LEHMAN ABS CORP
8-K, 1998-07-22
ASSET-BACKED SECURITIES
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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 Exchange Act of 1934

                     Date of Report (Date of earliest event

                            Reported): July 22, 1998

                             LEHMAN ABS CORPORATION

             (Exact name of registrant as specified in its charter)

    Delaware                       333-39649                  13-3447441
(State or Other Jurisdiction      (Commission                (I.R.S. Employer
    of Incorporation)             File Number)               Identification No.)

Three World Financial Center
200 Vesey Street
New York, New York                                               10022
(Address of Principal                                          (Zip Code)
 Executive Offices)

Registrant's telephone number, including area code:  (212) 526-7000


<PAGE>


Item 5.  Other Events.

Incorporation of Certain Documents by Reference.

         In  connection  with the  offering of the  BankBoston  Home Equity Loan
Asset-Backed  Certificates,  Series  1998-1 (the  "Certificates")  by Lehman ABS
Corporation  (the  "Company") and pursuant to Rule 411 of Regulation C under the
Securities  Act of 1933  and in  reliance  on MBIA  Insurance  Corporation,  SEC
No-Action Letter  (September 6, 1996), the Company will incorporate by reference
the  financial  statement  of  MBIA  Insurance  Corporation  ("MBIA")  into  the
Company's registration statement (File No. 333-39649).  The financial statements
will  be  referred  to in the  preliminary  prospectus  supplement  relating  to
BankBoston  Home  Equity  Loan  Asset-Backed  Certificates,  Series  1998-1.  In
connection with the incorporation of such documents by reference, the Company is
hereby     filing     the     consent     of     PricewaterhouseCoopers      LLP
("PricewaterhouseCoopers")  to  the  use  of  their  name  in  such  preliminary
prospectus supplement.  The consent of PricewaterhouseCoopers is attached hereto
as Exhibit 23.


<PAGE>


Item 7.  Financial Statements, Pro Forma Financial

Information and Exhibits.

(a)      Not applicable.

(b)      Not applicable.

(c)      Exhibits:

         23.      Consent of PricewaterhouseCoopers.


<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.

                                            LEHMAN ABS CORPORATION



                                            By:  /s/ Martin P. Harding
                                                 -----------------------
                                                 Name: Martin P. Harding
                                                 Title: Managing Director

Dated:  July 21, 1998


<PAGE>


                                  Exhibit Index

Exhibit                                                                 Page

23.    The Consent of PricewaterhouseCoopers                              6


<PAGE>


                 EXHIBIT 23: CONSENT OF INDEPENDENT ACCOUNTANTS

We consent to the  incorporation  by reference in the  Prospectus  Supplement of
BankBoston Home Equity Loan Trust 1998-1,  of our report dated February 3, 1998,
on our  audits  of the  consolidated  financial  statements  of  MBIA  Insurance
Corporation  and  Subsidiaries  as of December 31, 1997 and 1996 and for each of
the three years in the period ended  December  31, 1997.  We also consent to the
reference to our firm under the caption "Experts".

                                              \s\ PricewaterhouseCoopers LLP
                                              ------------------------------
                                                  PricewaterhouseCoopers LLP

New York, New York
July 21, 1998




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