FINANCIAL ASSET SECURITIES CORP
8-K, 1997-02-05
ASSET-BACKED SECURITIES
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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)  February 5, 1997


     FINANCIAL ASSET  SECURITIES CORP.,  (as depositor  under the  Trust
     Agreement, dated as of February 7, 1997, which forms Cityscape Home
     Loan  Owner Trust  1997-1, which  will issue  the Home  Loan Asset-
     Backed Notes and Certificates, Series 1997-1).


                        FINANCIAL ASSET SECURITIES CORP.               
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     (Exact name of registrant as specified in its charter)


         Delaware                333-10273       06-1442010    
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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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(Address 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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Filing of Derived Materials.
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     In connection with the offering of  the Home Loan Asset-Backed Notes and
Certificates, Series 1997-1, (the "Notes and Certificates") Greenwich Capital
Markets,   Inc.  as   underwriter  of   the  Notes   and  Certificates   (the
"Underwriter"),  has prepared certain materials (the "Derived Materials") for
distribution to its  potential investors.   Although the Registrant  provided
the Underwriter with certain information regarding the characteristics of the
assets in the related portfolio, it did not participate in the preparation of
the Derived Materials.  Concurrently with the filing hereof, pursuant to Rule
202  of Regulation  202,  the  Registrant  is  filing  certain  computational
materials  by paper filing  on Form SE  in reliance on  a continuing hardship
exemption.

     For purposes  of this  Form 8-K, Derived  Materials shall  mean computer
generated  tables and/or  charts displaying,  with respect  to the  Notes and
Certificates, any of the following:   yield; average life, duration; expected
maturity; loss sensitivity; cash flow characteristics; background information
regarding the assets;  the proposed structure;  decrement tables; or  similar
information (tabular or otherwise) of a statistical, mathematical, tabular or
computational nature, as  well as certain matters relating  to the collateral
for such transaction.  


Item 7.   Financial Statements, Pro Forma Financial
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          Information and Exhibits.
          ------------------------

(a)  Not applicable.

(b)  Not applicable.

(c)  Not applicable.



                                  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:                                        
                                  -----------------------------
                                   Peter McMullin




Dated:  February 5, 1997



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