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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) June 25, 1996
FINANCIAL ASSET SECURITIES CORP., (as depositor under
the Pooling and Servicing Agreement, dated as of June
21, 1996, which forms Cityscape Home Equity Loan Trust
1996-2, which will issue the Cityscape Home Equity Loan
Trust 1996-2, Home Equity Loan Pass-Through
Certificates, Series 1996-2).
FINANCIAL ASSET SECURITIES CORP.
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(Exact name of registrant as specified in its charter)
Delaware 33-99018 Applied For
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
600 Steamboat Road
Greenwich, Connecticut 06830
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ddress of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (203) 625-2700
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Item 5. Other Events.
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Incorporation of Certain Documents by Reference
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Pursuant to Rule 411 of Regulation C under the Securities Act of 1933
and in reliance on Financial Security Assurance Inc., SEC No-Action Letter
(July 16, 1993), Financial Asset Securities Corp. (the "Registrant") will
incorporate by reference the financial statements of Financial Security
Assurance, Inc., into the Registrant's registration statement (File No. 33-
99018). The financial statements will be referred to in the prospectus
supplement relating to Cityscape Home Equity Loan Trust 1996-2. In
connection with the incorporation of such documents by reference, the
Registrant is hereby filing the consent of Coopers & Lybrand L.L.P. ("Coopers
& Lybrand") to the use of their name in such prospectus supplement. The
consent of Coopers & Lybrand is attached hereto as Exhibit 1.
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Item 7. Financial Statements, Pro Forma Financial
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Information and Exhibits.
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(a) Not applicable.
(b) Not applicable.
(c) Exhibit:
1. Consent of Coopers & Lybrand L.L.P.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FINANCIAL ASSET SECURITIES CORP.
By: /s/ Charles A. Forbes, Jr.
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Charles A. Forbes, Jr.
Dated: June 25, 1996
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Exhibit Index
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Exhibit Page
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1. Consent of Coopers & Lybrand L.L.P.
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(COOPERS & LYBRAND LETTERHEAD)
CONSENT OF INDEPENDENT ACCOUNTANTS
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We consent to the incorporation by reference in the Prospectus Supplement
dated June 25, 1996 (to Prospectus dated March 20, 1996) of Financial Asset
Securities Corp., relating to the Cityscape Home Equity Loan Trust, Series
1996-2 of our report dated January 17, 1996, on our audits of the
consolidated financial statements of Financial Security Assurance Inc. and
Subsidiaries as of December 31, 1995 and 1994, and for each of the three
years in the period ended December 31, 1995. We also consent to the
reference to our Firm under the caption "Experts".
/s/ COOPERS & LYBRAND
New York, New York
June 25, 1996
