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: March 25, 2004
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(Date of earliest event reported)


                    Banc of America Commercial Mortgage Inc.
                    ----------------------------------------
             (Exact name of registrant as specified in its charter)




                                                                                          
                Delaware                                   333-89322                             56-1950039
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     (State or Other Jurisdiction of                                                          (I.R.S. Employer
             Incorporation)                         (Commission File Number)                Identification No.)




                                                                              
214 North Tryon Street, NC1-027-21-02, Charlotte, North Carolina                28255
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               (Address of principal executive offices)                       (Zip Code)


       Registrant's telephone number, including area code: (704) 386-2400







ITEM 5.  OTHER EVENTS.

         Attached are certain collateral term sheets (the "Term Sheets")
furnished to the Registrant by Banc of America Securities LLC, Bear, Stearns &
Co. Inc., Goldman, Sachs & Co. and Wachovia Capital Markets, LLC (collectively,
the "Underwriters"), the underwriters in respect of the Registrant's proposed
offering of Commercial Mortgage Pass-Through Certificates, Series 2004-2 (the
"Certificates"). The Certificates will be offered pursuant to a Prospectus and
related Prospectus Supplement (together, the "Prospectus"), which will be filed
with the Commission pursuant to Rule 424 under the Securities Act of 1933, as
amended (the "Act"). The Certificates will be registered pursuant to the Act
under the Registrant's Registration Statement on Form S-3 (No. 333-89322) (the
"Registration Statement"). The Registrant hereby incorporates the Term Sheets by
reference in the Registration Statement.

         The Term Sheets were prepared solely by the Underwriters, and the
Registrant did not prepare or participate in the preparation of the Term Sheets.

         Any statement or information contained in the Term Sheets shall be
modified and superseded for purposes of the Prospectus and the Registration
Statement by statements or information contained in the Prospectus.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS


(c)  Exhibits

Exhibit 99   Term Sheets.


                                      -2-




         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on behalf of the
Registrant by the undersigned thereunto duly authorized.


                                                      BANC OF AMERICA COMMERCIAL
                                                      MORTGAGE INC.



                                                      By:  /s/ Manish Parwani
                                                           ---------------------
                                                           Name:  Manish Parwani
                                                           Title: Vice President

Date: March 25, 2004






                                  Exhibit Index
                                  -------------

    Item 601(a) of
    Regulation S-K
     Exhibit No.               Description                   Page
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        99                     Term Sheets