LEHMAN ABS CORP
10-K, 1996-04-01
ASSET-BACKED SECURITIES
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                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                  FORM 10-K

                Annual Report Pursuant to Section 13 or 15(d)
                    of the Securities Exchange Act of 1934

     For the fiscal year ended                         Commission file number
         December 31, 1995                                     33-98594    
     -------------------------                         ----------------------
     
                                                     

                            LEHMAN ABS CORPORATION
 (as depositor under the Pooling and Servicing Agreement dated as
     of November 1, 1995, providing for the issuance of the Lehman
       FHA Title I Loan Trust 1995-6, FHA Title I Loan
           Asset-Backed Certificates, Series 1995-6)

                            LEHMAN ABS CORPORATION
            (Exact name of Registrant as specified in its Charter)

          Delaware                                  13-3447441
     (State or other jurisdiction of               (I.R.S. Employer
     incorporation or organization)             Identification Number)

                         Three World Financial Center
                               200 Vesey Street
                          New York, New York  10022
                   (Address of principal executive offices)

Registrant's telephone number, including area code:  (212) 298-2000

Securities registered pursuant to Section 12(b) of the Act:  Not Applicable.

Securities registered pursuant to Section 12(g) of the Act:  Not Applicable.

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  by check mark if  disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K  is not contained herein, and will not be contained, to
the  best  of  Registrant's  knowledge, in  definitive  proxy  or information
statements incorporated by  reference in  Part III  of the Form  10-K or  any
amendment to this Form 10-K. ( ).

Aggregate  market  value  of  voting  stock held  by  non-affiliates  of  the
Registrant as of December 31, 1995:  Not Applicable.

Number of shares of  common stock outstanding as  of December 31, 1995:   Not
Applicable.


                                      1
<PAGE>
                     DOCUMENTS INCORPORATED BY REFERENCE

Documents in Part  II and  Part IV  incorporated herein by  reference are  as
follows:

     Monthly  Report  to  Certificateholders  as  to  distributions  made  on
     December 25, 1995 hereby incorporated herein by reference as exhibits to
     Registrant's Current  Report on Form  8-K filed with the  Securities and
     Exchange Commission on February 20, 1996.


                                    PART I

Item 1.  Business.

     The trust fund relating to Lehman FHA Title I Loan Trust  1995-6, Asset-
Backed Certificates, Series 1995-6 ("Series 1995-6") was established pursuant
to a  Pooling and  Servicing Agreement  dated as  of November  1, 1995  among
Lehman  ABS Corporation, as  depositor (the "Depositor"),  The First National
Bank  of Keystone, as seller (the "Seller"), Norwest Bank Minnesota, N.A., as
master servicer and claims  administrator (the "Master Servicer" and  "Claims
Administrator"),  Coast  Partners  Acceptance  Corporation,  as  contract  of
insurance holder (the "Contract of Insurance Holder") and First Bank National
Association, as trustee (the "Trustee").

     With respect  to the Series  listed herein, Series 1995-6  issued Lehman
FHA Title I  Loan Trust  1995-6, FHA Title  I Loan Asset-Backed  Certificates
(the  "Certificates").    The  Certificates  represent  beneficial  ownership
interests in  a trust fund (the "Trust").  The  Trust consists primarily of a
pool of closed-end fixed-rate  home improvement loans and retail  installment
sale contracts (the "Mortgage Loans"), secured by first and junior mortgages,
deeds  of  trust  and  security  deeds on  residences  (which  are  primarily
condominiums,  townhouses  and  one-  to  four-family residences),  including
investment properties (the  "Mortgaged Properties") and partially  insured by
the  Federal  Housing   Administration  (the  "FHA")  of  the  United  States
Department  of Housing and  Urban Development under  Title I of  the National
Housing  Act of  1934 (the  "Title I  Program").   Certificateholders receive
Monthly Reports regarding distributions.

     Information with  respect  to the  business of  the Trust  would not  be
meaningful because the only "business" of the  Trust is the collection on the
Mortgage   Loans  and  distribution  of  payments   on  the  Certificates  to
Certificateholders.  This information is accurately summarized in the Monthly
Reports to Certificateholders,  which are  filed on  Form 8-K.   There is  no
additional  relevant  information  to  report  in response  to  Item  101  of
Regulation S-K.

Item 2.  Properties.

     The Issuer  owns no property.   The  Series 1995-6 Certificates,  in the
aggregate,  represent the  beneficial  ownership in  a trust  fund consisting
primarily of the Mortgage Loans.  The Trust will acquire title to real estate
only upon default of  the mortgagors under a Mortgage Loan.   Therefore, this
item is inapplicable.

Item 3.  Legal Proceedings.

     None.


                                      2
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Item 4.  Submission of Matters to a Vote of Security Holders.

     No matters  were submitted  to a vote  of Certificateholders  during the
fiscal year covered by this report.



                                   PART II


Item  5.   Market  for  Registrant's Common  Equity  and Related  Stockholder
Matters.

     The   Series  1995-6  Certificates  represent,  in  the  aggregate,  the
beneficial ownership in the Trust consisting primarily of the Mortgage Loans.
The  Certificates are  owned by  Certificateholders  as Trust  beneficiaries.
Strictly speaking,  Registrant has  no "common equity,"  but for  purposes of
this Item only,  Registrant's FHA Title I Loan  Asset-Backed Certificates are
treated as "common equity."

(a)  Market Information.  There is no established public trading market for
     ------------------
     Registrant's Certificates.   Registrant believes the Certificates  are 
     traded primarily in intra-dealer markets and non-centralized inter-dealer 
     markets.
 
(b)  Holders.  The number of registered holders of all classes of
     -------
     Certificates on December 31, 1995 was 1.

(c)  Dividends.  Not applicable.  The information regarding dividends
     ---------
     required  by Sub-paragraph (c) of Item 201  of Regulation S-K is
     inapplicable because  the Trust  does  not  pay dividends.    However,  
     information as  to distribution to  Certificateholders is  provided  
     in the  Monthly Reports  to Certificateholders for each month of 
     the fiscal year in which  a distribution to Certificateholders was made.

Item 6.  Selected Financial Data.

     Not Applicable.   Because of  the limited activities  of the  Trust, the
Selected Financial Data required by Item  301 of Regulation S-K does not  add
relevant information  to that  which is  provided by the  Monthly Reports  to
Certificateholders.

Item  7.   Management's Discussion  and Analysis  of Financial  Condition and
Results of Operations.

     Not Applicable.   The information required by Item 303 of Regulation S-K
is inapplicable because the Trust does not have management per se, but rather
the  Trust has a Trustee who causes the preparation of the Monthly Reports to
Certificateholders.   The  information provided  by  the Monthly  Reports  to
Certificateholders does provide the relevant financial  information regarding
the financial status of the Trust.

Item 8.  Financial Statements and Supplementary Data.

     Monthly  Report  to  Certificateholders  as  to  distributions  made  on
December  25, 1995  hereby incorporated  herein by  reference as  exhibits to
Registrant's  Current  Report on  Form  8-K  filed  with the  Securities  and
Exchange Commission on February 20, 1996.

     Annual Statement of  Compliance by the Master Servicer  is not currently
available and will be subsequently filed on Form 8.

                                      3
<PAGE>

     Independent  Accountant's Report on  Servicer's servicing  activities is
not currently available and will be subsequently filed on Form 8.

Item 9.   Changes in  and Disagreements  with Accountants  on Accounting  and
Financial Disclosure.

     None.

                                   PART III


Item 10.  Directors and Executive Officers of Registrant.

     Not  Applicable.    The  Trust  does not  have  officers  or  directors.
Therefore, the information required by items 401 and 405 of Regulation S-K is
inapplicable.

Item 11.  Executive Compensation.

     Not Applicable.   The Trust does not have  officers or directors to whom
compensation needs to be  paid.  Therefore, the information  required by Item
402 of Regulation S-K is inapplicable.

Item 12.  Security Ownership of Certain Beneficial Owners and Management.

     (a)  Security ownership of certain beneficial owners.  Under the Pooling
          -----------------------------------------------
          and Servicing Agreement governing the  Trust, the holders of the 
          Certificates generally do not have  the right to vote and are  
          prohibited from taking part in management of the Trust.   For 
          purposes of this Item and Item 13  only, however, the Certificate-
          holders are treated as "voting security" holders.

          As of  December 31, 1995,  the following are the  only persons
          known to Registrant  to be the beneficial owners  of more than
          5% of any class of voting securities.


TITLE              NAME AND            AMOUNT AND NATURE   PERCENT
OF                 ADDRESS OF             OF BENEFICIAL       OF
CLASS              BENEFICIAL OWNERS        OWNERSHIP       CLASS  
_____              _________________   _________________   _______


Series 1995-6,      Bankers Trust Co./       $28,000,000     41%
Class A-1           Investment A/C
                    16 Wall Street, 5th Floor
                    New York, NY  10005

Series 1995-6,      The Chase Manhattan Bank $4,000,000        6% 
Class A-1           N.A.
                    One Chase Manhattan Plaza
                    3B-Proxy Dept.
                    New York, NY  10081

                                      4
<PAGE>
TITLE               NAME AND            AMOUNT AND NATURE   PERCENT
OF                  ADDRESS OF            OF BENEFICIAL       OF
CLASS               BENEFICIAL OWNERS       OWNERSHIP        CLASS  
_____               _________________   _________________    ______


Series 1995-6,      Chemical Bank            $20,000,000       29%
Class A-1           Auto Settle Department
                    4 New York Plaza, 4th Floor
                    New York, NY   10004


Series 1995-6,      The First National Bank of    $6,600,000    10%
Class A-1           Maryland 
                    Trust Division-Operations
                    Dept. 101-623
                    25 S. Charles Street
                    Baltimore, MD  21201

Series 1995-6,      First Union National Bank     $10,000,000    15%
Class A-1           401 South Tryon Street
                    TR OPSCMG NC 1151
                    Charlotte, NC  28288

Series 1995-6,      Chemical Bank            $22,340,000          69%
Class A-2           Auto Settle Department
                    4 New York Plaza, 4th Floor
                    New York, NY  10004

Series 1995-6,      SSB-Custodian            $10,000,000           31%
Class A-2           c/o ADP Proxy Services
                    51 Mercedes Way
                    Edgewood, NY  11717

Series 1995-6,      Bankers Trust Company         $23,140,000      55%
Class A-3           c/o BT Services Tennessee Inc.
                    Pension Trust Services
                    648 Grassmere Park Drive/Road
                    Nashville, TN  37211

Series 1995-6,      Harris Trust &           $7,000,000            17%
Class A-3           Savings Bank
                    Proxy Operations
                    111 West Monroe Street,
                    1130
                    Chicago, IL  60603

Series 1995-6,      Morgan Guaranty Trust Co.     $10,000,000       17%
Class A-3           of New York
                    37 Wall Street, 16th Floor
                    New York, NY  10260


                                      5
<PAGE>
TITLE               NAME AND            AMOUNT AND NATURE   PERCENT
OF                  ADDRESS OF            OF BENEFICIAL       OF
CLASS               BENEFICIAL OWNERS        OWNERSHIP       CLASS  
_____               _________________   _________________   _______


Series 1995-6,      Citibank, N.A.           $5,500,000        43%
Class A-4           111 Wall Street
                    20th Floor, Zone 9
                    New York, New York  10043

Series 1995-6,      Harris Trust & Savings     $6,370,000       50%
Class A-4           Bank
                    Proxy Operations
                    111 West Monroe Street,
                    1130
                    Chicago, IL  60603

Series 1995-6,      Morgan Guaranty Trust Co.     $870,000       7%
Class A-4           of New York
                    37 Wall Street, 16th Floor
                    New York, NY  10260

Series 1995-6,      Bank of New York         $12,000,000        24%

Class A-5           925 Patterson Plank Rd.
                    Secaucus, NJ  07094

Series 1995-6,      Bank One Trust Company   $10,000,000        20%
Class A-5           N.A.-State
                    30 West Spring Street
                    Columbus, OH  43266-0581

Series 1995-6,      Chase Manhattan Bank Trust Co.  $10,000,000  20%
Class A-5           Of California N.A.
                    Two Chase Manhattan Plaza,
                    5th Floor
                    New York, NY  10081

Series 1995-6,      The First National Bank       $15,000,000    30% 
Class A-5           of Boston
                    c/o ADP Proxy Services
                    51 Mercedes Way
                    Edgewood, NY  11717

Series 1995-6,      Lehman ABS               $135,996,958.88     100%
Class S             200 Vesey Street         (Initial Notional
                    Three World Financial Center  Amount)
                    New York, New York

     (b)  Security ownership of management.  Not Applicable.  The Trust does
          --------------------------------
not have any  officers or directors.  Therefore,  the information required by
Item 403 of Regulation S-K is inapplicable.


                                      6
<PAGE>
     (c)  Changes in control.  Not Applicable.  Since Certificateholders do
          ------------------
not  possess, directly  or  indirectly,  the power  to  direct  or cause  the
direction of the management and policies of the Trust, other than  in respect
to  certain required  consents regarding  any amendments  to the  Pooling and
Servicing Agreement,  the information requested  with respect to Item  403 of
Regulation S-K is inapplicable.

Item 13.  Certain Relationships and Related Transactions

     (a)  Transactions with management and others.  Registrant knows of no
          ---------------------------------------
transaction or series  of transactions during the fiscal  year ended December
31, 1995, or any currently proposed transaction or series of transactions, in
an  amount   exceeding  $60,000  involving   the  Registrant  in   which  the
Certificateholders identified  in Item 12(a)  had or  will have  a direct  or
indirect material interest.   There are no persons of the  types described in
Item  404(a)(1), (2)  and (4)  of  Regulation S-K;  however, the  information
required  by Item  404(a)(3)  of  Regulation S-K  is  hereby incorporated  by
reference in Item 12(a) herein.

     (b)  Certain business relationships.  None.
          ------------------------------

     (c)  Indebtedness of management.  Not Applicable.  The Trust does not
          --------------------------
have  management consisting  of any  officers or  directors.   Therefore, the
information required by Item 404(c) of Regulation S-K is inapplicable.

     (d)  Transactions with promoters.  Not Applicable.  The Trust does not
          ---------------------------
use  promoters.   Therefore,  the  information  required  by Item  404(d)  of
Regulation S-K is inapplicable.

                                   PART IV


Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

     (a)  The following is a list of documents filed as part of this report:

               EXHIBITS
               --------

               Monthly Report to Certificateholders as  to distributions made
               on December 25,  1995 hereby incorporated herein  by reference
               as exhibits to Registrant's  Current Report on Form 8-K  filed
               with  the Securities and  Exchange Commission on  February 20,
               1996.

               Annual Statement of  Compliance by the Master Servicer  is not
               currently available and will be subsequently filed on Form 8.

               Independent  Accountant's   Report  on   Servicer's  servicing
               activities is not currently available and will be subsequently
               filed on Form 8.

     (b)  No Reports on  Form 8-K were filed  during the last quarter  of the
          period covered by this Report:


                                      7
<PAGE>
     (c)  The exhibits  required to be  filed by Registrant pursuant  to Item
          601 of Regulation  S-K are listed  above and in  the Exhibit  Index
          that immediately follows the signature page hereof.

     (d)  Not  Applicable.   The  Trust  does not  have  any subsidiaries  or
          affiliates.   Therefore,  no financial  statements  are filed  with
          respect to subsidiaries or affiliates.

               SUPPLEMENTAL INFORMATION  TO BE  FURNISHED WITH REPORTS  FILED
               PURSUANT TO SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE
               NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT

               No  annual report,  proxy statement,  form  of proxy  or other
               soliciting material has  been sent to  Certificateholders, and
               the Registrant does not contemplate sending any such materials
               subsequent to the filing of this report.

                                      8
<PAGE>
                                  SIGNATURE

Pursuant to  the  requirements of  Section  13  or 15(d)  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.

               By:  First National  Bank  Association, not  in its
                    individual capacity  but solely as Trustee on behalf
                    of the Registrant Trust Fund,






                By:  /s/Christina Hatfield
                    ---------------------
                    Christina Hatfield
                    Assistant Vice President


Date:     March 28, 1996
                                      9
<PAGE>
                                EXHIBIT INDEX

                                                                   Sequential
Exhibit             Document                                      Page Number
- -------             --------                                      -----------

1.1            Monthly Report to Certificateholders as to distributions     *
               made on December 25, 1995 (hereby incorporated herein by 
               reference as exhibits to Registrant's Current Report on 
               Form 8-K filed with the Securities and Exchange Commission
               on February 20, 1996).






*    Incorporated by reference.
                                      10



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