- -------------------------------------------------------------------------------------------------------------




                                     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 7, 1999

                                   Residential Asset Funding Corporation
- -------------------------------------------------------------------------------------------------------------
                           (Exact name of registrant as specified in its charter)


                                                                              

                  North Carolina                             333-64775                   56-2064715
- -------------------------------------------------   --------------------------      ---------------------
  (State or Other Jurisdiction of Incorporation)     (Commission File Number)         (I.R.S. Employer
                                                                                     Identification No.)


                                                                                 
             301 South College Street
            Charlotte, North Carolina                                                    28288-0610
- ---------------------------------------------------                                 --------------------
     (Address of Principal Executive Offices)                                            (Zip Code)


                             Registrant's telephone number, including area code  (704) 374-4868
                                                                                 -----------------------

                                                 No Change
- -------------------------------------------------------------------------------------------------------------
                       (Former name or former address, if changed since last report)



- -------------------------------------------------------------------------------------------------------------






                  Item 2.     Acquisition or Disposition of Assets

                  Description of the Notes and the Mortgage Loans

                  Residential Asset Funding Corporation registered issuances of
up to $500,000,000 principal amount of Asset Backed Notes and Asset Backed
Certificates on a delayed or continuous basis pursuant to Rule 415 under the
Securities Act of 1933, as amended (the "Act"), by the Registration Statements
on Form S-3 (Registration File No. 333-64775) (the "Registration Statement").
Pursuant to the Registration Statement, RBMG Funding Co. Mortgage Loan Trust
1999-1 (the "Issuer") issued $125,030,000 in aggregate principal amount of its
Asset Backed Notes, Class A-1 and Class A-2, Series 1999-1 (the "Notes"), on
June 7, 1999. This Current Report on Form 8-K is being filed to satisfy an
undertaking to file copies of certain agreements executed in connection with the
issuance of the Notes.

                  The Notes were issued pursuant to an Indenture (the
"Indenture") attached hereto as Exhibit 4.1, dated as of June 1, 1999, between
RBMG Funding Co. Mortgage Loan Trust 1999-1, and The Bank of New York, in its
capacity as indenture trustee (the "Indenture Trustee"). The Notes represent
non-recourse obligations of the Issuer, which obligations are secured by a
pledge of mortgage loans and certain related property. The Bank of New York will
serve as indenture trustee with respect to the Notes.

                  The assets of the Trust consist primarily of (i) two groups of
fixed and adjustable rate, residential one- to four-family, first lien mortgage
loans (the "Mortgage Loans") to be pledged to the Indenture Trustee for the
benefit of the holders of the Notes, (ii) all payments in respect of principal
and interest on the Mortgage Loans (other than any principal or interest
payments on the Mortgage Loans due prior to the Cut-Off Date), (iii) the
Issuer's rights under the Depositor Sale Agreement, the Servicing Agreement and
the Cap Agreement, (iv) the rights of the Indenture Trustee under the Insurance
Policy, (v) certain other property.

                  Interest distributions on each Class of Notes are based on the
aggregate principal balance thereof and the then applicable Note Interest Rate
thereof. With respect to the Class A-1 Notes, the Note Interest Rate is LIBOR
plus 0.26% for each Interest Period prior to the Redemption Date and LIBOR plus
0.52% for each Interest Period thereafter. With respect to the Class A-2 Notes,
the Note Interest Rate is LIBOR plus 0.29% for each Interest Period prior to the
Redemption Date and LIBOR plus 0.58% for each Interest Period thereafter.

                  As of June 1, 1999, the Mortgage Loans possessed the
characteristics described in the Prospectus dated November 10, 1998 and the
Prospectus Supplement dated June 2, 1999 filed pursuant to Rule 424(b)(2) of the
Act on June 8, 1999.

         Item 7.     Financial Statements, Pro Forma Financial Information and
                     Exhibits.

         (a)      Not applicable

         (b)      Not applicable

                                       1




         (c)      Exhibit 1.1. Underwriting Agreement, dated June 2, 1999,
                  between Residential Asset Funding Corporation and First Union
                  Capital Markets Corp.

                  Exhibit 4.1. Indenture, dated as of June 1, 1999, between the
                  Issuer and the Indenture Trustee.

                  Exhibit 8.1. Opinion of Dewey Ballantine LLP regarding tax
                  matters, dated June 7, 1999.

                  Exhibit 10.1. Indemnification Agreement, dated as of June 1,
                  1999, among MBIA Insurance Corporation, Resource Bancshares
                  Mortgage Group, Inc., Ocwen Federal Bank FSB, Residential
                  Asset Funding Corporation, First Union Corporation and First
                  Union Capital Markets Corp.

                  Exhibit 10.2. Insurance Agreement, dated as of June 1, 1999,
                  among MBIA Insurance Corporation, Ocwen Federal Bank FSB,
                  Resource Bancshares Mortgage Group, Inc., RBMG Funding Co.,
                  RBMG Funding Co. Mortgage Loan Trust 1999-1, RBMG Asset
                  Management Company, Inc., Residential Asset Funding
                  Corporation, First Union Corporation and The Bank of New York.

                  Exhibit 23.1. Consent of PricewaterhouseCoopers L.L.P.
                  regarding financial statements of the MBIA Insurance
                  Corporation and Subsidiaries.










                                   SIGNATURES

                  Pursuant to the requirements of Section 13 or 15(d) 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.


                                RESIDENTIAL ASSET FUNDING CORPORATION,
                                as Depositor and on behalf of RBMG Funding Co.
                                   Mortgage Loan Trust 1999-1

                                Registrant



                                By:   /s/ Shanker Merchant
                                      ---------------------------------
                                      Name:      Shanker Merchant
                                      Title:     Senior Vice President




Dated:  June 7, 1999











                                  EXHIBIT INDEX

Exhibit No.                Description


Exhibit 1.1.               Underwriting Agreement, dated June 2, 1999, between
                           Residential Asset Funding Corporation and First Union
                           Capital Markets Corp.

Exhibit 4.1.               Indenture, dated as of June 1, 1999, between the
                           Issuer and the Indenture Trustee.

Exhibit 8.1.               Opinion of Dewey Ballantine LLP regarding tax
                           matters, dated June 7, 1999.

Exhibit 10.1.              Indemnification Agreement, dated as of June 1, 1999,
                           among MBIA Insurance Corporation, Resource Bancshares
                           Mortgage Group, Inc., Ocwen Federal Bank FSB,
                           Residential Asset Funding Corporation, First Union
                           Corporation and First Union Capital Markets Corp.

Exhibit 10.2.              Insurance Agreement, dated as of June 1, 1999, among
                           MBIA Insurance Corporation, Ocwen Federal Bank FSB,
                           Resource Bancshares Mortgage Group, Inc., RBMG
                           Funding Co., RBMG Funding Co. Mortgage Loan Trust
                           1999-1, RBMG Asset Management Company, Inc.,
                           Residential Asset Funding Corporation, First Union
                           Corporation and The Bank of New York.

Exhibit 23.1.              Consent of PricewaterhouseCoopers L.L.P. regarding
                           financial statements of the MBIA Insurance
                           Corporation and Subsidiaries.