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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): September 17, 1998
LEHMAN ABS CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 333-39649 13-3447441
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(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 10285
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code: (212) 526-7000
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Item 5. Other Events.
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Incorporation of Certain Documents by Reference.
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In connection with the offering of the Centex Home Equity Loan Asset-Backed
Certificates, Series 1998-3 (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 Financial Security Assurance Inc. SEC No-Action Letter,
the Company will incorporate by reference the financial statement of Financial
Security Assurance Inc. into the Company's registration statement (File No.
333-39649). The financial statements will be referred to in the preliminary
prospectus supplement relating to Centex Home Equity Loan Asset-Backed
Certificates, Series 1998-3. 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.
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Item 7. Financial Statements, Pro Forma Financial
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Information and Exhibits.
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
23. Consent of PricewaterhouseCoopers.
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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
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Name: Martin P. Harding
Title: Managing Director
Dated: September 17, 1998
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Exhibit Index
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Exhibit Page
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23. The Consent of PricewaterhouseCoopers 6
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EXHIBIT 23: CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Prospectus Supplement of
Centex Home Equity Loan Trust 1998-3, of our report dated January 26, 1998, on
our audits of the consolidated financial statements of Financial Security
Assurance Inc. 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
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PricewaterhouseCoopers LLP
New York, New York
September 17, 1998
