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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
------------------------------------------------------
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1997
Commission File Number 33-17232
ASSET BACKED SECURITIES CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3354848
- ---------------------------------------------- -------------------
(State or other jurisdiction of incorporation) (I.R.S. Employer
Identification No.)
11 Madison Avenue, New York, New York 10010
- ---------------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 212-325-1811
-------------------
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 ____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
1,000 shares of common stock
outstanding as of November 12, 1997
<PAGE>
ASSET BACKED SECURITIES CORPORATION
-----------------------------------
INDEX
-----
Page
Number
------
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Statements of Financial Condition as of
September 30, 1997 and
December 31, 1996 3
Statements of Operations for the Nine Months Ended
September 30, 1997 and 1996 4
Statements of Cash Flows for the Nine Months Ended
September 30, 1997 and 1996 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7
PART II OTHER INFORMATION
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
SIGNATURE 9
INDEX TO EXHIBITS 10
Page 2
<PAGE>
ASSET BACKED SECURITIES CORPORATION
-----------------------------------
STATEMENTS OF FINANCIAL CONDITION
---------------------------------
September 30, December 31,
------------- ------------
1997 1996
------------- ------------
(unaudited)
(in thousands, except
par value and share data)
Assets:
Cash $ 1 $ 1
Receivable from Credit Suisse First Boston
Management Corporation 18 18
----- -----
Total Assets $ 19 $ 19
===== =====
Liabilities and Stockholder's Equity:
Accrued expenses $ -- $ --
----- -----
Total Liabilities -- --
----- -----
Stockholder's Equity:
Common stock and paid in capital,
$1 par value (authorized 10,000 shares;
1,000 issued and outstanding at
September 30, 1997 and December 31,1996) 19 19
----- -----
Total Liabilities and Stockholder's Equity $ 19 $ 19
===== =====
See Notes to Financial Statements.
Page 3
<PAGE>
ASSET BACKED SECURITIES CORPORATION
-----------------------------------
STATEMENTS OF OPERATIONS
------------------------
(unaudited)
Nine Months Nine Months
Ended Ended
September 30, September 30,
1997 1996
------------- -------------
(in thousands)
Revenues:
Commitment fee and miscellaneous income $ -- $ --
----- -----
-- --
----- -----
Expenses:
General and administrative expenses -- --
----- -----
-- --
----- -----
Loss from operations before income tax
benefit -- --
----- -----
Income tax benefit -- --
----- -----
Net loss $ -- $ --
===== =====
See Notes to Financial Statements.
Page 4
<PAGE>
ASSET BACKED SECURITIES CORPORATION
-----------------------------------
STATEMENTS OF CASH FLOWS
------------------------
(unaudited)
Nine Months Nine Months
Ended Ended
September 30, September 30,
1997 1996
------------- -------------
(in thousands)
Cash Flows From Operating Activities:
Net loss $ -- $ --
Adjustments to reconcile net loss
to net cash provided by (used for)
operating activities:
Decrease in receivable from Credit Suisse
First Boston Management Corporation -- 1,200
------ ------
Net Cash Provided by Operating Activities -- 1,200
------ ------
Cash Flows From Financing Activities:
Net proceeds from (payments for):
Dividends paid -- (1,200)
------ ------
Net Cash Used for Financing Activities -- (1,200)
------ ------
Net increase (decrease) in cash -- --
Cash at beginning of period 1 1
------ ------
Cash at end of period $ 1 $ 1
====== ======
See Notes to Financial Statements
Page 5
<PAGE>
ASSET BACKED SECURITIES CORPORATION
-----------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
(unaudited)
Item 1. Description of Business
-----------------------
Asset Backed Securities Corporation (the "Company"), is a wholly
owned subsidiary of Collateralized Mortgage Securities Corporation,
which is a wholly owned subsidiary of Credit Suisse First Boston
Management Corporation ("FBSC"). FBSC is a wholly owned subsidiary of
Credit Suisse First Boston Inc., a privately owned holding company.
The foregoing financial statements are unaudited; however, in the
opinion of management, all adjustments (comprising only normal
recurring accruals) necessary for a fair presentation of the
financial statements have been included. A summary of the significant
accounting policies is set forth in Note 2 to the Company's December
31, 1996 Financial Statements contained in the Company's 1996 Form
10-K.
Page 6
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations
---------------------
The principal activities of the Company include (i) issuing and
selling asset backed obligations (the "Notes") and acquiring, owning,
holding and pledging automotive receivables, (ii) conveying or
transferring all or any portion of the Company's rights, title or
interest in the Notes to various entities including trusts and (iii)
creating, acquiring, owning and selling residual interest in such
activities.
Results of Operations
---------------------
For the nine months ended September 30, 1997 and 1996, the Company
had no substantive transactions.
Liquidity and Capital Resources
-------------------------------
The Company utilizes FBSC to facilitate the settlement of all cash
transactions and maintains all excess cash with FBSC. Such cash is
available from FBSC on demand and does not earn interest.
Page 7
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
None.
Item 2. Changes in Securities
---------------------
Not applicable.
Item 3. Defaults Upon Senior Securities
-------------------------------
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None.
Item 5. Other Information
-----------------
None.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits:
---------
Restated Certificate of Incorporation of Asset Backed
Securities Corporation (incorporated by reference to
Exhibit 3.1 of the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on March
19, 1987).
By-Laws of Asset Backed Securities Corporation
(incorporated by reference to Exhibit 3.2 of the Company's
Current Report on Form 8-K filed with the Securities and
Exchange Commission on March 19, 1987).
Indenture, dated as of October 30, 1986, between Asset
Backed Securities Corporation and State Street Bank and
Trust Company, the Trustee (incorporated by reference to
Exhibit 2 of the Company's Current Report on Form 8-K
filed with the Securities and Exchange Commission on March
19, 1987).
(b) Reports on Form 8-K
-------------------
None.
Page 8
<PAGE>
SIGNATURE
---------
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.
Asset Backed
Securities Corporation
By: THOMAS M. ZINGALLI
------------------
Thomas M. Zingalli
Controller and Principal
Accounting Officer
(Duly Authorized Officer and
Principal Accounting Officer)
Dated: November 12, 1997
Page 9
<PAGE>
INDEX TO EXHIBITS
-----------------
Exhibit
Number Description of Exhibit Page
- ------ ---------------------- ----
2 Indenture, dated as of October 30, 1986, between
Asset Backed Securities Corporation and State
Street Bank and Trust Company, the Trustee. *
3.1 Restated Certificate of Incorporation of Asset
Backed Securities Corporation. *
3.2 By-Laws of Asset Backed Securities Corporation. *
* Incorporated by reference to the same Exhibits in the Current Report on Form
8-K filed with the Securities and Exchange Commission on March 19, 1987.
Page 10
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 1
<SECURITIES> 0
<RECEIVABLES> 18
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 19
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 19
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 1
<OTHER-SE> 18
<TOTAL-LIABILITY-AND-EQUITY> 19
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
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