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SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, NW
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
May 27, 1999
(date of earliest event reported)
PNC MORTGAGE SECURITIES CORP.
as Depositor and Master Servicer under a
Pooling and Servicing Agreement
dated as of May 1, 1999
providing for the issuance of
$272,156,900
MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 1999-7
Delaware 333-72879 94-2528990
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
Incorporation) Number)
75 NORTH FAIRWAY DRIVE
VERNON HILLS, ILLINOIS 60061
(Address of principal executive offices)
Registrant's telephone number, including area code:
(847) 549-6500
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Items 1 through 4, 6 and 8 are not included because they are not applicable.
Item 5. Other Events.
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Documents incorporated by Reference
The consolidated financial statements of Ambac Assurance Corporation
and subsidiaries as of December 31, 1998 and December 31, 1997, and
for each of the years in the three-year period ended December 31,
1998, 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, 1999) and the unaudited consolidated
financial statements of Ambac Assurance Corporation and subsidiaries
as of March 31, 1999, and for periods ended March 31, 1999 and March
31, 1998, included in the Quarterly Report on Form 10-Q of Ambac
Financial Group, Inc. for the period ended March 31, 1999 (which
was filed with the Securities and Exchange Commission on May 12,
1999) are hereby incorporated by reference in (i) this Current
Report on Form 8-K; (ii) the registration statement (No. 333-72879)
of the Registrant; and (iii) the Prospectus Supplement and
Prospectus relating to the Mortgage Pass-Through Certificates,
Series 1999-7, and shall be deemed to be part hereof and thereof.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Not applicable
(b) Not applicable
(c) Exhibits
Exhibit
Number
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23.1 Consent of KPMG LLP
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 thereunto duly authorized.
PNC MORTGAGE SECURITIES CORP.
Date: May 27, 1999 By: /s/ Richard Careaga
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Richard Careaga
Second Vice President and
Assistant General Counsel
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Exhibit
Number
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23.1 Consent of KPMG LLP
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INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Ambac Assurance Corporation:
We consent to the incorporation by reference in the registration statement
(No. 333-72879) of PNC Mortgage Securities Corp. (the "Registrant"), and in
the Prospectus Supplement of the Registrant (the "Prospectus Supplement"),
via the Form 8-K of the Registrant dated May 27, 1999, of our report dated
January 27, 1999 on the consolidated financial statements of Ambac
Assurance Corporation and subsidiaries as of December 31, 1998 and 1997,
and for each of the years in the three-year period ended December 31, 1998,
which report appears in the Form 10-K of Ambac Financial Group, 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/ KPMG LLP
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KPMG LLP
New York, New York
May 27, 1999