ITEM 1. BUSINESS.
Not applicable.
ITEM 2.
ITEM 2. PROPERTIES.
Not applicable.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS.
There are no material pending legal proceedings concerning Aames Mortgage Trust 1998-B (the "Trust"), Bankers Trust Company of California, N.A., as Trustee under the Trust, Aames Capital Corporation, as Servicer, or the Registrant with respect to the Trust, other than ordinary routine litigation incidental to the duties of the Trustee or the Servicer under the related Pooling and Servicing Agreement.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matter was submitted to a vote of Certificateholders and no Certificateholder consent was solicited during the fiscal year covered by this report.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
There is no established public trading market for Aames Mortgage Trust 1998-B, Mortgage Pass-Through Certificates, Series 1998-B (the "Certificates").
As of June 30, 1998, there was one (1) holder of record of the Certificates, as the Certificates are issued in book-entry form.
The Trust does not pay dividends. Information as to distributions to Certificateholders is provided in Registrant's monthly Form 8-K filings.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA.
Not applicable.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Not applicable.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Not applicable.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
There was no change of any independent accounting firm previously engaged with respect to the Trust during the Registrant's two most recent fiscal years.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Not applicable.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION.
Not applicable.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Not applicable.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Not applicable.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) List of documents filed as part of this report.
3.1. Registrant's Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to Registrant's Registration Statement on Form S-3 filed February 5, 1997)
3.2. Registrant's Bylaws (incorporated herein by reference to Exhibit 3.2 to Registrant's Registration Statement on Form S-3 filed February 5, 1997)
4.1 Pooling and Servicing Agreement with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B, dated as of June 1, 1998 (incorporated by reference to Exhibit 4.1 to Registrant's Current Report on Form 8-K filed on July 24, 1998)
4.2 Financial Guarantee Insurance Policy issued by Financial Security Assurance Inc., with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B (incorporated by reference to Exhibit 4.2 of Registrant's Current Report on Form 8-K filed July 24, 1998)
10.1 Initial Mortgage Loan Conveyance Agreement, dated as of June 1, 1998, between Aames Capital Corporation and Aames Capital Acceptance Corp. (incorporated by reference to Exhibit 10.1 of Registrant's Current Report on Form 8-K filed July 24, 1998)
10.2 Subsequent Mortgage Loan Conveyance Agreement, dated as of June 1, 1998, between Aames Capital Corporation and Aames Capital Acceptance Corp. (incorporated by reference to Exhibit 10.2 of Registrant's Current Report on Form 8-K filed July 24, 1998)
10.3 Subsequent Transfer Agreement, dated as of June 30, 1998, between Aames Capital Acceptance Corp. and Bankers Trust Company of California, N.A. (incorporated by reference to Exhibit 10.3 of Registrant's Current Report on Form 8-K filed July 24, 1998)
99.1 Annual Statement of Compliance, dated September 1, 1998, for Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B
99.2 Report of PRICEWATERHOUSECOOPERS LLP, dated August 6, 1998, on Compliance with the Uniform Single Attestation Program for Mortgage Bankers
99.3 Report Aggregating Certain Monthly Information to Certificateholders with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B
(b) Reports on Form 8-K.
During the last quarter of the fiscal year ended June 30, 1998, the Registrant filed the following Current Reports on Form 8-K: (i) Current Report on Form 8-K dated May 21, 1998 attaching computational materials with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B; and (ii) Current Report on Form 8-K dated June 15, 1998 attaching the financial guaranty insurer's accountant's consent with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B. After June 30, 1998, the Registrant filed the following Current Reports on Form 8-K: (i) Current Report on Form 8-K dated July 24, 1998 reporting final information with respect to Aames Mortgage Trust 1998-B, Mortgage-Backed Certificates, Series 1998-B; and (ii) Current Report on Form 8-K dated July 24, 1998
attaching monthly Statements to Certificateholders for Aames Mortgage Trust 1998-B, Mortgage Pass-Through Certificates, Series 1998-B.
(c) Exhibits required by Item 601 of Regulation S-K.
Described in subparagraph (a).
(d) Financial Statements. Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Aames Capital Acceptance Corp. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
AAMES CAPITAL ACCEPTANCE CORP.
Dated: September 28, 1998 By: /s/ CARY H. THOMPSON ---------------------------------------- Cary H. Thompson President & Chief Executive Officer
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT
No annual or proxy material has been sent to Certificateholders
EXHIBIT INDEX