CWABS INC
8-K, 1999-02-18
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): February 16, 1999

     CWABS, INC., (as depositor under the Pooling and Servicing Agreement,
       to be dated as of February 22, 1999, providing for the issuance
            of the CWABS, Inc., Countrywide Home Equity Loan Trust
         1999-A Revolving Home Equity Loan Asset Backed Certificates,
                               Series 1999-A).

                                  CWABS, INC.
                                  -----------
            (Exact name of registrant as specified in its charter)

   Delaware                     333-60823                   95-4596514
- ------------------              -----------                 ----------
(State or Other Jurisdiction   (Commission               (I.R.S. Employer
of Incorporation)               File Number)             Identification No.)


       4500 Park Granada
    Calabasas, California                                       91302  
    ----------------------                                    ---------
    (Address of Principal                                    (Zip Code)
     Executive Offices)

Registrant's telephone number, including area code (818) 225-3240
                                                   ----  --------

- ----------------------------------------------------------------------------



<PAGE>


Item 5.  Other Events.
- ----     ------------

Filing of Certain Materials
- ---------------------------

         Pursuant  to  Rule  424(b)(2)  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 a
prospectus  supplement  with  the  Securities  and  Exchange  Commission  (the
"Commission")  relating  to  its  Revolving  Home  Equity  Loan  Asset  Backed
Certificates, Series 1999-A (the "Certificates").

         In  connection  with the offering of the  Revolving  Home Equity Loan
Asset Backed Certificates,  Series 1999-A, Salomon Smith Barney Inc. ("Salomon
Smith  Barney"),   Countrywide  Securities  Corporation   ("Countrywide")  and
NationsBanc    Montgomery    Securities   LLC    ("NationsBanc    Montgomery")
(collectively,  the "Underwriters"),  as underwriters of the Certificates, have
prepared  certain  materials  ("Computational  Materials") for distribution to
their potential investors (the "Salomon Smith Barney Computational Materials",
the  "Countrywide  Computational  Materials"  and the  "NationsBanc  Motgomery
Computational  Materials",  respectively).  Although the Company  provided the
Underwriters with certain  information  regarding the  characteristics  of the
Mortgage  Loans (the  "Loans") in the related  portfolio,  the Company did not
participate in the preparation of the Computational Materials by Salomon Smith
Barney,  Countrywide or NationsBanc  Montgomery.  Concurrently with the filing
hereof,  pursuant to Rule 311(i) of Regulation  S-T, the Company is filing the
Salomon Smith Barney Computational  Materials,  the Countrywide  Computational
Materials  and the  NationsBanc  Montgomery  Computational  Materials by paper
filing on Form SE.

         For purposes of this Form 8-K,  "Computational  Materials" shall mean
computer  generated  tables  and/or  charts  displaying  with  respect  to the
Certificates,  any of the following:  yield; average life; duration;  expected
maturity;   interest   rate   sensitivity;   loss   sensitivity;   cash   flow
characteristics;  background  information  regarding  the Loans;  the proposed
structure;  decrement tables; or similar information (tabular or otherwise) of
a statistical,  mathematical,  tabular or  computational  nature.  The Salomon
Smith Barney Computational  Materials are attached hereto as Exhibit 99.1, the
Countrywide  Computational  Materials are attached  hereto as Exhibit 99.2 and
the Nations Montgomery  Computational Materials are attached hereto as Exhibit
99.3.




- -----------
         * Capitalized  terms used and not otherwise defined herein shall have
the meanings assigned to them in the prospectus dated October 26, 1998 and the
prospectus supplement dated February 17, 1999, of CWABS, Inc., relating to its
Revolving Home Equity Loan Asset Backed Certificates, Series 1999-A.






                                      2
<PAGE>




Incorporation of Certain Documents by Reference
- -----------------------------------------------

         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  Company's
registration statement (File No. 333-60823).  The financial statements will be
referred to in the prospectus  supplement  relating to the Company's Revolving
Home Equity Loan Asset Backed Certificates,  Series 1999-A. In connection with
the incorporation of such documents by reference, the Company is hereby filing
the consent of PricewaterhouseCoopers  LLP ("PWC") to the use of their name in
such prospectus supplement. The consent of PWC is attached hereto Exhibit 23.


















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<PAGE>
Item 7.  Financial Statements, Pro Forma Financial

         Information and Exhibits.
         ------------------------

(a)      Not applicable.

(b)      Not applicable.

(c)      Exhibits:

         23      Consent of PWC
         99.1    Salomon Smith Barney Computational Materials
         99.2    Countrywide Computational Materials
         99.3    NationsBanc Montgomery Computational Materials













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<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.

                                          CWABS, INC.



                                          By: /s/ David Walker          
                                             ----------------- 
                                             David Walker
                                             Vice President

Dated:  February 16, 1999













                                      5
<PAGE>


Exhibit Index
- -------------

Exhibit                                                               Page
- -------                                                               ----

23            Consent of PWC                                            7

99.1          Salomon Smith Barney Computational Materials              8

99.2          Countrywide Computational Materials                       9

99.3          NationsBank Montgomery Computational Materials           10











                                      6
<PAGE>



                                  EXHIBIT 23

                      CONSENT OF INDEPENDENT ACCOUNTANTS

         We  consent  to the  incorporation  by  reference  in the  Prospectus
Supplement of CWABS,  Inc. relating to Revolving Home Equity Loan Asset Backed
Certificates, Series 1999-A 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

                                       PricewaterhouseCoopers LLP

February 18, 1999
















                                      7
<PAGE>




                                 EXHIBIT 99.1

                 Salomon Smith Barney Computational Materials

         In accordance  with Rule 311(i) of Regulation  S-T, the Salomon Smith
Barney Computational Materials are being filed on paper pursuant to Form SE.




















                                      8
<PAGE>


                                 EXHIBIT 99.2

                      Countrywide Computational Materials

         In  accordance  with Rule 311(i) of Regulation  S-T, the  Countrywide
Computational Materials are being filed on paper pursuant to Form SE.





















                                      9
<PAGE>


                                 EXHIBIT 99.3

                NationsBanc Montgomery Computational Materials

         In  accordance  with Rule 311(i) of Regulation  S-T, the  NationsBanc
Montgomery  Computational  Materials are being filed on paper pursuant to Form
SE.
























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