SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment 1
(Mark One)
/ x / ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998 or
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 333-39649-07
Lehman ABS Corporation
Home Equity Loan Asset-Backed Certs.
Series 1998-2 Trust
(Exact name of registrant as specified in its charter)
New York 52-2110991, 52-2111085
52-2111084, 52-2111090
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
c/o Norwest Bank Minnesota, N.A.
11000 Broken Land Parkway
Columbia, Maryland 21044
(Address of principal executive offices) (ZIP Code)
Registrant's telephone number, including area code:
(410) 884-2000
Securities to be registered pursuant to Section 12(b)
of the Act:
NONE
Securities to be registered pursuant to Section 12(g)
of the Act:
NONE
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No ___
This Amendment No. 1 on Form 10-K/A amends Item 14 of the original Annual
Report on Form 10-K (the "Original Form 10-K") filed on March 25, 1999, on
behalf of Lehman ABS Corporation Home Equity Loan Asset-Backed Certs.
Series 1998-2 Trust established pursuant to the Pooling and Servicing
Agreement among Lehman ABS Corporation, as Depositor, Aurora Loan Services
as Servicer, Norwest Bank Minnesota, National Association, as Master
Servicer, Ocwen Federal Bank FSB, as Special Servicer and First Union
National Bank as Trustee pursuant to which the Lehman ABS Corporation Home
Equity Loan Asset-Backed Certs. Series 1998-2 Trust registered under the
Securities Act of 1933 (the "Certificates") were issued.
Item 14 of the Original Form 10-K is amended to read in its entirety as follows:
Item 14. Exhibits, Financial Statement Schedules, and Reports
on Form 8-K.
(a) Exhibits
(99.1) Annual Independent Accountants' Servicing
Reports concerning servicing activities for
the year ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F1>
b) OCWEN FEDERAL BANK FSB <F1>
(99.2) Report of Management as to Compliance with
Minimum Servicing Standards for the year
ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F2>
b) OCWEN FEDERAL BANK FSB <F1>
(99.3) Annual Statements of Compliance under the
Pooling and Servicing Agreements for the
year ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F1>
b) OCWEN FEDERAL BANK FSB <F1>
(99.4) Aggregate Statement of Principal and
Interest Distributions to Certificate
Holders.<F3>
(b) On October 7, 1998, November 10, 1998, and
December 8, 1998, reports on Form 8-K were
filed by the Company in order to provide the
statements for the monthly distributions to
holders of the Certificates. No other reports
on Form 8-K have been filed during the last
quarter of the period covered by this report.
(c) Not applicable.
(d) Omitted.
<F1> Filed herewith.
<F2> Such document (i) is not filed herewith since such document
was not received by the reporting person at least three business
days prior to the due date covered by this report: and (ii) will
be included in an amendment to this report on Form 10-K/A to be
filed within 30 days of the Reporting Person's receipt of such
document.
<F3> Previously filed.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized:
Lehman ABS Corporation
Home Equity Loan Asset-Backed Certs.
Series 1998-2 Trust
Signed: Norwest Minnesota, N.A., as Master Servicer
By: Sherri J. Sharps, Vice president
By: /s/ Sherri J. Sharps, Vice president
Dated: December 15, 1999
Exhibit Index
Exhibit No.
99.1 Annual Independent Accountants' Servicing Reports concerning servicing
activities for the year ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F1>
b) OCWEN FEDERAL BANK FSB <F1>
99.2 Report of Management as to Compliance with Minimum Servicing Standards
for the year ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F2>
b) OCWEN FEDERAL BANK FSB <F1>
99.3 Annual Statements of Compliance under the Pooling and Servicing
Agreements for the year ended December 31, 1998.
a) AURORA LOAN SRVCS INC <F1>
b) OCWEN FEDERAL BANK FSB <F1>
99.4 Aggregate Statement of Principal and Interest Distributions to
Certificate Holders.<F3>
<F1> Filed herewith.
<F2> Such document (i) is not filed herewith since such document
was not received by the reporting person at least three business
days prior to the due date covered by this report: and (ii) will
be included in an amendment to this report on Form 10-K/A to be
filed within 30 days of the Reporting Person's receipt of such
document.
<F3> Previously filed.
(LOGO)
ERNST & YOUNG LLP
Suite 4300
370- 17th Street
Denver, Colorado 80202-5663
Phone: 303 534 4300
Fax: 303 434 6750
Report on Management's Assertion on Compliance with Minimum Servicing Standards
Set Forth in the Uniform Single Attestation Program
for Mortgage Bankers
Report of Independent Accountants
Board of Directors
Aurora Loan Services Inc.
We have examined management's assertion, included in the accompanying report
titled Report of Management, that Aurora Loan Services Inc. (the "Company")
complied with the minimum servicing standards set forth in the Mortgage Bankers
Association of America's Uniform Single Attestation Program for Mortgage Bankers
("USAP") during the year ended November 30, 1998. Management is responsible for
the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertions about the Company's compliance
based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Company's compliance with those
requirements and performing such other procedures as we considered necessary in
the circumstances. We believe that our examination provides a reasonable basis
for our opinion. Our examination does not provide a legal determination on the
Company's compliance with specified requirements.
In our opinion, management's assertion that the Company complied with the
aforementioned requirements during the year ended November 30, 1998, is fairly
stated, in all material respects.
ERNST & YOUNG LLP
February 12,1999
(LOGO)
PricewaterhouseCoopers LLP
200 East Las Olas Boulevard
Suite 1700
Ft. Lauderdale FL 33301
Telephone (954) 764 7111
Facsimile (954) 525 4433
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Board of Directors of Ocwen Federal Bank FSB
We have examined management's assertion about Ocwen Federal Bank FSB's ("the
Bank") compliance with the minimum servicing standards in the Mortgage Bankers
Association of America's (MBA's) Uniform Single Attestation Program for Mortgage
Bankers, with respect to certain mortgage loan pools for which the trustee is
Norwest Bank Minnesota, National Association, as of and for the year ended
December 31, 1998, included in the accompanying management assertion. Management
is responsible for the Bank's compliance with those minimum servicing standards.
Our responsibility is to express an opinion on management's assertion about the
Bank's compliance based on our examination.
Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about the Bank's compliance with the
minimum servicing standards and performing such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion. Our examination does not provide a
legal determination on the Bank's compliance with the minimum servicing
standards.
In our opinion, management's assertion that, except as indicated in the
accompanying management assertion, the Bank has complied with the aforementioned
minimum servicing standards as of and for the year ended December 31, 1998 is
fairly stated, in all material respects.
PricewaterhouseCoopers LLP
July 14, 1999
(LOGO)
OCWEN
MANAGEMENT ASSERTION ON COMPLIANCE WITH USAP
July 14, 1999
As of and for the year ended December 31, 1998, with respect to certain mortgage
loan pools for which the trustee is Norwest Bank Minnesota, National
Association, except as specifically noted below, Ocwen Federal Bank FSB (the
"Bank") has complied in all material respects with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's (MBA's)
Uniform Single Attestation Program for Mortgage Bankers ("USAP").
* Standard: Custodial bank accounts and related bank clearing account
reconciliations shall be prepared within 45 calendar days after the cuttoff date
and documented reconciling items shall be resolved within 90 calendar days of
their original identification.
The Bank's 1998 custodial account reconciliations were not prepared within 45
days after the cutoff date. However, these reconciliations and all subsequent
reconciliations have subsequently been prepared through April 30, 1999.
In addition, certain reconciling items which arose during the year ended
December 31, 1998 were not specifically identified and/or were not cleared
within 90 days of identification. Management has developed an action plan and
has continued to follow the action plan to resolve all outstanding reconciling
items. All significant reconciling items have been isolated and reviewed by the
Company, and the Company believes these items will not have a material impact on
the status of any custodial accounts.
*Standard: Each custodial account shall be maintained at a federally insured
depository institution in trust for the applicable investor.
During 1998, certain investor custodial accounts did not indicate that they were
"in trust for" accounts in the account title. However, as of the date of this
assertion, the accounts were changed to include "in trust for" in the account
titles.
*Standard: Mortgage payments shall be deposited into the custodial bank accounts
and related bank clearing accounts within two business days of receipt.
Mortgage payments were credited to the investors in the Bank's internal
servicing records within two business days of receipt. However, certain mortgage
payments were not deposited into investors' custodial bank accounts within two
business days of receipt.
*Standard: Escrow funds held in trust for a mortgagor shall be returned to the
mortgagor within thirty (30) calendar days of payoff of the mortgage loan.
During 1998, escrow funds held in trust for certain mortgagors were not returned
to the mortgagor within thirty days of the payoff of their mortgage loan.
However, these escrow funds were returned within the required number of days as
required by the Real Estate Settlement Procedures Act.
As of and for this same period, the Bank had in effect a fidelity bond in the
amount of $15,000,000 and an errors and omissions policy in the amount of
$10,000,000.
Christine A. Reich
President
Scott W. Anderson
Vice President of Residential Assets
Scott A. Johnson
Supervisor of Investor Reporting
AURORA LOAN INC
NATIONAL SERVICING CENTER
601 Fifth Avenue o P.O. Box 1706
Scottsbluff, NE 69363-1706
Fax: 308-630-6700
VIA AIRBORNE
March 23, 1999
Norwest Bank Minnesota, N.A.
Attn: Kimberly J. Wiggins
Contracts and Compliance
11000 Broken Land Parkway
Columbia, MD 21044
Re: Officer's Certificate
Dear Master Servicer:
The undersigned Officer certifies the following for the 1998 fiscal year:
1. I have reviewed the activities and performance of the Servicer during the
preceding fiscal year under the terms of the Servicing Agreement, Trust
Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and to
the best of this Officer's knowledge, the Servicer has fulfilled all of its
duties, responsibilities or obligations under these Agreements throughout such
year, or if there has been a default or failure of the servicer to perform any
of such duties, responsibilities or obligations, a description of each default
or failure and the nature and status thereof has been reported to Norwest Bank
Minnesota, N.A.;
2. I have confirmed that the Servicer is currently an approved FNMA or FHLMC
servicer in good standing;
3. I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
Policy and any other bonds required under the terms of the Servicing Agreement,
Trust Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
are in full force and effect;
4. All premiums for each Hazard Insurance Policy, Flood Insurance Policy (if
applicable) and Primary Mortgage Insurance Policy (if applicable), with respect
to each Mortgaged Property, have been paid and that all such insurance policies
are in full force and effect;
5. All real estate taxes, governmental assessments and any other expenses
accrued and due, that if not paid could result in a lien or encumbrance on any
Mortgaged Property, have been paid, or if any such costs or expenses have not
been paid with respect to any Mortgaged Property, the reason for the non-payment
has been reported to Norwest Bank Minnesota, N.A.;
6. All Custodial Accounts have been reconciled and are properly funded; and
7. All annual reports of Foreclosure and Abandonment of Mortgaged Property
required per section 6050J and 6050P of the Internal Revenue Code, respectively,
have been prepared and filed.
Certified/By:
Regina Lashley
Vice President
Scott W. Anderson
Vice President/Residential Assets
OCWEN
(LOGO)
July 19, 1999
Telephone 561-682-8913
Facsimile 561-682-8186
Norwest Bank Minnesota, National Associate
Diane Tenhoopen
11000 Broken Land Parkway
Columbia, Maryland 21044
RE:
Officer Certification Ocwen 1997-OFS3 Ocwen 1998-OFS1 Ocwen 1998-OFS2
Ocwen 1998-OFS3 Ocwen 1998-OFS4 Equicon 94-1 Equicon 94-2 Equicon 95-1
Equicon 95-2 Access 96-1 Access 96-2 Access 96-3
Dear Ms. Tenhoopen:
Pursuant to the applicable sections of the above Servicing Agreements, I Scott
W. Anderson as officer of Ocwen Federal Bank FSB (the "Bank") confirm that a
review of the activities of the Bank ended December 31, 1998 and of performance
under the Servicing Agreements has been made under my supervision. To the best
of my knowledge, based on such review, the Bank has fulfilled all of its
obligations under the Servicing Agreement throughout the period, other than as
noted in the Management Assertion on Compliance with USAP.
Sincerely,
Scott W. Anderson
Vice President Residential Assets
SWA/dls
The Forum 1675 Palm Beach Lakes Boulevard, West Palm Beach. FL 33401
