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) November 27, 1996
Saxon Asset Securities Company
(Exact name of registrant as specified in charter)
Virginia 34-0-20552 52-1785164
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
4880 Cox Road, Glen Allen, Virginia 23060
(Address of principal executive offices)
Registrant's telephone number, including area code (804) 967-7400
(Former name or former address, if changed since last report.)
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Item 1. Changes in Control of Registrant.
Not Applicable.
Item 2. Acquisition or Disposition of Assets.
Not Applicable.
Item 3. Bankruptcy or Receivership.
Not Applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not Applicable.
Item 5. Other Events.
On November 27, 1996, the Registrant entered into an underwriting
agreement with Prudential Securities Incorporated, Lehman Brothers, Merrill
Lynch & Co. and PaineWebber Incorporated (the "Underwriters"), pursuant to which
the Underwriters agreed to purchase and offer for sale to the public,
approximately $450,000,000 aggregate initial principal amount of the
Registrant's Mortgage Loan Asset Backed Certificates, Series 19962, Class A-1,
Class A-2, Class A-3, Class A-4 and Class A-5 and Class A-6 Certificates
(collectively, the "Underwritten Certificates"). The Underwritten Certificates
are registered for sale under the Registrant's effective shelf Registration
Statement on Form S-3 (333-4127), and are offered pursuant to a Prospectus
August 2, 1996, and a Prospectus Supplement dated November 27, 1996, to be filed
with the Securities and Exchange Commission pursuant to the Securities Act of
1933, as amended and Rule 424 thereunder.
In connection with the offering of the Underwritten Securities, the
Registrant has obtained credit enhancement from MBIA Insurance Corporation
("MBIA") and will incorporate by reference certain financial information
regarding Mortgage Loan Asset Backed Certificates. In connection therewith, the
Registrant is designating Coopers & Lybrand LLP as experts relating to such
incorporated financial information and is filing herewith the consent of Coopers
& Lybrand LLP as Exhibit 99.1
Item 6. Resignations of Registrant's Directors.
Not Applicable.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
Not Applicable.
Item 8. Change in Fiscal Year.
Not Applicable.
Exhibits
99.1 Copy of Consent of Coopers & Lybrand LLP.
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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.
November 27, 1996
SAXON ASSET SECURITIES COMPANY
By: ____________________________________
Bradley D. Adams, Vice President
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INDEX TO EXHIBITS
Page
99.1 ......................Copy of Consent of Coopers & Lybrand LLP
Exhibit 99.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in this Prospectus
Supplement of our report dated January 22, 1996, on our audits of the
consolidated financial statements of MBIA Insurance Corporation and Subsidiaries
as of December 31, 1995 and 1994 and for the three years ended December 31,
1995. We also consent to the reference to our firm under the caption "Report of
Experts".
Coopers & Lybrand L.L.P.
November 22, 1996
New York, New York
