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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): December 8, 1998
LEHMAN ABS CORPORATION, (as depositor under the Pooling and Servicing
Agreement, dated as of December 1, 1998, which forms BankBoston Home
Equity Loan Trust 1998-2)
LEHMAN ABS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 333-39649 13-3447441
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
Three World Financial Center
200 Vesey Street
New York, New York 10022
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(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code (212) 526-7000
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<PAGE>
Item 5. Other Events.
Filing of Derived Materials.*
In connection with the offering of the BankBoston Home Equity Loan
Asset Backed Certificates, Series 1998-2 (the "Certificates") Lehman Brothers
Inc., BancBoston Robertson Stephens Inc., and Greenwich Capital Markets as
underwriters of the Certificates (together, the "Underwriters"), have prepared
certain materials (the "Derived Materials") for distribution to its potential
investors. Although the Registrant provided the Underwriters with certain
information regarding the characteristics of the assets in the related
portfolio, it did not participate in the preparation of the Derived Materials.
Concurrently with the filing hereof, pursuant to Rule 311(i) of Regulation S-T,
the Registrant is filing certain computational materials by paper filing on
Form SE.
In addition, 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 prospectus supplement relating to BankBoston Home Equity
Loan Asset-Backed Certificates, Series 1998-2. 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.
For purposes of this Form 8-K, Derived Materials shall mean computer
generated tables and/or charts displaying, with respect to the Certificates,
any of the following: yield; average life, duration; expected maturity; loss
sensitivity; cash flow characteristics; background information regarding the
assets; the proposed structure; decrement tables; or similar information
(tabular or otherwise) of a statistical, mathematical, tabular or computational
nature, as well as certain matters relating to the collateral for such
transaction.
Pursuant to Rule 424(b) under the Securities Act of 1933, concurrently
with, or subsequent to, the filing of this Current Report on Form 8-K ("the
Form 8-K"), Lehman ABS Corporation (the "Company") is filing a prospectus and
prospectus supplement with the Securities and Exchange Commission in relation
to its BankBoston Home Equity Loan Trust 1998-2.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
23 Consent of PricewaterhouseCoopers.
99.1 Derived Materials.
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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/ Samir A. Tabet
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Name: Samir A. Tabet
Title: Senior Vice-President
Dated: December 7, 1998
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Exhibit Index
Exhibit Page
23 Consent of PricewaterhouseCoopers LLP............................ 6
99.1 Derived Materials(P) ............................................ 7
<PAGE>
Exhibit 23: Consent of Independent Accountants.
We consent to the incorporation by reference in the Prospectus Supplement of
BankBoston Home Equity Loan Trust 1998-2 relating to Home Equity Loan
Asset-Backed Certificates, Series 1998-2, 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
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PricewaterhouseCoopers LLP
New York, New York
December 8, 1998
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Exhibit 99.1: Derived Materials.
In accordance with Rule 311(i) of Regulation S-T, the Computational
Materials are being filed on paper pursuant to Form SE.
* Capitalized terms used and not otherwise defined herein shall
have the meanings assigned to them in the Prospectus and the
Prospectus Supplement of Lehman ABS Corporation, relating to its
BankBoston Home Equity Loan Trust 1998-2.
