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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)
March 27, 1998
First Alliance Mortgage Loan Trust 1998-1A
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(Exact name of registrant as specified in its charter)
Delaware 333-44585-01 13-7148830
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(State or Other Jurisdiction of (Commission File (I.R.S. Employer
Incorporation) Number) Identification No.)
c/o Wilmington Trust Company,
as Owner Trustee
1100 North Market Street
Wilmington, Delaware 19890
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (302) 651-1000
No Change
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
Reference is hereby made to the Registration Statement on Form S-3
(Registration File No. 333-44585) filed by First Alliance Mortgage Company
("First Alliance") with the Securities and Exchange Commission (the
"Commission") on January 21, 1998, as amended by Amendment No. 1 to the
Registration Statement on Form S-3 dated February 3, 1998, pursuant to which
First Alliance registered $750,000,000 aggregate principal amount of its
mortgage loan asset-backed certificates and notes, issuable in various series,
for sale in accordance with the provisions of the Securities Act of 1933, as
amended (the "Act"). Reference is also hereby made to the Prospectus dated March
10, 1998, and the related Prospectus Supplement, dated March 10, 1998, which
were previously filed with the Commission pursuant to Rule 424(b)(5), with
respect to the FIRST ALLIANCE MORTGAGE LOAN TRUST 1998-1A Adjustable Rate
Mortgage Loan Asset Backed Notes, Series 1998-1A (the "Notes").
The Notes were sold to Prudential Securities Incorporated (the
"Underwriter") pursuant to the terms of an underwriting agreement dated March
10, 1998 (the "Underwriting Agreement") between First Alliance and the
Underwriter. A copy of the Underwriting Agreement is filed herewith as Exhibit
1.1.
The Notes were issued pursuant to an Indenture dated as of March 1,
1998 (the "Indenture") between First Alliance Mortgage Loan Trust 1998-1A (the
"Trust") and The Chase Manhattan Bank, as Indenture Trustee (the "Indenture
Trustee"). A copy of the Indenture is filed herewith as Exhibit 4.1.
The Notes are secured by the assets of the Trust pursuant to the
Indenture. The assets of the Trust primarily include a pool of adjustable rate
mortgage loans (the "Mortgage Loans") secured by first lien mortgages or deeds
of trust on one-to-four family residential properties.
Beneficial interests in the Trust are represented by certificates
issued pursuant to the Trust Agreement dated as of March 1, 1998 (the "Trust
Agreement") between First Alliance and Wilmington Trust Company, as Owner
Trustee. A copy of the Trust Agreement is filed herewith as Exhibit 4.2.
The Mortgage Loans were sold by First Alliance, as Seller, to the Trust
pursuant to the terms of a Sale and Servicing Agreement dated as of March 1,
1998 (the "Sale and Servicing Agreement") among the Trust, as Issuer, First
Alliance, as Seller and Servicer, and the Indenture Trustee. The Mortgage Loans
will be serviced by First Alliance, as Servicer, pursuant to the terms of the
Sale and Servicing Agreement. A copy of the Sale and Servicing Agreement is
filed herewith as Exhibit 10.1
As of the Closing Date, the Mortgage Loans possessed the
characteristics described in the Prospectus dated March 10, 1998 and the
Prospectus Supplement dated March 10, 1998, filed pursuant to Rule 424(b)(5) of
the Act on March 20, 1998.
On March 31, 1998, the Trust acquired $12,400,385.67 of Subsequent
Mortgage Loans pursuant to the terms of the Sale and Servicing Agreement and the
Subsequent Transfer Agreement dated as of March 31, 1998 and attached hereto as
Exhibit 10.2, between First Alliance, as Seller and Servicer, and the Indenture
Trustee on behalf of the Trust. The Subsequent Mortgage Loans possess the
characteristics required by the Prospectus dated March 10, 1998 and the
Prospectus Supplement dated March 10, 1998, filed pursuant to Rule 424(b)(5) of
the Act on March 20, 1998.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits:
1.1 Underwriting Agreement dated March 10, 1998, between
First Alliance Mortgage Company and Prudential
Securities Incorporated.
4.1 Indenture, dated as of March 1, 1998, between First
Alliance Mortgage Loan Trust 1998-1A, as Issuer and
The Chase Manhattan Bank, as Indenture Trustee.
4.2 Trust Agreement, dated as of March 1, 1998 between
First Alliance Mortgage Company and Wilmington Trust
Company, as Owner Trustee.
10.1 Sale and Servicing Agreement dated as of March 1,
1998, among First Alliance Mortgage Company, as
Seller and Servicer, First Alliance Mortgage Loan
Trust 1998-1A, as Issuer, and The Chase Manhattan
Bank, as Indenture Trustee.
10.2 Subsequent Transfer Agreement dated as of March 31,
1998, between First Alliance Mortgage Company and
First Alliance Mortgage Loan Trust 1998-1A.
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.
By: FIRST ALLIANCE MORTGAGE COMPANY,
as Company
By: /s/ Mark K. Mason
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Name: Mark K. Mason
Title:Executive Vice President and
Chief Financial Officer
Dated: April 9, 1998
EXHIBIT INDEX
Exhibit No. Description Page No.
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1.1 Underwriting Agreement dated March 10, 1998,
between First Alliance Mortgage Company and
Prudential Securities Incorporated.
4.1 Indenture, dated as of March 1, 1998, between
First Alliance Mortgage Loan Trust 1998-1A,
as Issuer and The Chase Manhattan Bank, as
Indenture Trustee.
4.2 Trust Agreement, dated as of March 1, 1998
between First Alliance Mortgage Company and
Wilmington Trust Company, as Owner Trustee.
10.1 Sale and Servicing Agreement dated as of
March 1, 1998, among First Alliance Mortgage
Company, as Seller and Servicer, First
Alliance Mortgage Loan Trust 1998-1A,
as Issuer, and The Chase Manhattan Bank,
as Indenture Trustee.
10.2 Subsequent Transfer Agreement dated as of
March 31, 1998, between First Alliance Mortgage
Company and First Alliance Mortgage Loan
Trust 1998-1A.