AMRESCO RESIDENTIAL SECURITIES CORP
8-K, 1998-06-11
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)
                                  June 9, 1998

                   AMRESCO Residential Securities Corporation
             (Exact name of registrant as specified in its charter)

          Delaware                   333-30759-03                 75-2620414
(State or Other Jurisdiction         (Commission               (I.R.S. Employer
      of Incorporation)              File Number)            Identification No.)
                              
   700 North Pearl Street
    Suite 1400, LB #342
       Dallas, Texas                                              75201-7424
   (Address of Principal                                          (Zip Code)
     Executive Offices)

         Registrant's telephone number, including area code (214) 953-7700

                                    No Change
          (Former name or former address, if changed since last report)

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<PAGE>

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

          (a) Not applicable

          (b) Not applicable

          (c) Exhibits:

              8.1 Tax Opinion of Arter & Hadden LLP

<PAGE>

                                   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.


                         AMRESCO RESIDENTIAL SECURITIES
                         CORPORATION, as Depositor


                         By: /s/ Ronald B. Kirkland
                             ---------------------------------------------------
                             Name: Ronald B. Kirkland
                             Title:  Vice President and Chief Accounting Officer
   

Dated: June 9, 1998

<PAGE>

                                  EXHIBIT INDEX


Exhibit No.     Description                                             Page No.

   8.1          Tax Opinion of Arter & Hadden LLP




                                                                     Exhibit 8.1

                                  June 9, 1998



      Re:  AMRESCO Residential Securities Corporation
           AMRESCO Residential Securities Corporation Mortgage Loan Trust 1998-2
           Registration Statement on Form S-3 No. 333-30759

Ladies and Gentlemen:

     We have acted as counsel to AMRESCO Residential  Securities  Corporation in
connection with the preparation and filing of the registration statement on Form
S-3 (such registration statement,  the "Registration  Statement") filed with the
Securities  and Exchange  Commission  pursuant to the Securities Act of 1933, as
amended (the "Act"), in respect of AMRESCO  Residential  Securities  Corporation
Mortgage Loan Pass-Through Certificates, Series 1998-2 (the "Certificates"). Our
advice formed the basis for the  description of federal income tax  consequences
appearing under the heading  "Certain  Federal Income Tax  Consequences"  in the
prospectus supplement contained in the Registration Statement.  Such description
does not purport to discuss all possible  federal income tax  consequences of an
investment in Certificates but with respect to those tax consequences  which are
discussed,  it is our opinion that the  description  is  accurate.  In addition,
assuming  (i) the REMIC  elections  are made,  (ii) the  Pooling  and  Servicing
Agreement  is fully  executed,  delivered  and  enforceable  against the parties
thereto in accordance  with its terms,  (iii) the  transaction  described in the
prospectus supplement is completed on substantially the terms and conditions set
forth therein,  and (iv)  continuing  compliance  with the Pooling and Servicing
Agreement,  it is our  opinion  that,  for  federal  income  tax  purposes,  the
Lower-Tier  REMIC and the Upper-Tier  REMIC created by the Pooling and Servicing
Agreement  will  each  be  treated  as  a  REMIC,  each  class  of  the  Offered
Certificates,  the Class C-IO  Certificates,  the Class D  Certificates  and the
Class S  Certificates  will be treated as "regular  interests" in the Upper-Tier
REMIC and the Class R Certificates will be the sole "residual  interests" in the
Upper-Tier  REMIC.  The Lower-Tier  Interests A-1 through A-8, M-1F, M-1A, M-2F,
M-2A, B-1F and B-1A will be treated as the "regular interests" in the Lower-Tier
REMIC and the  Lower-Tier  REMIC  Residual  Class  will be  treated  as the sole
"residual interest" in the Lower-Tier REMIC.

<PAGE>

     We hereby  consent  to the  filing  of this  letter  as an  Exhibit  to the
Registration  Statement  and to the  reference to this firm in the  Registration
Statement and related  prospectus  supplement under the heading "Certain Federal
Income Tax Consequences."


                                               Very truly yours,

                                               /s/ Arter & Hadden LLP
                                               ---------------------------------
                                               Arter & Hadden LLP


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