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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) August 27, 1997
MORGAN STANLEY ABS CAPITAL II INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-26581 Not Yet Available
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
1585 Broadway
New York, New York 10036
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (212) 761-2063
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Item 5. Other Events.
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Filing of Computational Materials.
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In connection with the offering of the BankBoston Marine Asset Backed
Trust 1997-2 (the "Trust") Asset Backed Notes and Asset Backed Certificates
(together, the "Securities"), Morgan Stanley & Co. Incorporated, as the lead
manager of the Securities has provided certain materials (the "Computational
Materials") for distribution to its potential investors. Concurrently with
the filing hereof, pursuant to Rule 202 of Regulation S-T, the Registrant is
filing the Computational Materials by paper filing on Form SE in reliance on
a continuing hardship exemption.
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 Securities, any of the following: yield; average life;
duration; expected maturity; interest rate sensitivity; loss sensitivity;
cash flow characteristics; background information regarding the installment
loans; the proposed structure; decrement tables; or similar information
(tabular or otherwise) of a statistical, mathematical, tabular or
computational nature. The Computational Materials provided by Morgan Stanley
& Co. Incorporated are attached hereto as Exhibit 99.1. The Computational
Materials provided by the other underwriters were identical to those provided
by Morgan Stanley & Co. Incorporated except for the legends attached thereon,
which in the case of the Computational Materials provided by Merrill Lynch,
Pierce, Fenner & Smith Incorporated are included as Exhibit 99.2.
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 Computational Materials of Morgan Stanley & Co. Incorporated
(P)
99.2 Legend-Merrill Lynch, Pierce, Fenner & Smith Incorporated (P)
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.
MORGAN STANLEY ABS CAPITAL II INC.
By: /s/ James P. Fadel
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Name: James P. Fadel
Title:
Dated: August 27, 1997
Exhibit Index
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Exhibit Page
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99.1 Computational Materials of
Morgan Stanley & Co. Incorporated (P)
99.2 Legend-Merrill Lynch, Pierce,
Fenner & Smith Incorporated (P)
Exhibits 99.1 and 99.2
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In accordance with Rule 202 of Regulation S-T, the Computational
Materials are being filed on paper pursuant to Form SE pursuant to a
continuing hardship exemption.