============================= SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) MARCH 29, 2001 AAMES CAPITAL CORPORATION ON BEHALF OF AAMES MORTGAGE TRUST 2001-1 ------------------------------------------------------------ (Exact name of Registrant as specified in its charter) CALIFORNIA 333-54184 95-4438859 - -------------------------------- ------------- ---------------- (State or other jurisdiction (Commission (I.R.S. employer of incorporation) file number) identification no.) 350 SOUTH GRAND AVENUE, 52ND FLOOR LOS ANGELES, CALIFORNIA 90071 - -------------------------------------------- ------------ (Address of principal executive offices) (ZIP Code) (323) 210-5000 ----------------------------------------------- Registrant's telephone number, including area code N/A -------------------------------------- (Former name or former address, if changed since last report) ============================= Item 5. Other Events ------------ Aames Capital Corporation (the "Transferor") registered up to $2,003,994,800 aggregate principal amount of asset-backed certificates and asset-backed bonds under Rule 415 of the Securities Act of 1933, as amended (the "Act"), pursuant to a Registration Statement on form S-3, including a prospectus (Registration Statement File No. 333-54184) (the "Registration Statement"). Pursuant to the Registration Statement, the Transferor filed a Prospectus Supplement, dated March 13, 2001, and a Prospectus, dated March 13, 2001 (together, the "Prospectus"), relating to $150,000,000 (approximate) aggregate principal amount of Mortgage Pass-Through Certificates, Series 2001-1 (the "Certificates"), issued by Aames Mortgage Trust 2001-1 (the "Trust") on March 29, 2001 (the "Closing Date"). The Certificates consist of the Class A-1, Class A-2, Class A-IO, Class M-1, Class M-2 and Class B Certificates (collectively, the "Offered Certificates"), Class R Certificates, Class P Certificates and Class C Certificates (the "Class R Certificates, " the "Class P Certificates" and "Class C Certificates", respectively, and collectively with the Offered Certificates, the "Certificates"). Only the Offered Certificates were offered by the Prospectus. The Certificates represent undivided beneficial ownership interests in the Trust, which was created pursuant to the Pooling and Servicing Agreement dated as of March 1, 2001 (the "Pooling and Servicing Agreement") between the Transferor, as sponsor, Countrywide Home Loans, as servicer, and Bankers Trust Company of California, N.A., as trustee (the "Trustee"). On the Closing Date, the corpus of the Trust consisted primarily of a pool (the "Mortgage Pool") of home equity mortgage loans (the "Initial Mortgage Loans"). The description of the Mortgage Pool in the Prospectus contained information only with respect to the Initial Mortgage Loans as of the Cut-off Date. This Current Report on Form 8-K is being filed to update the description of the Mortgage Pool contained in the Prospectus. Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Prospectus. The Prospectus has been filed with the Securities and Exchange Commission pursuant to Rule 424(b)(2) under file number 333-54184. Item 7. Financial Statements: Pro Forma Financial Information and --------------------------------------------------------- Exhibits. --------- (a) Not applicable. (b) Not applicable. (c) Exhibits: -2- 99.1 Final Mortgage Pool Data -3- 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. AAMES CAPITAL CORPORATION By: /s/ Jon Van Deuren ----------------------- Jon Van Deuren Senior Vice President Dated: May 2, 2001 -4- EXHIBIT INDEX Exhibit No. Description of Exhibit ----------- ---------------------- 99.1 Final Mortgage Pool Data