<PAGE>   1

     As filed with the Securities and Exchange Commission on August 14, 1997

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   FORM 10-Q

          [x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
                    For quarterly period ended June 30, 1997

          [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
        For the transition period from ___________ to _________________

                        Commission File Number:  0-21443

                       PLYMOUTH COMMERCIAL MORTGAGE FUND
             (Exact name of registrant as specified in its charter)

               Delaware                                 74-6439983
   (State or other jurisdiction or         (I.R.S. Employer Identification No.)
    incorporation or organization)

                         c/o Greystone Advisers, Inc.,
                         13333 Blanco Road, Suite 314,
                         San Antonio, Texas 78216-7756
          (Address of principal executive offices, including zip code)

                                  210-493-3971
              (Registrant's telephone number, including area code)

                                 Not Applicable
             (Former name, former address, and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                            [X]   Yes      [ ]   No


As of August 14, 1997, 921,627 of the registrant's common shares of beneficial
interest, no par value, were outstanding.
<PAGE>   2
PART I - FINANCIAL INFORMATION

                       PLYMOUTH COMMERCIAL MORTGAGE FUND
                      Statement of Assets and Liabilities
                      June 30, 1997 and December 31, 1996
                                  (unaudited)


<TABLE>
<CAPTION>
                                                                                 June 30, 1997              December 31, 1996
                                                                                 -------------              -----------------
<S>                                                                          <C>                       <C>
                     Assets
                     ------
Investments in securities at fair value, cost
of $8,257,943 and $2,189,090                                                 $            8,626,844    $               2,763,554
Investments in affiliates                                                                   398,772                      130,566
Cash                                                                                        535,908                    5,082,109
Repurchase Agreement                                                                            -                        502,351
Accounts Receivable                                                                           2,427                        6,451
Organization Costs                                                                           88,400                      104,000
Other Assets                                                                                456,400                      103,641
                                                                             ----------------------    -------------------------
Total Assets                                                                 $           10,108,751    $               8,692,672
                                                                             ======================    =========================


                   Liabilities
                   -----------
Accounts Payable                                                             $               35,519    $                  66,822
Investment Advisory Fee Payable                                                              43,647                       16,677
Dividend Payable                                                                              6,176                          -
Note Payable                                                                              1,552,680                          -
Escrow Funds                                                                                 38,388                       16,927
                                                                             ----------------------    -------------------------
Total Liabilities                                                                         1,676,410                      100,426


                   Net Assets
                   ----------
Common shares of beneficial interest, no par
value, 1,750,000 shares authorized, 921,627
shares issued and outstanding                                                             7,976,773                    7,976,773
Accumulated undistributed net investment loss                                              (323,490)                    (168,039)
Accumulated undistributed net realized gains net of distributions of
$149,890 and $69,501                                                                        383,533                      132,930
Accumulated undistributed equity in earnings of
subsidiary                                                                                   26,624                       76,118
Accumulated undistributed unrealized gain on investments                                    368,901                      574,464
                                                                             ----------------------    -------------------------
Total Net Assets ($9.15 and $9.32 per share)                                              8,432,341                    8,592,246

Total Liabilities & Net Assets                                               $           10,108,751    $               8,692,672
                                                                             ======================    =========================
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       1
<PAGE>   3
                       PLYMOUTH COMMERCIAL MORTGAGE FUND
                            Statement of Operations
         for the 3 month period and 6 month period ended June 30, 1997
                                  (unaudited)


<TABLE>
<CAPTION>
                                                                             For the three months       For the six  months
                                                                              ended June 30,1997        ended June 30, 1997
                                                                            ---------------------     ---------------------
<S>                                                                            <C>                     <C>
Investment Income:
 Interest                                                                      $           64,457      $           111,215
 Other Investment Income                                                                   34,909                  107,796
                                                                               ------------------      -------------------
 Total Investment Income                                                                   99,366                  219,011

Expenses:
 Operating Expenses                                                                       102,314                  214,705
 Management Fees                                                                          100,451                  159,757
                                                                               ------------------      -------------------
Total Expenses                                                                            202,765                  374,462


Net Investment Loss                                                            $         (103,399)     $          (155,451)

Realized gain on sale of investments                                                          -                    268,628
Realized gain on collection of notes                                                       14,419                   62,364
Change in unrealized appreciation on assets                                                28,555                 (205,564)
Equity in earnings of affiliate                                                           (49,494)                 (49,494)
                                                                               ------------------      --------------------
Net increase (decrease) in net assets resulting from operations                $         (109,919)     $           (79,517)
                                                                               ===================     ====================
</TABLE>


   The accompanying notes are an integral part of these financial statements.

                                       2
<PAGE>   4
                       PLYMOUTH COMMERCIAL MORTGAGE FUND
                       Statement of Changes in Net Assets
                   for the 6 month period ended June 30, 1997
                                  (unaudited)


<TABLE>
<S>                                                        <C>
Operations before distribution:
Net investment loss                                        $             (155,451)
Net realized gain on sale of investments                                  268,628
Net realized gain on collections                                           62,364
Changes in unrealized appreciation on investments                        (205,564)
Equity in earnings of affiliates                                          (49,494)
                                                           -----------------------
Net decrease in net assets from operations                                        
  before distributions                                                    (79,517)


Distributions to shareholders from
Net realized gain on investments                                          (80,388)
                                                           -----------------------
Total decrease in net assets                                             (159,905)

Net Assets, beginning of period                                         8,592,246
                                                           -----------------------
Net assets, end of Period                                  $            8,432,341



Per Share Data

Investment income                                          $                 0.24
Expenses                                                                    (0.41)
Net realized gain on sale of investment                                      0.29
Net realized gain on collection of notes                                     0.07
Equity in earnings of affiliate                                             (0.05)
Change in unrealized appreciation on assets                                 (0.22)
                                                           -----------------------
Increase in net assets from operations before
distributions                                                               (0.08)


Distributions from realized gain on securities                              (0.09)
                                                           -----------------------
Net Increase (decrease) in net asset value                                  (0.17)


Net asset value:
Inception                                                                    9.32
                                                           -----------------------
End of period                                              $                 9.15
                                                           =======================

Ratios:
Ratio of expenses to average assets(%)                                        (4)%
Ratio of net investment income to average assets(%)                           (2)%
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                       3
<PAGE>   5
                       PLYMOUTH COMMERCIAL MORTGAGE FUND
                             Statement of Cashflows
                   for the 3 month period ended June 30, 1997
                                  (unaudited)



<TABLE>
<S>                                                               <C>
Cash flows from operating activities:
Decrease in net assets from operations before distributions       $              (79,517)

Adjustments to reconcile increases in net assets from
  operations before distributions to net cash used
  by operating activities:

         Amortization of organization costs                                       15,600
         Change in unrealized appreciation on investments                        205,564
         Increase in other assets                                               (352,760)
         Equity in loss of affiliates                                             49,494
         Decrease in receivables                                                   4,024
         Decrease in payables                                                    (31,303)
         Increase in advisory fee payable                                         26,970
         Increase in escrow                                                       21,461
                                                                  ----------------------
Net cash used by operating activities                                           (140,467)

Cash flow from investing activities

         Purchase of securities                                               (7,189,286)
         Sale of securities/principal collection on securities                   840,733
         Investment in affiliate                                                 (38,000)
                                                                  -----------------------
Net cash used by investing activities                                         (6,386,552)


Cash flow from financing activities:

         Loan proceeds net of payments                                         1,552,680
         Distribution from net realized gain on investments                      (74,213)
                                                                  -----------------------
Net cash provided by financing activities                                      1,478,467

Net decrease in cash and cash equivalents                                     (5,048,552)


Cash and cash equivalents at beginning of period                               5,584,460
                                                                  ----------------------
Cash and cash equivalents at end of period                        $              535,908
                                                                  ======================
</TABLE>





   The accompanying notes are an integral part of these financial statements.

                                       4
<PAGE>   6
1. ORGANIZATION AND BUSINESS PURPOSE

     Plymouth Commercial Mortgage Fund, a Delaware business trust, (the "Fund")
was organized on August 23, 1996 and commenced operations on September 27,
1996.  The Fund seeks to achieve a high level of current income by purchasing
loans where the obligor is having trouble meeting the loan's contractual
requirements.  The loans that the Fund purchases are typically secured by
commercial real estate.

     The Fund has elected to be regulated as a business development company
under the Investment Company Act of 1940, as amended ("1940 Act").


2. SIGNIFICANT ACCOUNTING POLICIES

    A.  Basis of Presentation - The financial statements included
        herein have been prepared in accordance with generally
        accepted accounting principles for interim financial
        information and the instructions to Form 10-Q and Article 6 of
        Regulation S-X.  Certain information and footnotes normally
        included in financial statements prepared in accordance with
        generally accepted accounting principles have been condensed
        or omitted.  The Fund believes that the information that is
        presented is a fair representation and reflects all adjustments
        which are necessary for a fair presentation of the results of 
        operations for the interim periods.

    B.  Security Valuation  - There is no publicly quoted market for the
        Fund's impaired loan portfolio.  As such, the fair value of
        the portfolio is established by the Fund's Board of Trustees
        using their best judgment.  Such values are based upon what
        the Board believes the Fund could reasonably expect to receive
        for each impaired loan in an orderly disposition over a
        reasonable time period.

        In establishing the fair value of a loan, the Board considers
        aspects about the individual loan as well as the general
        economy.  Such factors include but are not limited to: the
        type of loan, whether the borrower is currently meeting the
        contractual terms of the obligation, the length of time that
        the borrower has or has not been meeting the contractual
        terms, the probability that the borrower will begin or stop
        making payments, the value of the collateral and the
        guarantees securing the loans, the Fund's historical
        experience selling the type of loan being valued, various
        standard financial measurements, the remaining contract terms,
        and prevailing interest rates.

        Certain elements of the valuation procedure involve subjective
        judgment.  Because the majority of the Fund's impaired loans
        are delinquent, no assurance can be given that the Fund will
        be able to recover the fair value that the Board has
        established.  The Fund's impaired loans are not typically
        backed by any government guarantee or private credit
        enhancement.  In many cases, the Fund will also incur certain
        costs and delays in attempting to assert its right to payment
        or in foreclosing on the loan's collateral.  The actual value
        realized on any particular loan will vary from the values
        determined by the Board and can only be determined in
        negotiations between the Fund and third parties.

        In asserting its rights, the Fund will often attempt to
        foreclose on a loan and acquire the collateral.  Pursuant to
        the terms of its credit agreement, any real estate that is
        acquired through foreclosure is held by Plymouth REO, a wholly
        owned subsidiary of the Fund.  Real estate acquired through
        foreclosure is recorded at its estimated fair value.

    C.  Federal Income Taxes - The Fund intends to elect the special
        income tax treatment available to "regulated investment
        companies" under Subchapter M of the Internal Revenue Code.
        If the Fund qualifies as a regulated investment company and
        distributes to shareholders annually in a timely manner at
        least 90% of its "investment company taxable income," as
        defined by the Code (i.e., net investment income, including
        accrued discount, and net short-term capital gains), it will
        not be subject to federal income tax on the portion of its
        taxable investment income and net capital gain distributed to
        shareholders as required under the Code.  In addition, if the
        Fund distributes in a timely manner 98% of its





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<PAGE>   7
        net capital gain income for each one-year period, and
        distributes 98% of its investment company taxable income for
        each calendar year (as well as any income not distributed in
        prior years), it will not be subject to the 4% nondeductible
        federal excise tax imposed with respect to certain
        undistributed income of regulated investment companies.

    D.  Distributions to Shareholders - Dividends to shareholders are
        recorded on the payment date.  The Fund declared a dividend of
        $6,176 for the quarter ended June 30, 1997 to shareholders of
        record on June 30, 1997.  The Fund has distributed a total
        of $80,388 this year.

    E.  Other - Principal and interest payments due on notes held by
        the Fund are recognized on the date received.  Interest income
        is typically not accrued because of the impaired nature of the
        Fund's loan portfolio.


3. INVESTMENT ADVISORY AGREEMENT

     The Fund has to entered into an Investment Advisory Agreement (the
"Agreement") with Emerald Advisers, Inc., a Delaware corporation, a registered
investment adviser, (the "Adviser"), under the Investment Advisers Act of 1940
(the "Adviser's Act"), as amended.  (As of October 28, 1996, the Adviser
changed its name from Emerald Advisers, Inc. to Greystone Advisers, Inc.  No
change in the Adviser's operations was made in conjunction with the name
change.)  Unless terminated as described, the Agreement remains in effect until
September 22, 1998.  Thereafter it will need to be specifically approved at
least annually by the Board of Trustees, including a majority of its members
casting their votes in person who are not "interested persons" of the Fund (as
defined by the 1940 Act) at a meeting called for the purpose of voting on such
approval or by "vote of a majority of the outstanding voting securities" of the
Fund.  The Agreement can be terminated by the Fund at any time, without payment
of any penalty, on sixty day's written notice to the Adviser if the decision to
terminate has been made by the Board of Trustees or by "vote of a majority of
the outstanding voting securities" of the Fund.  The Agreement will terminate
automatically in the event of its assignment.

     Under the Agreement, the Adviser will manage the investments of the
Fund, subject to the supervision and control of the Fund's Board of Trustees.
Specifically, the Adviser will identify, evaluate, structure, close and monitor
the investments made by the Fund.

     The Adviser will be required to pay all expenses incurred by it in
rendering its services.  Generally, these expenses include the cost of office
space, telephone service, equipment and personnel required to perform its
obligations under the Agreement.  The Fund will be required to pay its
operating expenses and reimburse the Adviser promptly for expenses which the
Adviser may pay on the Fund's behalf, except those specifically required to be
borne by the Adviser under the Agreement.  Without limitation, such expenses
will include: all expenses of any offering and sale by the Fund of its shares;
the fees and disbursements of the Fund's counsel, accountants, and custodian;
fees and expenses incurred in producing and effecting filings with federal and
state securities administrators; costs of the Fund's periodic reports to and
other communications with the Fund's shareholders; fees and expenses of members
of the Fund's Board of Trustees who are not directors, officers or employees of
the Adviser; premiums for the fidelity bond maintained by the Fund; all costs
related to portfolio investments, including without limitation financing costs,
legal and accounting fees, expenses related to protecting or maintaining the
value of the loan portfolio or its underlying collateral, and other
professional or technical fees and expenses (e.g., credit reports, title
searches and delivery charges, property taxes, insurance premiums,
long-distance telephone charges, costs of specialized consultants such as
accountants or industry-specific technical experts, and travel expenses)
incurred in acquiring, monitoring, negotiating, working-out, and effecting
disposition of such investments, as well as responding to any litigation
arising therefrom; and all expenses related to any borrowings by the Fund.

     During the term of this Agreement, the Fund will pay to the Adviser,
on the 15th day of each month: (a) a fee calculated at an effective annual rate
of 5.94% of the Fund's invested assets as of the end of the previous month; and
(b) a fee calculated at an effective annual rate of 0.48% of the Fund's cash
and short-term investments as of the end of the previous month.  For purposes
of calculating the fee to be paid on a monthly basis, "invested assets" means
the asset value as determined by the Board as of the end of the previous fiscal
quarter minus cash, short-term investments, intangible assets, and the amount
of collections applied to the





                                       6
<PAGE>   8
carrying value of the loan portfolio since the end of the previous quarter,
plus the cost of loans purchased and capitalized advances to protect portfolio
investments or underlying collateral since the end of the previous quarter.


4. INVESTMENTS

     The Fund invests primarily in impaired loans of companies that qualify
as "eligible portfolio companies" as defined in Section 2(a)(46) of the 1940
Act or in securities that otherwise qualify for investment as permitted in
Section 55(a)(1) through (6). Pursuant to section 55, loans from eligible
portfolio companies must represent 70% of the value of the Fund's total assets
before the Fund may purchase any loans that are not from eligible portfolio
companies.  This percentage is difficult to maintain because the Fund must
purchase loans in package that may include some loans made by individuals who
do not meet the definition of an eligible portfolio company.  As of June 30,
1997 qualifying loans represented approximately 57% of the total value of the
Fund's assets.  The Fund has requested that the Securities and Exchange
Commission grant the Fund exemptive relief in order to allow the Fund to
invest in loans that are made by individual but that were made for commercial
purposes.

     These loans typically are offered at auction in packages of multiple
loans.  Sellers include entities such as the Federal Deposit Insurance
Corporation ("FDIC"), banks, savings and loans, insurance companies and other
financial institutions.  The Fund's investments in loan packages will be
directed by the Adviser.  The Fund holds its real estate assets in a
wholly-owned subsidiary as required in the agreement establishing its senior
credit facility.

Generally, a loan is considered impaired when, based on current information and
events, it is probable that a creditor will be unable to collect all amounts
due according to the contractual terms of the loan agreement unless the
borrower receives material assistance.  While several types of impaired loans
are available for purchase, the Fund's portfolio will be concentrated in
impaired loans secured by commercial real estate. For both financial and
regulatory reasons, commercial banks, either directly or indirectly through the
FDIC, make these loans available for sale in packages with prices that are
typically more than $1 million per package.  Quite often the sale of impaired
loans in this market offers creditors the only alternative to foreclosure.

These loans are carried on the Statement of Assets and Liabilities as of June
30, 1997, at fair value, as determined in good faith by the Fund's Board of
Trustees. 

5. INDEBTEDNESS

As of June 30, 1997, the Fund had indebtedness of $1,552,680.  The Fund has 
open an $8,000,000 line of credit with a Texas bank.

ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.

1)  Financial Condition         
During the six month period ended June 30, 1997, Plymouth purchased 60 loans 
with a total cost of $7,189,286 and a total outstanding principal balance of 
$13,506,000.  Of these purchases, a total of 6 loans with a total principal 
balance of $3,238,722 were purchased directly from a Texas bank pursuant to 
a developing relationship that we first mentioned last quarter.  As a result 
of these purchases and one subsequent purchase, the Fund now owns a 
total of 69 loans under management and 3 pieces of real estate held by a 
subsidiary.

The Fund has fully invested its available equity and has borrowed additional    
capital pursuant to an $8,000,000 line of credit.  As of August 11, 1997
Plymouth had outstanding borrowings of $2,275,341.  Plymouth intends to use
this line of credit to make additional purchases and has also begun considering
options to increase its capital base.

2)  Results of Operations
Six Months ended June 30, 1997
For the six-month period ended June 30, 1997, the company recorded total
collections of $1,306,579.  The majority of these collections came from six
loans that were either settled or sold in the first quarter for a total of
$927,039.  The annual internal rate of return on the loans (including interim
expenses) was 26%, although





                                       7
<PAGE>   9
one loan was settled for a loss of $20,032.  The most significant gain was
$119,439 on one loan that had no assigned cost.

Plymouth recorded a loss of $79,517 for the six-month period ended June 30,
1997 based on generally accepted accounting principles.  The loss is primarily  
because most of the Fund's portfolio consists of new loans that have not
generated much cashflow and for which the ultimate cash recovery has not been
well established.  With the exception of two small loans disposed of in the
second quarter, Plymouth has received only monthly principal and interest
payments from the loans that it has recently acquired.  Plymouth realizes
profits primarily when the loan is disposed of either through sale or
settlement.  This process can take anywhere from nine to eighteen months.

For accounting purposes this gain or loss on disposition will most likely be
recorded when the Fund's Board of Trustees revalues the loans based upon the
perceived outcome.  Because the new loans have not been held long, the Board
chose to leave most of these loans at their acquisition cost.  Revising a
loan's value based on this information will have a material impact on earnings
in future quarters.

By comparison the Fund recorded net income and capital gains for the same
period of approximately $115,179 based on federal income tax accounting
methods.   The difference between the Fund's earnings on a GAAP basis and on
a federal income tax basis reflects the initial markup to fair value to the
loans acquired from SWF 1995 Limited Partnership ("SWF 1995").  Based upon the
net income and capital gains reported for federal income tax purposes, the
Board of Trustees has declared distributions of $57,589 for this period (50% of
the net income and capital gains).  Plymouth also made an additional
distribution of $22,799 in April for a portion of the capital gains recognized
in 1996.


Three Months ended June 30, 1997
For the three-month period ended June 30, 1997, the Fund recorded total
collections of $284,176.  These collections came primarily from monthly
payments made pursuant to obligations that the Fund holds.  Only two smaller
assets were settled in the second quarter for $16,652.  The assets cost the
Fund $8,938.

Plymouth recorded a loss of $109,919 for the three-month period because the
Fund's loan portfolio primarily consists of newly acquired loans.  Plymouth
realizes profits primarily when the loan is disposed of, either through sale or
settlement.  This process can take anywhere from nine to eighteen months on
average.

For the present period, the Fund's Board of Trustees chose to leave the
value of most of the newly acquired loans at their cost until Plymouth's
adviser has been able to determine how it will recover the amount owed and 
how much can be recovered.  Revising a loan's value will have a material impact
on earnings in future quarters. 


PART II - OTHER INFORMATION

1.   LEGAL PROCEEDINGS
     None.

2.   CHANGES IN SECURITIES
     (a)     None.
     (b)     None.

3.   DEFAULTS UPON SENIOR SECURITIES
     (a)     None.
     (b)     None.

4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
     None.

5.   OTHER INFORMATION





                                       8
<PAGE>   10
     Lon A. Critchfield, former Senior Vice President of Plymouth
     Commercial Mortgage Fund, resigned as an officer of Plymouth and left
     the employment of Greystone Advisers, Inc.  In March 1997,  Mr.
     Critchfield was an important part of both the asset review and asset
     resolution function of Plymouth.  To fill those roles, John Mosher and
     Larry Krause have become active in asset review.  Ted Hanes has
     assumed Mr. Critchfield's responsibilities as to asset resolution.
     Mr. Krause's former accounting responsibilities have been filled by
     the new hire of Patrick J. Panzarella, a certified public accountant.
     Management believes that the gap left by Mr. Critchfield has been
     adequately filled.

     The National Securities Markets Improvement Act of 1996 altered the
     allocation of regulation of investment advisers between the federal
     government and states.  Pursuant to this reglation, because Greystone
     Advisers, Inc. does not have at least $25,000,000 in assets under
     management, it withdrew its federal investment adviser registration as
     of July 8, 1997 and currently has an application pending with the
     state of Texas.  Management does not expect the change from federal to
     state regulation of Greystone to have any effect on Plymouth or its
     operations.

     Plymouth's assets were formerly subject to a custodial agreement with
     Comerica Bank--Texas, N.A. Comerica, however, discontinued its
     custodial operations, and Plymouth has entered into another custodial
     agreement with Broadway National Bank of San Antonio, Texas.
     Management does not expect the change of custodian to have any effect
     on Plymouth or its operations.

6.   EXHIBITS AND REPORTS ON FORM 8-K
     (A) EXHIBITS-
           (2)Plan of acquisition, reorganization, arrangement,
           liquidation or succession: (None)

           (3)(i)   (A)Certificate of Trust of the registrant, as filed
                    August 23, 1996(1)
                    (B)Declaration of Trust of the registrant, dated
                    August 23, 1996(1)

                    (3)(ii)Bylaws of the registrant, dated September 3,
                    1996(1)

           (4)      (A)Loan Agreement between Comerica Bank-Texas and the
                    registrant, dated September 27, 1996(2)
                    (B)Agreement to furnish to the Commission upon
                    request a copy of Subordinated Note Agreement between the
                    registrant and SouthWest Holding Company, Inc., dated
                    September 27, 1996(2)

           (10)     (A)Investment Advisory Agreement by and between the
                    registrant and Emerald Advisers, Inc. (former name of
                    Greystone Advisers, Inc.), dated September 22, 1996(2)
                    (B)Custodial Agreement by and between Broadway
                    National Bank, Comerica Bank-Texas and the
                    registrant, dated June 16, 1997*

           (15)Letter re unaudited interim financial information: (None)

           (18)Letter re change in accounting principles: (None)

           (19)Report furnished to security holders: (None)

           (22)Published report regarding matters submitted to vote of
           security holders: (None)

           (23)Consents of experts and counsel: (None)


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

(1)Incorporated herein by reference from the registrant's
initial registration statement on Form 10 (File No. 0-21443), as
filed with the Commission on September 27, 1996.

(2)Incorporated herein by reference from amendment #1 of the
registrant's initial registration statement on Form 10 (File No.
0-21443), as filed with the Commission on January 15, 1997.

                                       9
<PAGE>   11
           (24)Power of attorney: (None)

           (27)Financial Data Schedule(3)*

   (B) REPORTS ON FORM 8-K- None.

                                   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 thereunto duly authorized.


                          PLYMOUTH COMMERCIAL MORTGAGE FUND

June 14, 1997               /s/ Robert R. Swendson
                          -----------------------------------------------
                          Robert R. Swendson, President and
                          Chief Executive Officer


June 14, 1997               /s/ John C. Mosher
                          -----------------------------------------------
                          John C. Mosher, Vice President and
                          Chief Financial Officer (Principal Financial Officer)




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

(3)Filed herewith.

                                       10
<PAGE>   12
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