SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                 Amendment No. 1


(Mark One)

| x |   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 1996

|   |   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Commission File No.:  333-15473-01

                  Southern Pacific Secured Assets Corporation,
    Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1996-4 Trust
             (Exact name of registrant as specified in its charter)

New York (governing law of pooling and servicing agreement)
State or other jurisdiction of incorporation or organization)

52-2011594
(I.R.S. Employer Identification No.)

c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, MD                                     21044
(Address of principal executive                 (Zip Code)
offices)

Registrant's telephone number, including area code (410) 884-2000

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:  NONE

     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.

Yes    X                No



This Amendment No. 1 on Form 10-K/A amends Item 14 of the original Annual Report
on Form 10-K (the "Original Form 10-K") filed on March 26, 1997, by Norwest Bank
Minnesota, N.A. (the "Reporting Person"), on behalf of Southern  Pacific Secured
Assests  Corporation,  Mortgage  Loan  Asset-Backed  Pass-Through  Certificates,
Series 1996-4  Trust (the "Trust"),  established   pursuant  to  a  Pooling  and
Servicing Agreement (the "Pooling & Servicing Agreement") among Southern Pacific
Secured  Assets  Corp., as  The Company, (the "Company"), Advanta Mortgage Corp.
USA,  as Master  Servicer, (the "Master  Servicer"), and Norwest Bank Minnesota,
N.A., as  Trustee,  (the "Trustee"),  pursuant  to  which  the  Southern Pacific
Secured   Assests   Corporation,   Mortgage   Loan   Asset-Backed   Pass-Through
Certificates,  Series 1996-4 Trust, certificates registered under the Securities
Act of 1933 (the "Certificates") were issued. Item 14 of the  Original Form 10-K
 is amended to read in its entirety as follows:

Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

     (a)  Exhibits

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>

          99.4 Aggregate Statement of Financial Information.

               Monthly distributions to certificateholders commenced in  January
               1997.  As  of  December  31,  1996,  no  information  not already
               disclosed  in  the  Prospectus  Supplement  was  available  to be
               included in this report on Form 10-K.

     (b)  No reports on Form 8-K were filed during last quarter of the period 
          covered by this report.

     (c)  Omitted.

     (d)  Omitted.


<F1> Filed herewith.



                                    SIGNATURE

     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:


                  Southern Pacific Secured Assests Corporation,
    Mortgage Loan Asset-Backed Pass-Through Certificates, Series 1996-4 Trust


                       By: Norwest Bank Minnesota, N.A.,
                           as Trustee

                       By: /s/ Sherri J. Sharps
                       By: Sherri J. Sharps
                    Title: Vice President
                    Dated: June 24, 1997



                                  EXHIBIT INDEX

          Exhibit No.

          99.1 Annual Report of  Independent  Public  Accountants'  as to master
               servicing activities or servicing activities as applicable:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>

          99.2 Management Assertion Letter:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>

          99.3 Annual  Statements  of  Compliance  with  obligations  under  the
               Pooling Agreement or servicing agreement, as applicable, of:

                   (a)  Advanta Mortgage Corp. USA, as Servicer<F1>


<F1> Filed herewith.