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: April 26, 2000
(Date of earliest event reported)
Commission File No. 333-58995
Mid-State Homes, Inc.
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Delaware 50-0945134
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(State of Incorporation) (I.R.S. Employer Identification No.)
1500 North Dale Mabry Highway
Tampa, Florida 33607
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Address of principal executive offices (Zip Code)
(813) 871-4811
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Registrant's Telephone Number, including area code
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(Former name, former address and former fiscal year, if changed since
last report)
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Item 5. Other Events.*
Filing of Certain Material
Pursuant to Rule 424(b)(5) under the Securities Act of 1933, as
amended, concurrently with, or subsequent to, the filing of this Current Report
on Form 8-K (the "Form-8-K"), Mid-State Homes, Inc. (the "Company") is filing a
prospectus and a prospectus supplement with the Securities and Exchange
Commission (the "Commission") relating to the issuance by Mid-State Trust VIII
of asset-backed notes (the "Notes").
Documents Incorporated by Reference.
The consolidated financial statements of Ambac Assurance Corporation
and subsidiaries as of December 31, 1999 and December 31, 1998 and for each of
the years in the three-year period ended December 31, 1999, included in the
Annual Report on Form 10-K of Ambac Financial Group Inc. (which was filed with
the Securities and Exchange Commission on March 30, 2000; Commission File No.
1-10777), are hereby incorporated by reference in (i) this Current Report on
Form 8-K; (ii) the registration statement (No. 333-58995) of the Registrant and
(iii) the prospectus supplement, and shall be deemed to be a part hereof.
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* Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to them in the prospectus dated April 27, and the prospectus
supplement dated April 27, 2000 (collectively, the "Prospectus"), of Mid-State
Homes, Inc., relating to the issuance by Mid-State Trust VIII.
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Item 7. Financial Statements and Exhibits
Item 601(a)
of Regulation S-K
Exhibit No. Description
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(EX-23) Consent of KPMG LLP,
independent auditors of
Ambac Assurance Corporation
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
MID-STATE HOMES, INC.
April ____, 2000
By:
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Name:
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Title:
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INDEX TO EXHIBITS
Paper (P) or
Exhibit No. Description Electronic (E)
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(EX-23) Consent of KPMG LLP, E
independent auditors of Ambac
Assurance Corporation
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Ambac Assurance Corporation:
We consent to the incorporation by reference in the registration statement (No.
333-58995) of Mid-State Homes, Inc. (the "Registrant"), and in the Prospectus
Supplement of the Registrant (the "Prospectus Supplement"), via the Form 8-K of
the Registrant dated April 26, 2000 of our report dated January 21, 2000 on the
consolidated financial statements of Ambac Assurance Corporation and
subsidiaries as of December 31, 1999 and 1998, and for each of the years in the
three-year period ended December 31, 1999, which report appears in the Annual
Report on Form 10-K of Ambac Financial Group, Inc. which was filed with the
Securities and Exchange Commission on March 30, 2000 and to the reference to our
firm under the heading "Experts" in the Prospectus Supplement.
/s/ KPMG LLP
KPMG LLP
New York, New York
April 26, 2000
