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 - July 2, 1997
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(Date of Earliest Event Reported)
EQUITY ONE ABS, INC.
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(as depositor under a certain Pooling and Servicing Agreement
dated as of June 1, 1997, providing for the issuance of Mortgage Pass-Through
Certificates, Series 1997-1)
(Exact Name of Registrant as specified in its charter)
Delaware 333-24599 52-2029487
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(State of Incorporation) (Commission File No.) (IRS Employer I.D. No.)
103 Springer Building, 3411 Silverside Road, Wilmington, Delaware 19803
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(Address of principal executive offices)
Registrant's telephone number, including area code: (302) 478-6160
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Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
8.1 Opinion of Stradley, Ronon, Stevens & Young, LLP as to certain tax
matters.
2
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
EQUITY ONE ABS, INC.
By: /s/ Thomas J. Fitzpatrick
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Thomas J. Fitzpatrick,
President
Dated: July 2, 1997
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Exhibit Index
Exhibit Page
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8.1 Opinion of Stradley, Ronon, Stevens & Young, LLP as to certain
tax matters.
4
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STRADLEY, RONON, STEVENS & YOUNG, LLP
2600 One Commerce Square
Philadelphia, Pennsylvania 19103
Telephone: (215) 564-8000
Facsimile: (215) 564-8120
July 2, 1997
Equity One ABS, Inc.
103 Springer Building
3411 Silverside Road
Wilmington, Delaware 19810
Re: Equity One ABS, Inc. Mortgage Pass-Through Certificates, Series 1997-1
Ladies and Gentlemen:
We have acted as counsel to and for Equity One ABS, Inc., a Delaware
corporation (the "Company"), in connection with the offer and sale by the
Company of Mortgage Pass-Through Certificates, Series 1997-1, in an aggregate
principal amount of $102,841,606 (the "Securities"), pursuant to the Company's
Prospectus dated June 20, 1997 (the "Prospectus"), as supplemented by the
Company's Prospectus Supplement dated June 26, 1997 (the "Prospectus
Supplement"), in the form transmitted for filing with the United States
Securities Commission pursuant to Rule 424(b) under the Securities Act of 1933
on June 30, 1997. The Securities will be issued pursuant to a certain Pooling
and Servicing Agreement dated as of June 1, 1997, among the Company, as
depositor, Equity One, Inc., as servicer and seller ("Equity One"), certain
affiliates of the Company, as sellers (the "Sellers"), and The Chase Manhattan
Bank, as trustee (the "Agreement").
We have examined copies of the Prospectus and Prospectus Supplement, a
signed copy of the Agreement, a specimen certificate of each class of the
Securities, and such other records, documents and statutes as we have deemed
necessary for purposes of this opinion letter.
In rendering the opinion below, we express no opinion as to any laws
other than the Internal Revenue Code of 1986, as amended, the applicable
Treasury Regulations promulgated thereunder, the present positions of the
Internal Revenue Service as set forth in published revenue rulings and revenue
procedures, present administrative positions of the Internal Revenue Service,
and existing federal judicial decisions, all of which are subject to change
either prospectively or retroactively.
This opinion letter is given only with respect to laws and regulations
presently in effect. We assume no obligation to advise you of any changes in law
which may occur, whether the same are retroactively or prospectively applied, or
to update or supplement this letter in any fashion to reflect any facts or
circumstances which hereafter come to our attention.
Based upon, and subject to, the foregoing, we are of the opinion that:
1. The information set forth in the Prospectus and Prospectus
Supplement under the caption "Federal Income Tax Consequences," to the extent it
constitutes matters of law or legal conclusions, is correct in all material
respects. The opinions set forth in the Prospectus and
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Equity One ABS, Inc.
July 2, 1997
Page 2
Prospectus Supplement under the heading "Federal Income Tax Consequences" are
hereby confirmed.
We have relied without independent investigation upon the
representations and warranties of the Company, Equity One and the Sellers in the
Agreement. Furthermore, we have assumed and relied upon, without independent
investigation, (i) the authenticity and due authorization, execution, and
delivery of all documents submitted to us as originals, (ii) the genuineness of
all signatures on all documents submitted to us as originals, and (iii)
conformity to the originals of all documents submitted to us as certified or
photostatic copies.
We hereby consent to the filing of this opinion letter by the Company
as an exhibit to a Current Report on Form 8-K with respect to the Securities.
Very truly yours,
Stradley, Ronon, Stevens & Young, LLP
By: /s/ William S. Pilling, III
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William S. Pilling, III, a Partner
