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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 AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
January 23, 1997
Structured Asset Securities Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 33-99598 74-2440850
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
200 Vesey Street
New York, New York 10285
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (212) 526-5594
No Change
__________________________________________________________________
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events./F1/
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Filed concurrently herewith under Form SE are certain materials (the
"Computational Materials") furnished to the Registrant by Lehman Brothers
Inc. (the "Underwriter") in respect of Structured Asset Securities
Corporation Mortgage Pass-Through Certificates, Series 1997-1, Class A, Class
B1, Class B2, Class B3 and Class R Certificates (the "Certificates"). The
Certificates are being offered pursuant to a Prospectus Supplement, dated
January 23, 1997, and a Prospectus, dated May 21, 1996 (together, the
"Prospectus"), which are being filed with the Commission pursuant to Rule
424(b) under the Securities Act of 1933, as amended (the "Act"). The
Certificates have been registered pursuant to the Act under a Registration
Statement on Form S-3 (No. 33-99598) (the "Registration Statement"). The
Computational Materials are incorporated by reference in the Registration
Statement.
The Computational Materials were prepared solely by the Underwriter, and
the Registrant did not prepare or participate (other than providing the
background information concerning the underlying pool of assets upon which
the Computational Materials are based to the Underwriter) in the preparation
of the Computational Materials.
Any statements or information contained in the Computational Materials
shall be deemed to be modified or superseded for purposes of the Prospectus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.
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/F1/ Capitalized terms used but not otherwise defined herein shall have
the same meanings ascribed to them in the Prospectus.
Item 7. Financial Statements; Pro Forma Financial Information and
__________________________________________________________
Exhibits.
________
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99.1 Computational Materials. (P)
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.
STRUCTURED ASSET SECURITIES
CORPORATION
By:/s/ Prue Larocca
____________________________
Name: Prue Larocca
Title: Senior Vice President
Dated: January 28, 1997
EXHIBIT INDEX
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Exhibit No. Description Page No.
___________ ___________ ________
99.1 Computational Materials P
EXHIBIT 99.1 COMPUTATIONAL MATERIALS (P)
