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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 23, 1998
CWABS, INC., (as depositor under the Pooling and
Servicing Agreement, dated as of February 20, 1998,
providing for the issuance of the CWABS, INC., Asset-
Backed Certificates, Series 1998-1).
CWABS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-37539 95-4596514
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
4500 Park Granada
Calabasas, California 91302
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (818) 225-3232
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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"), CWABS, Inc. (the "Company") is filing a prospectus and
prospectus supplement with the Securities and Exchange Commission relating to
its Asset-Backed Certificates, Series 1998-1.
In connection with the offering of the Asset-Backed Certificates,
Series 1998-1, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("Merrill
Lynch"), as underwriters of the Underwritten Certificates, have prepared
certain materials (the "Merrill Lynch Computational Materials") for
distribution to their potential investors. Similarly, Countrywide Securities
Corporation ("CSC"), as underwriters of the Underwritten Certificates, have
prepared certain materials (the "CSC Computational Materials") for
distribution to their potential investors. Although the Company provided
Merrill Lynch and CSC with certain information regarding the characteristics
of the Mortgage Loans in the related portfolio, the Company did not
participate in the preparation of the Merrill Lynch Computational Materials
or the CSC Computational Materials.
For 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 Mortgage
Loans; the proposed structure; decrement tables; or similar information
(tabular or otherwise) of a statistical, mathematical, tabular or
computational nature. The Merrill Lynch Computational Materials, which are
listed as Exhibit 99.1 hereto, and the CSC Computational Materials, which are
listed as Exhibit 99-2 hereto, are filed on Form SE dated February 23, 1998.
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* Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to them in the prospectus dated February 20, 1998 and the
prospectus supplement dated February 23, 1998, of CWABS, Inc., relating to
its Asset-Backed Certificates, Series 1998-1.
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:
99.1 Merrill Lynch Computational Materials filed on Form SE dated
February 23, 1998.
99.2 CSC Computational Materials filed on Form SE dated February 23,
1998.
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.
CWABS, INC.
By: /s/ David Walker
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David Walker
Vice President
Dated: February 23, 1998
Exhibit Index
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Exhibit Page
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99.1 Merrill Lynch, Pierce, Fenner & Smith Incorporated Computational
Materials filed on Form SE dated February 23, 1998.
99.2 Countrywide Securities Corporation Computational Materials filed on
Form SE dated February 23, 1998.
BROWN & WOOD LLP
One World Trade Center
New York, New York 10048
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
February 23, 1998
BY MODEM
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Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: CWABS, Inc.
Asset-Backed Certificates, Series 1998-1
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Ladies and Gentlemen:
On behalf of CWABS, Inc. (the "Company"), we enclose herewith for
filing, pursuant to the Securities and Exchange Act of 1934, as amended, the
Company's Current Report on Form 8-K, for Computational Materials in
connection with the above-referenced transaction.
Pursuant to a continuing hardship exemption letter dated November 6,
1996, as provided in Rule 202 of Regulation S-T, and pursuant to Rule 311(i)
of Regulation S-T, Exhibits 99.1 and 99.2 will be filed on Monday, February
23, 1998 in paper on Form SE.
Very truly yours,
/s/ Amy Sunshine
Amy Sunshine
Enclosure
