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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) December 23, 1998
HEADLANDS MORTGAGE SECURITIES INC., (as sponsor under the Sale and Servicing
Agreement, dated as of December 1, 1998, providing for the issuance of Headlands
Home Equity Loan Trust 1998-2 Home Equity Loan Asset-Backed Notes).
Headlands Mortgage Securities Inc.
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(Exact name of registrant as specified in its charter)
Delaware 333-28031 68-0397342
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(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
900 Larkspar Landing Circle 94939
Suite 240 --------
Larkspar, California (Zip Code)
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(Address of Principal Executive
Offices)
Registrant's telephone number, including area code (415) 925-5442
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Item 5. Other Events
The consolidated financial statements of Ambac Assurance Corporation and
its subsidiaries as of December 31, 1997 and 1996 and for the three year period
ended December 31, 1997, included in the Annual Report on Form 10-K of Ambac
Financial Group, Inc. (which was filed with the Commission on March 31, 1998
Commission File No. 1-10777) and the consolidated financial statements of Ambac
Assurance Corporation and its subsidiaries as of September 30, 1998 and for the
periods ending September 30, 1998 and September 30, 1997 included in the
Quarterly Report on Form 10-Q of Ambac Financial Group, Inc. for the period
ended September 30, 1998 (which was filed with the Commission on November 13,
1998) are incorporated by reference in (i) this Current Report on Form 8-K; (ii)
the Prospectus; and (iii) the Prospectus Supplement for the Headlands Home
Equity Loan Trust 1998-2, and shall be deemed to be part hereof and thereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable
(b) Not applicable.
(c) Exhibits
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Exhibit No.
23.1 Consent of KPMG Peat Marwick LLP, dated
as of December 23, 1998, in connection with the
consolidated financial statements of Ambac
Assurance Corporation and Subsidiaries
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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.
HEADLANDS MORTGAGE SECURITIES INC.
By: /s/ Kristen Decker
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Name: Kristen Decker
Title: Senior Vice President
Dated: December 23, 1998
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Exhibit Index
Exhibit Page
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23.1 Consent of KPMG Peat Marwick LLP.
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Consent of Independent Certified Accountants
The Board of Directors
Ambac Assurance Corporation
We consent to the incorporation by reference in the registration statement (No.
333-28031) of Headlands Mortgage Securities Inc. (the "Registrant") and in the
Prospectus Supplement of the Registrant (the "Prospectus Supplement"), via the
Form 8-K of the registrant dated December 23, 1998, of our report dated January
29, 1998 on the consolidated financial statements of Ambac Assurance Corporation
(formerly AMBAC Indemnity Corporation) as of December 31, 1997 and 1996, and for
each of the years in the three-year period ended December 31, 1997, which report
appears in the Form 10-K of Ambac Financial Group, Inc. dated March 31, 1998 and
to the reference to our firm under the heading "Experts" in the Prospectus
Supplement.
/S/ KPMG Peat Marwick LLP
New York, New York
December 23, 1998
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