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 30, 1998 GE CAPITAL MORTGAGE SERVICES, INC. (as Seller and Servicer under the Pooling and Servicing Agreement, dated as of November 1, 1998, providing for the issuance of REMIC Multi-Class Pass-Through Certificates, Series 1998-23) 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 November 30, 1998, GE Capital Mortgage Services, Inc. ("GECMSI") offered to investors certain classes of its REMIC Multi-Class Pass-Through Certificates, Series 1998-23 (the "Certificates") evidencing beneficial ownership interests in a trust fund (the "Trust Fund"). The assets of the Trust Fund consist primarily of a pool ("Pool 1998-23") of conventional, 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 October 22, 1998 as supplemented by the Prospectus Supplement dated November 23, 1998. The original principal balance of each Class of the Certificates is as follows: Class A $500,713,877.00 Class R $100.00 Class M $9,649,000.00 Class B1 $4,172,000.00 Class B2 $2,347,000.00 Class B3 $2,087,000.00 Class B4 $1,043,000.00 Class B5 $1,565,082.67 --------------- Total : $521,577,059.67 The initial Junior Percentage and initial Senior Percentage for Pool 1998-23 are approximately 4.00% and 96.00%, respectively. The "Bankruptcy Loss Amount," the "Fraud Loss Amount" and the "Special Hazard Loss Amount" for Pool 1998-23 as of the initial issuance of the Certificates are $177,564.00, $5,215,771.00 and $5,215,771.00, respectively, representing approximately .0300%, 1.0000%, and 1.0000%, respectively, of the aggregate Scheduled Principal Balances of the Mortgage Loans as of November 1, 1998 (the "Cut-off Date"). Description of the Mortgage Pool and the Mortgaged Properties Pool 1998-23 Pool 1998-23 consists primarily of fixed-rate, fully-amortizing conventional 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 $521,577,059.67. The interest rates (the "Mortgage Rates") borne by the 1,576 Mortgage Loans conveyed by GECMSI to Pool 1998-23 range from 6.2500% to 8.7500% and the weighted average Mortgage Rate as of the Cut-off Date is 7.1465% per annum (all weighted averages in this filing are weighted by aggregate outstanding Scheduled Principal Balance as of the Cut-off Date). At origination, the principal balances of the Mortgage Loans in Pool 1998-23 ranged from $228,000.00 to $1,000,000.00, and, as of the Cut-off Date, the average outstanding Scheduled Principal Balance of the Mortgage Loans in Pool 1998-23 is $330,949.91, 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 Mortgage Loan in Pool 1998-23 is January 1998, and the latest scheduled maturity date of any such Mortgage Loan is November 2028. The weighted average loan-to-value ratio of the Mortgage Loans as of the Cut-off Date in Pool 1998-23 is 74.1554%. 2 The Mortgage Loans in Pool 1998-23 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 Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY MORTGAGE # OF AS OF AGGREGATE RATES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 6.2500% 1 $372,000.00 0.0713% 6.3750% 6 $1,972,211.53 0.3781% 6.5000% 25 $8,572,801.49 1.6436% 6.6250% 38 $12,631,460.59 2.4218% 6.7500% 164 $53,226,956.25 10.2050% 6.8750% 137 $45,049,082.02 8.6371% 7.0000% 196 $63,142,708.77 12.1061% 7.1250% 242 $78,459,573.96 15.0428% 7.2500% 349 $116,939,841.22 22.4205% 7.3750% 221 $76,605,667.27 14.6873% 7.5000% 127 $41,901,042.62 8.0335% 7.6250% 37 $12,723,517.19 2.4394% 7.7500% 15 $4,217,517.62 0.8086% 7.8750% 12 $3,644,191.55 0.6987% 8.0000% 3 $833,240.53 0.1598% 8.5000% 1 $642,000.00 0.1231% 8.6250% 1 $303,639.73 0.0582% 8.7500% 1 $339,607.33 0.0651% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 3 b) The following table sets forth information, as of the Cut-off Date, with respect to the original principal balances of the Mortgage Loans in Pool 1998-23 : AGGREGATE % OF BALANCES POOL BY ORIGINAL # OF AS OF AGGREGATE BALANCES LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- $227,151 - 250,000 162 $39,296,974.42 7.5343% $250,001 - 300,000 644 $176,333,235.69 33.8076% $300,001 - 350,000 310 $100,274,601.43 19.2253% $350,001 - 400,000 203 $75,948,460.52 14.5613% $400,001 - 450,000 90 $38,184,030.71 7.3209% $450,001 - 600,000 134 $67,746,933.21 12.9889% $600,001 - 650,000 20 $12,874,231.96 2.4683% $650,001 - 1,000,000 + 13 $10,918,591.73 2.0934% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% The largest outstanding Scheduled Principal Balance of any Mortgage Loan, as of the Cut-off Date, in Pool 1998-23 is $1,000,000.00. The smallest outstanding Scheduled Principal Balance of any Mortgage Loan, as of the Cut-off Date, in Pool 1998-23 is $227,634.26. c) The following table sets forth information, as of the Cut-off Date, with respect to the years of origination of the Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 1998 1,576 $521,577,059.67 100.0000% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 4 d) The following table sets forth information, as of the Cut-off Date, with respect to the loan-to-value ratios of the Mortgage Loans at origination in Pool 1998-23: LOAN- AGGREGATE % OF TO-VALUE BALANCES POOL BY RATIO AT # OF AS OF AGGREGATE ORIGINATION LOANS CUT-OFF DATE BALANCE ----------- ----- ------------ --------- 00.000 - 50.00 63 $24,983,279.09 4.7899% 50.001 - 60.00 100 $35,653,774.62 6.8358% 60.001 - 70.00 211 $79,372,147.63 15.2177% 70.001 - 75.00 257 $84,741,502.06 16.2472% 75.001 - 80.00 734 $235,665,757.24 45.1832% 80.001 - 85.00 26 $7,899,634.50 1.5146% 85.001 - 90.00 123 $36,399,671.99 6.9788% 90.001 - 95.00 62 $16,861,292.54 3.2328% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% e) The following table sets forth information, as of the Cut-off Date, with respect to the type of Mortgaged Properties securing the Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY TYPE OF # OF AS OF AGGREGATE DWELLING LOANS CUT-OFF DATE BALANCE - -------- ----- ------------ --------- Single-family detatched 1,478 $489,495,023.21 93.8490% Single-family attched 28 $9,043,568.88 1.7339% Condominium 59 $18,742,011.05 3.5933% 2 - 4 Family Units 8 $3,046,410.68 0.5841% Co-op 3 $1,250,045.85 0.2397% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 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 Mortgage Loans as represented by the mortgagors at origination in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE OCCUPANCY LOANS CUT-OFF DATE BALANCE - --------- ----- ------------ --------- Owner Occupied 1,543 $510,536,738.08 97.8833% Vacation 26 $8,812,041.95 1.6895% Investment 7 $2,228,279.64 0.4272% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 5 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 Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY # OF AS OF AGGREGATE STATE LOANS CUT-OFF DATE BALANCE - ----- ----- ------------ --------- Alabama 1 $270,000.00 0.0518% Arizona 16 $5,111,906.90 0.9801% Arkansas 1 $339,721.30 0.0651% California 740 $251,820,254.82 48.2805% Colorado 17 $5,472,114.38 1.0491% Connecticut 8 $2,806,585.40 0.5381% Delaware 2 $592,735.20 0.1136% District Of Columbia 7 $2,452,135.69 0.4701% Florida 17 $5,166,911.65 0.9906% Georgia 41 $12,700,314.24 2.4350% Hawaii 4 $1,617,427.56 0.3101% Illinois 42 $13,567,000.40 2.6012% Indiana 6 $1,887,299.58 0.3618% Kansas 2 $666,940.91 0.1279% Kentucky 2 $607,619.23 0.1165% Louisiana 4 $1,214,428.75 0.2328% Maryland 91 $29,801,313.66 5.7137% Massachusetts 68 $23,814,121.29 4.5658% Michigan 17 $5,312,606.94 1.0186% Minnesota 1 $274,000.00 0.0525% Missouri 8 $2,638,715.74 0.5059% Nebraska 2 $511,557.55 0.0981% Nevada 6 $1,803,817.91 0.3458% New Hampshire 6 $1,874,601.05 0.3594% New Jersey 75 $23,498,055.52 4.5052% New Mexico 5 $1,493,825.93 0.2864% New York 21 $7,767,674.66 1.4893% North Carolina 25 $8,286,292.09 1.5887% Ohio 28 $9,551,006.85 1.8312% Oklahoma 2 $492,067.70 0.0943% Oregon 23 $7,149,207.12 1.3707% Pennsylvania 31 $10,516,815.94 2.0164% Rhode Island 1 $265,392.81 0.0509% South Carolina 7 $1,904,216.48 0.3651% Tennessee 12 $3,478,985.47 0.6670% Texas 32 $10,425,644.24 1.9989% Utah 2 $602,472.84 0.1155% Virginia 131 $39,913,054.75 7.6524% Washington 50 $16,243,857.71 3.1144% West Virginia 1 $237,305.32 0.0455% Wisconsin 21 $7,427,054.09 1.4240% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 7 h) The following table sets forth information, as of the Cut-off Date, with respect to the maturity dates of the Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY YEAR OF # OF AS OF AGGREGATE MATURITY LOANS CUT-OFF DATE BALANCE -------- ----- ------------ --------- 2018 12 $3,821,243.66 0.7326% 2023 5 $1,375,482.75 0.2637% 2028 1,559 $516,380,333.26 99.0037% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% The weighted average scheduled remaining term to maturity of the Mortgage Loans in Pool 1998-23 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 Mortgage Loans in Pool 1998-23: AGGREGATE % OF BALANCES POOL BY PURPOSE # OF AS OF AGGREGATE OF LOAN LOANS CUT-OFF DATE BALANCE - ------- ----- ------------ --------- Purchase 677 $215,278,734.75 41.2746% Rate Term/Refinance 675 $228,986,748.67 43.9027% Cash-out Refinance 224 $77,311,576.25 14.8227% ----- --------------- --------- Total 1,576 $521,577,059.67 100.0000% 7 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS. 1.1 The Underwriting Agreement, dated as of March 21, 1996, and the related Terms Agreement, dated as of November 23, 1998, for certain of the Series 1998-23 Certificates between GE Capital Mortgage Services, Inc. and Donaldson, Lufkin & Jenrette Securities Corporation. 1.2 The Underwriting Agreement, dated as of May 22, 1996, and the related Terms Agreement, dated as of November 23, 1998, for certain of the Series 1998-23 Certificates between GE Capital Mortgage Services, Inc. and Lehman Brothers Inc. 4.1 The Pooling and Servicing Agreement for the Series 1998-23 Certificates, dated as of November 1, 1998, between GE Capital Mortgage Services, Inc., as seller and servicer, and State Street Bank and Trust Company, as trustee. 8 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 November 30, 1998 9 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 November 30, 1998 10 EXHIBIT INDEX The exhibits are being filed herewith: - ---------------------------------------------------------------- EXHIBIT NO. DESCRIPTION PAGE - ---------------------------------------------------------------- 1.1 The Underwriting Agreement, dated as of March 21, 1996, and the related Terms Agreement, dated as of November 23, 1998, for certain of the Series 1998-23 Certificates between GE Capital Mortgage Services, Inc. and Donaldson, Lufkin & Jenrette Securities Corporation. 1.2 The Underwriting Agreement, dated as of May 22, 1996, and the related Terms Agreement, dated as of November 23, 1998, for certain of the Series 1998-23 Certificates between GE Capital Mortgage Services, Inc. and Lehman Brothers Inc. 4.1 The Pooling and Servicing Agreement for the Series 1998-23 Certificates, dated as of November 1, 1998, between GE Capital Mortgage Services, Inc., as seller and servicer, and State Street Bank and Trust Company, as trustee. - ---------------------------------------------------------------- 11