FIRST HORIZON ASSET SECURITIES INC
8-K, 2000-06-22
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: June 20, 2000
                       (Date of earliest event reported)


                      FIRST HORIZON ASSET SECURITIES, INC.
             (Exact name of Registrant as specified in its charter)


         Delaware                   333-74467                     75-2808384
(State of Incorporation)      (Commission File No.)           (I.R.S. Employer
                                                             Identification No.)


           4000 Horizon Way
            Irving, Texas                                          75063
(Address of Principal executive offices)                         (Zip Code)


       Registrant's Telephone Number, Including Area Code: (214) 441-4000
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Item 5.   Other Events.
          ------------

     Reference is hereby made to the Registrant's Registration Statement on Form
S-3 (File No. 333-74467) filed with the Securities and Exchange Commission (the
"Commission") on March 16, 1999, as amended by Amendment No. 1 thereto filed
with the Commission on May 21, 1999, as further amended by Amendment No. 2
thereto filed with the Commission on July 6, 1999, as further amended by
Amendment No. 3 thereto filed with the Commission on December 20, 1999, and as
further amended by Amendment No. 4 thereto filed with the Commission on January
21, 2000 (as so amended, the "Registration Statement"), pursuant to which the
Registrant registered $1,500,000,000 aggregate principal amount of its mortgage
pass-through certificates, issuable in various series, for sale in accordance
with the provisions of the Securities Act of 1933, as amended.  Reference is
also hereby made to the Prospectus and the related Prospectus Supplement
(collectively, the "Prospectus"), which will be filed with the Commission
pursuant to Rule 424(b)(5), with respect to the Registrant's Mortgage Pass-
Through Certificates, Series 2000-3 (the "Offered Securities").

     The Registrant is filing this Current Report on Form 8-K to provide
prospective investors with certain materials which constitute an "ABS Term
Sheet" as described in the no-action letter dated February 27, 1995 issued by
the Division of Corporation Finance of the Commission to the Public Securities
Association, the filing of which materials is a condition of the relief granted
in such letters (such materials being the "ABS Term Sheet").  The ABS Term Sheet
was prepared solely by Goldman Sachs & Co. in connection with the offering of
the Offered Securities, and the Registrant did not prepare or participate in the
preparation of the ABS Term Sheet. The ABS Term Sheet is set forth in Exhibit
                                                                      -------
99.1 hereto.
----

     The assumptions used in preparing the ABS Term Sheet were based upon a
preliminary compilation of the underlying collateral and the estimated principal
amount and other features of the Offered Securities.  The actual features of the
Offered Securities and a detailed description of the final constituency of the
underlying collateral will be set forth in the Prospectus and in a Current
Report on Form 8-K to be filed with the Commission.

     Due to the preliminary nature of the information regarding the collateral
and the structure of the Offered Securities used in preparing the ABS Term
Sheet, no assurance can be given as to either the ABS Term Sheet's or the
underlying assumptions' accuracy, appropriateness or completeness in any
particular context; nor can assurance be given as to whether the ABS Term Sheet
and/or the assumptions upon which they are based reflect present market
conditions or future market performance.  The ABS Term Sheet should not be
construed as either projections or predictions or as legal, tax, financial or
accounting advice.

     The specific characteristics of the Offered Securities may differ from
those shown in the ABS Term Sheet due to differences between the actual
collateral and the preliminary collateral used in preparing the ABS Term Sheet.
As noted above, the principal amount and designation of any security described
in the ABS Term Sheet are subject to change prior to issuance.

                                      -2-
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     Please be advised that mortgage backed securities may not be appropriate
for all investors. Potential investors must be willing to assume, among other
things, market price volatility, prepayments, yield curve and interest rate
risks.  Investors should make every effort to consider the risks of these
securities.

     Any statement or information contained in the ABS Term Sheet shall be
deemed to be modified or superseded for purposes of the Prospectus and the
Registration Statement by statements or information contained in the Prospectus.

Item 7.   Financial Statements and Exhibits.
          ---------------------------------

          (c)  Exhibits

               Exhibit No.    Description
               -----------    -----------

                   99.1       ABS Term Sheet

                                      -3-
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                                   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.


                            FIRST HORIZON ASSET SECURITIES, INC.



June 21, 2000               By: /s/ WADE WALKER
                               ----------------------------------------------
                                Wade Walker
                                Senior Vice President - Asset Securitization

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