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) March 13, 1998
FINANCIAL ASSET SECURITIES CORP. (as depositor
under the Pooling and Servicing Agreement,
dated as of March 1, 1998, providing for the issuance
of Financial Asset Securities Corp., CPS Grantor
Trust 1998-1 Asset Backed Certificates).
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(Exact name of registrant as specified in its charter)
Delaware 333-1548 06-1442101
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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 Computational Materials.
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Pursuant to Rule 424(b) under the Securities Act of 1933, concurrently
with, or subsequent to, the filing of this Current Report on Form 8-K (the
"Form 8-K"), Financial Asset Securities Corp. (the "Company") is filing a
prospectus and prospectus supplement with the Securities and Exchange
Commission relating to CPS Grantor Trust 1998-1 Asset Backed Certificates.
In connection with the offering of the CPS Grantor Trust 1998-1 Asset
Backed Certificates, Greenwich Capital Markets, Inc., as underwriter of the
Offered Certificates (the "Underwriter"), has prepared certain materials (the
"Computational Materials") for distribution to its potential investors.
Although the Company provided the Underwriter with certain information
regarding the characteristics of the receivables in the related portfolio, it
did not participate in the preparation of the Computational Materials.
Concurrently with the filing hereof, pursuant to Rule 202 of Regulation S-T,
the Company is filing certain computational materials by paper filing on FORM
SE in reliance on a continuing hardship exemption.
For the purposes of this Form 8-K, Computational Materials shall mean
computer generated tables and/or charts displaying, with respect to any Class
or Classes of Certificates, any of the following: yield; average life;
duration; expected maturity; interest rate sensitivity; loss sensitivity;
cash flow characteristics; background information regarding the receivables;
the proposed structure; decrement tables; or similar information (tabular or
otherwise) of a statistical, mathematical, tabular or computational nature.
The Computational Materials are attached hereto as Exhibit 99.1.
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), the Company will incorporate by reference the financial
statements of Financial Security Assurance, Inc., into the Conpany's
registration statement (File No. 333-1548). The financial statements will be
referred to in the prospectus supplement relating to CPS Grantor Trust 1998-
1. 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 23.
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) Exhibits:
23. The Consent of Coopers & Lybrand.
99.1 Computational Materials.
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 hereunto duly authorized.
FINANCIAL ASSET SECURITIES CORP.
By: /s/ Brian Bernard
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Name: Brian Bernard
Title: Senior Vice President
Dated: March 13, 1998
Exhibit Index
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Exhibit Page
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1. Computational Materials. 6
2. The Consent of Coopers & Lybrand.
EXHIBIT 23: CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Prospectus Supplement
of Consumer Portfolio Services, Inc. relating to CPS Grantor Trust 1998-1 of
our report dated January 24, 1997 on our audits of the consolidated
financial statements of Financial Security Assurance Inc. and Subsidiaries as
of December 31, 1997 and 1996 and for each of the three years in the period
ended December 31, 1996. We also consent to the reference to our firm under
the caption "Experts".
\s\ Coopers & Lybrand L.L.P.
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COOPERS & LYBRAND L.L.P.
New York, New York
March 13, 1998
