<PAGE> 1
Asset Backed Securities Corporation
11 Madison Avenue
New York, NY 10010
October 1, 1998
Securities and Exchange Commission
Mail Stop 3-10
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Asset Backed Securities Corporation
Registration Statement No. 333-64351 on Form S-3
Ladies and Gentlemen:
Reference is made to the above-referenced Registration Statement,
File No. 333-64351, filed with the Securities and Exchange Commission
(the "Commission") on September 25, 1998. The final paragraph on the cover
of the Registration Statement is hereby amended to read as follows:
"The Registrant hereby amends this Registration Statement on such
date or dates as may be necessary to delay its effective date until
the Registrant shall file a further amendment which specifically
states that this Registration Statement shall thereafter become
effective in accordance with Section 8(a) of the Securities Act of
1933 or until this Registration Statement shall become effective on
such date as the Commission, acting pursuant to said Section 8(a),
may determine."
Sincerely yours,
ASSET BACKED SECURITIES CORPORATION
By: /s/ Erik Falk
---------------------
Name: Erik Falk
Title: Vice President