following table sets forth information, as of the Cut-off Date, with respect to the maturity dates of the Pool 2 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE MATURITY LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 2017 1 $345,461.57 0.1387% 2018 11 $2,972,434.97 1.1935% 2023 1 $498,737.30 0.2003% 2025 1 $281,013.21 0.1128% 2026 2 $744,311.97 0.2989% 2027 27 $6,781,518.86 2.7230% 2028 774 $237,424,843.39 95.3328% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% The weighted average scheduled remaining term to maturity of the Pool 2 Mortgage Loans calculated as of the Cut-off Date is 357 months. i) The following table sets forth information, as of the Cut-off Date, with respect to the purpose of the Pool 2 Mortgage Loans. The basis for such determination is the making of a representation by the Mortgagor at origination. AGGREGATE % OF BALANCES POOL BY PURPOSE # OF AS OF AGGREGATE OF LOAN LOANS CUT-OFF DATE BALANCE - ------- ----- ------------ --------- Purchase 377 $110,986,577.80 44.5643% Rate Term/Refinance 330 $102,945,445.74 41.3355% Cash-out Refinance 110 $35,116,297.73 14.1002% ----- --------------- --------- Total 817 $249,048,321.27 100.0000% 16 Pool 3 Pool 3 consists primarily of fixed-rate, first-lien, fully-amortizing, conventional Mortgage Loans (the "Pool 3 Mortgage Loans") evidenced by Mortgage Notes which have original maturities of 10 to 15 years and an aggregate outstanding Scheduled Principal Balance as of the Cut-off Date, after deducting payments of principal due on or before such date and prepayments of principal received before such date, of $115,714,205.91. The interest rates (the "Mortgage Rates") borne by the 366 Pool 3 Mortgage Loans conveyed by GECMSI to the related trust fund range from 6.0000% to 8.2500% and the weighted average Mortgage Rate of the Pool 3 Mortgage Loans as of the Cut-off Date is 7.1179% per annum (all weighted averages in this filing are weighted by aggregate outstanding Scheduled Principal Balance of all Pool 3 Mortgage Loans as of the Cut-off Date). At origination, the principal balances of the Pool 3 Mortgage Loans ranged from $23,000.00 to $1,042,000.00, and, as of the Cut-off Date, the average outstanding Scheduled Principal Balance of the Pool 3 Mortgage Loans is $316,159.03, after application of principal payments due on or before the Cut-off Date and prepayments of principal received before such date. The earliest origination date of any Pool 3 Mortgage Loan is August 1994, and the latest scheduled maturity date of any such Mortgage Loan is June 2013. The weighted average loan-to-value ratio at origination of the Pool 3 Mortgage Loans as of the Cut-off Date is 68.0658%. 17 The Pool 3 Mortgage Loans have the following characteristics as of the Cut-off Date: a) The following table sets forth information, as of the Cut-off Date, with respect to the Mortgage Rates borne by the Pool 3 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY MORTGAGE # OF AS OF AGGREGATE RATES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 6.0000% 1 $127,559.86 0.1102% 6.1250% 1 $221,702.10 0.1916% 6.2500% 4 $1,178,473.18 1.0184% 6.3750% 3 $879,275.35 0.7599% 6.5000% 10 $2,499,543.14 2.1601% 6.6250% 10 $3,337,311.44 2.8841% 6.7500% 9 $2,356,434.84 2.0364% 6.8750% 33 $12,270,089.54 10.6038% 7.0000% 67 $22,002,673.21 19.0147% 7.1250% 82 $27,572,592.39 23.8282% 7.2500% 64 $21,006,673.68 18.1539% 7.3750% 36 $11,738,056.34 10.1440% 7.5000% 16 $4,479,423.72 3.8711% 7.6250% 9 $2,341,365.74 2.0234% 7.6500% 1 $90,570.54 0.0783% 7.7500% 10 $1,843,701.18 1.5933% 7.8750% 4 $632,268.63 0.5464% 8.0000% 3 $619,594.81 0.5355% 8.1250% 2 $368,815.94 0.3187% 8.2500% 1 $148,080.28 0.1280% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% 18 b) The following table sets forth information, as of the Cut-off Date, with respect to the original principal balances of the Pool 3 Mortgage Loans : AGGREGATE % OF BALANCES POOL BY ORIGINAL # OF AS OF AGGREGATE BALANCES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- $ 0 - 227,150 76 $10,144,195.17 8.7666% $227,151 - 250,000 32 $7,678,215.53 6.6355% $250,001 - 300,000 93 $25,461,364.31 22.0037% $300,001 - 350,000 56 $18,339,904.97 15.8493% $350,001 - 400,000 37 $13,894,910.81 12.0080% $400,001 - 450,000 23 $9,744,094.57 8.4208% $450,001 - 600,000 26 $13,204,316.13 11.4111% $600,001 - 650,000 10 $6,419,567.77 5.5478% $650,001 - 1,000,000 + 13 $10,827,636.65 9.3572% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% The largest outstanding Scheduled Principal Balance of any Pool 3 Mortgage Loan, as of the Cut-off Date, is $1,038,783.38. The smallest outstanding Scheduled Principal Balance of any Pool 3 Mortgage Loan, as of the Cut-off Date, is $22,728.50. c) The following table sets forth information, as of the Cut-off Date, with respect to the years of origination of the Pool 3 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 1994 1 $234,266.61 0.2025% 1996 2 $247,543.72 0.2139% 1997 16 $3,576,602.73 3.0909% 1998 347 $111,655,792.85 96.4927% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% 19 d) The following table sets forth information, as of the Cut-off Date, with respect to the loan-to-value ratios of the Pool 3 Mortgage Loans at origination: LOAN- AGGREGATE % OF TO-VALUE BALANCES POOL BY RATIO AT # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 00.000 - 50.00 34 $10,080,098.84 8.7112% 50.001 - 60.00 51 $19,807,285.32 17.1174% 60.001 - 70.00 91 $30,293,216.75 26.1793% 70.001 - 75.00 55 $18,219,451.98 15.7452% 75.001 - 80.00 110 $31,425,593.72 27.1580% 80.001 - 85.00 5 $1,058,178.46 0.9145% 85.001 - 90.00 15 $3,567,619.18 3.0831% 90.001 - 95.00 5 $1,262,761.66 1.0913% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% e) The following table sets forth information, as of the Cut-off Date, with respect to the type of Mortgaged Properties securing the Pool 3 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY TYPE OF # OF AS OF AGGREGATE DWELLING LOANS CUT-OFF DATE BALANCE - -------- ----- ------------ --------- Single-family detached 339 $109,069,144.91 94.2574% Single-family attached 10 $3,781,442.49 3.2679% Condominium 14 $2,471,121.89 2.1355% 2 - 4 Family Units 3 $392,496.62 0.3392% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% f) The following table sets forth information, as of the Cut-off Date, with respect to the occupancy status of the Mortgaged Properties securing the Pool 3 Mortgage Loans as represented by the mortgagors at origination: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE OCCUPANCY LOANS CUT-OFF DATE BALANCE - --------- ----- ------------ --------- Owner Occupied 339 $109,878,374.22 94.9567% Vacation 21 $5,334,212.87 4.6098% Investment 6 $501,618.82 0.4335% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% 20 g) The following table sets forth information, as of the Cut-off Date, with respect to the geographic distribution of the Mortgaged Properties securing the Pool 3 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE STATE LOANS CUT-OFF DATE BALANCE - ----- ----- ------------ --------- Alabama 2 $434,360.10 0.3754% Arizona 10 $2,886,554.83 2.4946% Arkansas 1 $317,521.46 0.2744% California 107 $37,213,486.22 32.1600% Colorado 5 $1,094,435.37 0.9458% Connecticut 6 $1,818,102.80 1.5712% Delaware 3 $954,187.27 0.8246% District Of Columbia 1 $350,500.00 0.3029% Florida 14 $4,548,227.85 3.9306% Georgia 7 $1,706,430.91 1.4747% Hawaii 1 $247,769.86 0.2141% Idaho 1 $64,393.12 0.0556% Illinois 14 $4,652,558.71 4.0207% Kentucky 1 $426,641.40 0.3687% Louisiana 4 $1,048,700.28 0.9063% Maryland 12 $3,101,384.67 2.6802% Massachusetts 23 $7,290,953.18 6.3008% Michigan 5 $1,659,496.55 1.4341% Minnesota 7 $2,225,133.03 1.9230% Montana 1 $301,000.00 0.2601% Nebraska 1 $324,971.49 0.2808% Nevada 7 $1,796,686.72 1.5527% New Hampshire 4 $977,939.40 0.8451% New Jersey 19 $4,439,783.48 3.8369% New Mexico 2 $753,942.80 0.6516% New York 16 $3,881,115.51 3.3541% North Carolina 3 $945,201.74 0.8168% North Dakota 1 $281,000.00 0.2428% Ohio 2 $532,471.15 0.4602% Oklahoma 3 $984,594.74 0.8509% Oregon 3 $949,365.50 0.8204% Pennsylvania 22 $7,025,178.58 6.0711% South Carolina 1 $262,000.00 0.2264% Tennessee 8 $3,598,022.25 3.1094% Texas 22 $7,111,686.81 6.1459% Utah 3 $1,066,699.14 0.9218% Vermont 3 $1,009,643.44 0.8725% Virginia 8 $2,576,596.36 2.2267% Washington 6 $2,268,172.94 1.9602% West Virginia 1 $474,019.11 0.4096% Wisconsin 6 $2,113,277.14 1.8263% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% 21 h) The following table sets forth information, as of the Cut-off Date, with respect to the maturity dates of the Pool 3 Mortgage Loans: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE MATURITY LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 2007 1 $228,248.21 0.1973% 2008 6 $1,615,029.48 1.3957% 2011 4 $1,409,364.92 1.2180% 2012 12 $2,456,454.38 2.1229% 2013 343 $110,005,108.92 95.0661% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% The weighted average scheduled remaining term to maturity of the Pool 3 Mortgage Loans calculated as of the Cut-off Date is 179 months. i) The following table sets forth information, as of the Cut-off Date, with respect to the purpose of the Pool 3 Mortgage Loans The basis for such determination is the making of a representation by the Mortgagor at origination. AGGREGATE % OF BALANCES POOL BY PURPOSE # OF AS OF AGGREGATE OF LOAN LOANS CUT-OFF DATE BALANCE - ------- ----- ------------ --------- Purchase 82 $21,176,852.52 18.3010% Rate Term/Refinance 221 $75,920,492.85 65.6104% Cash-out Refinance 63 $18,616,860.54 16.0886% ----- --------------- --------- Total 366 $115,714,205.91 100.0000% 22 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS. 1.1 The Underwriting Agreement, dated as of June 22, 1995, and the related Terms Agreement, dated as of June 23, 1998, for certain of the Series 1998-11 Certificates between GE Capital Mortgage Services, Inc. and Credit Suisse First Boston Corporation. 1.2 The Underwriting Agreement, dated as of October 23, 1995, and the related Terms Agreement, dated as of June 23, 1998, for certain of the Series 1998-11 Certificates between GE Capital Mortgage Services, Inc. and Salomon Brothers Inc. 1.4 The Pooling and Servicing Agreement for the Series 1998-11 Certificates, dated as of June 1, 1998, between GE Capital Mortgage Services, Inc., as seller and servicer, and State Street Bank and Trust Company, as trustee. 23 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. GE Capital Mortgage Services, Inc. By: /s/ Syed W. Ali -------------------------- Name: Syed W. Ali Title: Vice President Dated as of June 26, 1998 24 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. GE Capital Mortgage Services, Inc. By: -------------------------- Name: Syed W. Ali Title: Vice President Dated as of June 26, 1998 25 EXHIBIT INDEX The exhibits are being filed herewith: - ----------------------------------------------------------------- EXHIBIT NO. DESCRIPTION PAGE - ----------------------------------------------------------------- 1.1 The Underwriting Agreement, dated as of June 22, 1995, and the related Terms Agreement, dated as of June 23, 1998, for certain of the Series 1998-11 Certificates between GE Capital Mortgage Services, Inc. and Credit Suisse First Boston Corporation. 1.2 The Underwriting Agreement, dated as of October 23, 1995, and the related Terms Agreement, dated as of June 23, 1998, for certain of the Series 1998-11 Certificates between GE Capital Mortgage Services, Inc. and Saloman Brothers Inc. 4.1 The Pooling and Servicing Agreement for the Series 1998-11 Certificates, dated as of June 1, 1998, between GE Capital Mortgage Services, Inc., as seller and servicer, and State Street Bank and Trust Company, as trustee. - ----------------------------------------------------------------- 26