MORGAN STANLEY ABS CAPITAL I INC
8-K, 1999-05-18
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): May 18, 1999





                        MORGAN STANLEY ABS CAPITAL I INC.
             (Exact name of registrant as specified in its charter)


        Delaware                     333-64909                13-3939229    
(State or Other Jurisdiction       (Commission               (I.R.S. Employer
     of Incorporation)              File Number)            Identification No.)



1585 Broadway, 2nd Floor
  New York, New York                                               10036   
  (Address of Principal                                         (Zip Code)
   Executive Offices)

Registrant's telephone number, including area code (212) 761-4000 
- -----------------------------------------------------------------


<PAGE>



Item 7.      Financial Statements and Exhibits.

Information and Exhibits.

(a)      Financial Statements of businesses acquired.

         Not applicable.

(b)      Pro Forma financial information.

         Not applicable.

(c)      Exhibit No.                    Description
                                        
          25                            Form T-1 Statement of Eligibility
                                        under the Trust Indenture Act of
                                        1939, as amended. (Certain exhibits
                                        to Form T-1 are incorporated by
                                        reference to Exhibit 25.1 of
                                        Registration Statement on Form S-3
                                        of Morgan Stanley ABS Capital I Inc.,
                                        filed on December 21, 1998
                                        (File No. 333-64909)).
                              

<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.

                                             MORGAN STANLEY ABS CAPITAL I INC.




                                             By:   _/s/ /Gail McDonnell
                                                   ----------------------
                                                   Name:  Gail McDonnell
                                                   Title:  Managing Director



Dated:  May 18, 1999


<PAGE>



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


Exhibit           Description                                            Page
- -------           -----------                                            ----
25                Form T-1 Statement of Eligibility under                   6
                  the Trust Indenture  Act  of  1939,  as
                  amended. (Certain   exhibits  to  Form
                  T-1  are incorporated  by  reference  
                  to Exhibit 25.1 of Registration  Statement
                  on Form S-3 of  Morgan  Stanley  ABS
                  Capital I Inc. filed on (File No.
                  333-64909)).
              


<PAGE>



                                  EXHIBIT 25



                                                                              
 =============================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                         -----------------------------

                                    FORM T-1

                            STATEMENT OF ELIGIBILITY
                   UNDER THE TRUST INDENTURE ACT OF 1939 OF A
                    CORPORATION DESIGNATED TO ACT AS TRUSTEE
                         -----------------------------

  x CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO
                              SECTION 305(b) (2)

                  NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION
               (Exact name of trustee as specified in its charter)

A U.S. National Banking Association                    41-1592157
(Jurisdiction of incorporation or                      (I.R.S. Employer
organization if not a U.S. national                    Identification No.)
bank)

Sixth Street and Marquette Avenue
Minneapolis, Minnesota                                 55479
(Address of principal executive offices)               (Zip code)

                       Stanley S. Stroup, General Counsel
                  NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION
                        Sixth Street and Marquette Avenue
                          Minneapolis, Minnesota 55479
                                 (612) 667-1234
                               (Agent for Service)
                         -----------------------------

                            Novus HELOC Trust 1999-1
               (Exact name of obligor as specified in its charter)

Delaware                                                Pending
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                          Identification No.)


c/o Wilmington Trust Company
Rodney Square North
1100 North Market Street
Wilmington, DE                                          19890
(Address of principal executive offices)                (Zip code)

                         -----------------------------
                            Novus HELOC Trust 1999-1
                     HELOC Asset-Backed Notes, Series 1999-1
                       (Title of the indenture securities)


<PAGE>




Item 1.   General Information. Furnish the following information as to the
          trustee:

            (a)  Name and address of each examining or supervising authority
                 to which it is subject.

                 Comptroller of the Currency
                 Treasury Department
                 Washington, D.C.

                 Federal Deposit Insurance Corporation
                 Washington, D.C.

                 The Board of Governors of the Federal Reserve System
                 Washington, D.C.

            (b)  Whether it is  authorized to exercise corporate trust powers.

                 The trustee is authorized to exercise corporate trust powers.

Item 2.   Affiliations with Obligor.  If the obligor is an affiliate of the
          trustee, describe each such affiliation.

          None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is
not in default as provided under Item 13.

Item 15.  Foreign Trustee.   Not applicable.

Item 16.  List of Exhibits.  List below all exhibits filed as a part of this
                             Statement of Eligibility. Trustee incorporates by
                             reference into this Form T-1 the exhibits attached
                             hereto.

         Exhibit 1.   a.     A copy of the Articles of Association of the
                             trustee now in effect.*

         Exhibit 2.   a.     A copy of the certificate of authority of the
                             trustee to commence business issued June 28, 1872,
                             by the Comptroller of the Currency to
                             The Northwestern National Bank of Minneapolis.*

                      b.     A copy of the certificate of the Comptroller of the
                             Currency dated January 2, 1934, approving the
                             consolidation of The Northwestern National Bank
                             of Minneapolis and The Minnesota Loan and Trust
                             Company of Minneapolis, with the surviving entity
                             being titled Northwestern National Bank and Trust
                             Company of Minneapolis.*

                      c.     A copy of the certificate of the Acting Comptroller
                             of the Currency dated January 12, 1943, as to
                             change of corporate title of Northwestern National
                             Bank and Trust Company of Minneapolis to
                             Northwestern National Bank of Minneapolis.*

                      d.     A copy of the letter dated May 12, 1983 from the
                             Regional Counsel, Comptroller of the Currency,
                             acknowledging receipt of notice of name change
                             effective May 1, 1983 from Northwestern National
                             Bank of Minneapolis to Norwest Bank Minneapolis,
                             National Association.*

                      e.     A copy of the letter dated January 4, 1988 from
                             the Administrator of National Banks for the
                             Comptroller of the Currency certifying approval of
                             consolidation and merger effective January 1, 1988
                             of Norwest Bank Minneapolis, National Association
                             with various other banks under the title of
                             "Norwest Bank Minnesota, National Association."*

Exhibit 3.     A copy of the authorization of the trustee to exercise
               corporate trust powers issued January 2, 1934, by the
               Federal Reserve Board.*

Exhibit 4.     Copy of By-laws of the trustee as now in effect.*

Exhibit 5.     Not applicable.

Exhibit 6.     The consent of the trustee required by Section 321(b) of the Act.

Exhibit 7.     A copy of the latest  report of  condition  of the
               trustee published pursuant to law or the requirements
               of its supervising or examining authority.

Exhibit 8.     Not applicable.

Exhibit 9.     Not applicable.


*   Incorporated   by   reference   to   Exhibit   25  filed  with
    registration  statement (number 33-66026) of trustee's parent,
    Norwest Corporation.





<PAGE>






                                    SIGNATURE


Pursuant to the requirements of the Trust Indenture Act of 1939, as amended,
the trustee, Norwest Bank Minnesota, National Association, a national banking
association organized and existing under the laws of the United States of
America, has duly caused this statement of eligibility to be signed on its
behalf by the undersigned, thereunto duly authorized on the 14th day of May,
1999.






                  NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION



                        /s/ Peter A. Gobell                         
                  ---------------------------------------------
                  Name:   Peter A. Gobell
                  Title:  Trust Officer


<PAGE>



                                   EXHIBIT 6




May 14, 1999


Securities and Exchange Commission
Washington, D.C.  20549

Gentlemen:

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as
amended, the undersigned hereby consents that reports of examination of the
undersigned made by Federal, State, Territorial, or District authorities
authorized to make such examination may be furnished by such authorities to the
Securities and Exchange Commission upon its request therefor.





                           Very truly yours,

                           NORWEST BANK MINNESOTA, NATIONAL ASSOCIATION


                                /s/ Peter A. Gobell                         
                           --------------------------------------
                           Name:   Peter A. Gobell
                           Title:  Trust Officer






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