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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)
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December 7, 1998
IMC Securities, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 333-48429-05 59-3284026
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
5901 East Fowler Avenue
Tampa Florida 33617-2362
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (813) 984-8801
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(Former name or former address, if changed since last report)
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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
23.1 Consent of PricewaterhouseCoopers LLP (Independent Auditors of
Financial Security Assurance Inc.)
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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 hereunto duly authorized.
IMC SECURITIES, INC. as
Depositor
By: /s/ Thomas Middleton
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Name: Thomas Middleton
Title: President and Chief Operating Officer
Dated: December 8, 1998
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EXHIBIT INDEX
Exhibit No. Description Page No.
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8.1 Tax Opinion of Arter & Hadden LLP
23.1 Consent of PricewaterhouseCoopers LLP
(Independent Auditors of Financial Security Assurance
Inc.)
Exhibit 8.1
December 8, 1998
Re: IMC Securities, Inc.
IMC Home Equity Loan Asset Backed Notes, Series 1998-7A and
IMC Home Equity Loan Asset Backed Notes, Series 1998-7B
Registration Statement on Form S-3 No. 333-48429
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Ladies and Gentlemen:
We have acted as counsel to IMC Securities Inc. (the "Depositor") 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 the IMC Home Equity Loan Asset Backed Notes,
Series 1998-7A and the IMC Home Equity Loan Asset Backed Notes, Series 1998- 7B
(collectively, the "Notes"). Our advice formed the basis for the description of
the federal income tax consequences appearing under the heading "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 the Notes, but with respect to those
tax consequences which are discussed, it is our opinion that the Notes will be
treated as newly originated debt obligations of IMC Home Equity Loan Owner Trust
1998-7 (the "Issuer") and not as representing an ownership interest in the
assets included in the trust estate or an equity interest in the Issuer, the
Depositor or the Seller. In addition, for federal income tax purposes, the
Issuer will not be classified (i) as an association taxable as a corporation,
(ii) a taxable mortgage pool as defined in Section 7701(i) of the Internal
Revenue Code of 1986, as amended, or (iii) a "publicly traded partnership" as
defined in Treasury Regulation Section 1.7704-1.
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 "Federal Income
Tax Consequences."
Very truly yours,
/s/ Arter & Hadden LLP
Arter & Hadden LLP
Exhibit 23.1
[PricewaterhouseCoopers LLP Letterhead]
CONSENT OF INDEPENDENT ACCOUNTANTS
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We consent to the incorporation by reference in the Prospectus Supplement of IMC
Securities, Inc. relating to IMC Home Equity Loan Owner Trust 1998-7 of our
report dated January 26, 1998 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, 1997. We also consent to the reference to our Firm under the caption
"Experts".
/s/ PricewaterhouseCoopers LLP
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PRICEWATERHOUSECOOPERS LLP
December 7, 1998
