8-K

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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) April 23, 2001

IMPAC SECURED ASSETS CORP. (as company under a Pooling and Servicing Agreement,
dated as of April 1, 2001, providing for, inter alia, the issuance of Mortgage
Pass-Through Certificates, Series 2001-3)


                           Impac Secured Assets Corp.
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             (Exact name of registrant as specified in its charter)

          CALIFORNIA                 333-53986                33-071-5871
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(State or Other Jurisdiction        (Commission              (I.R.S. Employer
of Incorporation)                   File Number)             Identification No.)


1401 Dove Street
Newport Beach, California                                         92660
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(Address of Principal                                          (Zip Code)
Executive Offices)



Registrant's telephone number, including area code, is (949) 475-3600


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Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
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                  (a)      Not applicable

                  (b)      Not applicable

                  (c)      Exhibits:

                  8.1      Opinion of Thacher Proffitt & Wood







                                   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.

                                 IMPAC SECURED ASSETS CORP.


                                 By:      /s/Richard Johnson
                                          ------------------
                                 Name:    Richard Johnson
                                 Title:   Chief Financial Officer and Secretary


Dated:  April 23, 2001

EX-8.1

                                     EXHIBIT

























                                        April 23, 2001


Impac Secured Assets Corp.
1401 Dove Street
Newport Beach, California 92660

                  Opinion: Tax Opinion
                  Impac Secured Assets Corp.
                  Mortgage Pass-Through Certificates, Series 2001-3
                  -------------------------------------------------

Ladies and Gentlemen:

         We have acted as counsel to Impac Secured Assets Corp. (the "Company"),
Impac Funding Corporation (the "Seller") and Impac Mortgage Holdings, Inc.
("IMH") in connection with (i) the Mortgage Loan Purchase Agreement, dated as of
April 1, 2001 (the "Mortgage Loan Purchase Agreement"), among the Seller, the
Company and IMH, (ii) the Pooling and Servicing Agreement, dated as of April 1,
2001 (the "Pooling and Servicing Agreement"), among the Company, the Seller (in
such capacity, the "Master Servicer") and Bankers Trust Company of California,
N.A. (the "Trustee") and the certificates issued pursuant thereto designated as
Mortgage Pass-Through Certificates, Series 2001-3 (collectively, the
"Certificates"), (iii) the Underwriting Agreement, dated April 23, 2001 (the
"Underwriting Agreement"), among the Company, the Seller, IMH, Bear, Stearns &
Co. Inc. ("Bear Stearns") and Countrywide Securities Corporation (together with
Bear Stearns, the "Underwriters") pursuant to which certain Certificates were
sold (the "Underwritten Certificates"), (iv) the Purchase Agreement, dated April
30, 2001 (the "Purchase Agreement"), among the Company, the Seller, IMH and Bear
Stearns (the "Purchaser") pursuant to which certain Certificates were sold (the
"Purchased Certificates"), (v) the Prospectus Supplement, dated April 23, 2001
(the "Prospectus Supplement") and the Base Prospectus to which it relates, dated
March 26, 2001 (the "Base Prospectus"; together with the Prospectus Supplement,
the "Prospectus") and (vi) the Private Placement Memorandum, dated April 30,
2001 (the "Private Placement Memorandum"). The Mortgage Loan Purchase Agreement,
the Pooling and Servicing Agreement, the Underwriting Agreement and the Purchase
Agreement are collectively referred to herein as the "Agreements." Capitalized
terms not defined herein have the meanings assigned to them in the Agreements.







Impac Secured Assets Corp., Series 2001-3                                Page 2.
April 23, 2001

         In rendering this opinion letter, as to relevant factual matters we
have examined the documents described above and such other documents as we have
deemed necessary including, where we have deemed appropriate, representations or
certifications of officers of parties thereto or public officials. In rendering
this opinion letter, except for the matters that are specifically addressed in
the opinions expressed below, we have assumed (i) the authenticity of all
documents submitted to us as originals or as copies thereof, and the conformity
to the originals of all documents submitted to us as copies, (ii) the necessary
entity formation and continuing existence in the jurisdiction of formation, and
the necessary licensing and qualification in all jurisdictions, of all parties
to all documents, (iii) the necessary, authorization, execution, delivery and
enforceability of all documents, and the necessary entity power with respect
thereto, and (iv) that there is not any other agreement that modifies or
supplements the agreements expressed in any document to which this opinion
letter relates and that renders any of the opinions expressed below inconsistent
with such document as so modified or supplemented. In rendering this opinion
letter, except for the matters that are specifically addressed in the opinions
expressed below, we have made no inquiry, have conducted no investigation and
assume no responsibility with respect to (a) the accuracy of and compliance by
the parties thereto with the representations, warranties and covenants as to
factual matters contained in any document or (b) the conformity of the
underlying assets and related documents to the requirements of any agreement to
which this opinion letter relates.

         Assuming compliance with the provisions of the Pooling and Servicing
Agreement, for federal income tax purposes, each of REMIC 1, REMIC 2 and REMIC 3
will qualify as a real estate mortgage investment conduit ("REMIC") within the
meaning of the REMIC Provisions of the Code, the Class R-1 Interests will
constitute the sole class of "residual interests" in REMIC 1, the Class R-2
Interests will constitute the sole class of "residual interests" in REMIC 2,
each class of Certificates (other than the Class R Certificates) will represent
ownership of "regular interests" in REMIC 3 and will generally be treated as
debt instruments of REMIC 3 and the Class R-3 Interests will constitute the sole
class of "residual interests" in REMIC 3, within the meaning of the REMIC
Provisions in effect on the date hereof.

         The opinions set forth herein are based upon the existing provisions of
the Code and Treasury regulations issued or proposed thereunder, published
Revenue Rulings and releases of the Internal Revenue Service and existing case
law, any of which could be changed at any time. Any such changes may be
retroactive in application and could modify the legal conclusions upon which
such opinions are based. The opinions expressed herein are limited as described
above, and we do not express an opinion on any other legal or income tax aspect
of the transactions contemplated by the documents relating to the transaction.







Impac Secured Assets Corp., Series 2001-3                                Page 3.
April 23, 2001

         This opinion letter is rendered for the sole benefit of the addressee
hereof, and no other person or entity is entitled to rely hereon. Copies of this
opinion letter may not be made available, and this opinion letter may not be
quoted or referred to in any other document made available, to any other person
or entity except to (i) any applicable rating agency, institution providing
credit enhancement or liquidity support or governmental authority, (ii) any
accountant or attorney for any person or entity entitled hereunder to rely
hereon or to whom or which this opinion letter may be made available as provided
herein and (iii) as otherwise required by law. We consent to the filing of this
opinion letter as an exhibit to the Company's Form 8-K.


                                                     Very truly yours,

                                                     /s/ Thacher Proffitt & Wood
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