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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): April 16, 1999
MERRILL LYNCH MORTGAGE INVESTORS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-39127 13-5674085
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
250 Vesey Street
World Financial Center, North Tower
New York, New York 10281
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (212) 449-1000
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Item 5. Other Events.
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Filing of Certain Materials
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Pursuant to Rule 424(b)(2) 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"), Merrill Lynch Mortgage Investors, Inc. (the "Company")
is filing a prospectus and a prospectus supplement with the Securities and
Exchange Commission (the "Commission") relating to its Home Equity Loan Asset
Backed Certificates, Series 1999-PNB1 (the "Certificates").
Incorporation of Certain Documents by Reference
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The consolidated financial statements of MBIA Insurance Corporation and
its subsidiaries as of December 31, 1998 and December 31, 1997, and for each
of the three years in the period ended December 31, 1998, included in the
Annual Report on Form 10-K of MBIA Inc. (which was filed with the Securities
and Exchange Commission on March 30, 1999) are hereby incorporated by
reference in (i) this Current Report on Form 8-K; (ii) the prospectus; and
(iii) the prospectus supplement for Providian Home Equity Loan Trust 1999-1,
Home Equity Loan Asset Backed Certificates, Series 1999-PNB1, and shall be
deemed to be part hereof and thereof.
In connection with the issuance of the Certificates, the Company is
filing herewith the consent of PricewaterhouseCoopers LLP
("PricewaterhouseCoopers") to the use of their name and the incorporation by
reference of their report in the prospectus and the prospectus supplement
relating to the issuance of the Certificates. The consent of
PricewaterhouseCoopers is attached hereto as Exhibit 23.1
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* Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to them in the prospectus dated March 23, 1999 and the
prospectus supplement dated April 16, 1999 (collectively, the "Prospectus"),
of Merrill Lynch Mortgage Investors, Inc., relating to its Providian Home
Equity Loan Asset Backed Certificates, Series 1999-PNB1.
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Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
23.1 Consent of PricewaterhouseCoopers
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
MERRILL LYNCH MORTGAGE INVESTORS,
INC.
By: /s/ Michael M. McGovern
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Name: Michael M. McGovern
Title: Secretary
Dated: April 21, 1999
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Exhibit Index
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Exhibit Page
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23.1 Consent of PricewaterhouseCoopers LLP
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Consent of Independent Accountants
We consent to the incorporation by reference in the registration
statement (No. 333-39127) of Merrill Lynch Mortgage Investors, Inc.
(the "Registrant") and the Prospectus Supplement of the Registrant
(the "Prospectus Supplement"), via the Form 8-K of the Registrant
dated April 16, 1999, of our report dated February 2, 1999 on the
consolidated financial statements of MBIA Insurance Corporation and
Subsidiaries as of December 31, 1998 and 1997, and for each of the
three years in the period ended December 31, 1998 which report
appears in the Form 10-K of MBIA Inc. which was filed with the
Securities and Exchange Commission on March 30, 1999 and to the
reference to our firm under the heading "Experts" in the Prospectus
Supplement.
/s/ PricewaterhouseCoopers LLP
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April 21, 1999