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 22, 1998
LEHMAN ABS CORPORATION, (as depositor under the
Sale and Servicing Agreement, dated as of December 1, 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 Identification No.)
of Incorporation) File Number)
Three World Financial Center
200 Vesey Street
New York, New York 10022
(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code (212) 526-7000
Item 5. Other Events.
Filing of Derived Materials.*
In connection with the offering of the Provident Bank Home Equity Loan
Asset Backed Notes, Series 1998-A (the "Notes"), Lehman Brothers Inc. and
Prudential Securities Incorporated as underwriters of the Notes (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 Provident Bank Home Equity Loan
Asset-Backed Notes, Series 1998-A. 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 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 Notes, 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 Provident Bank Home Equity Loan Trust 1998-A.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
* 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 Provident Bank
Home Equity Loan Trust 1998-A.
(c) Exhibits:
23 Consent of PricewaterhouseCoopers.
99.1 Derived Materials.
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
-----------------------------
Name: Samir A. Tabet
Title: Senior Vice-President
Dated: December 22, 1998
Exhibit Index
Exhibit Page
23 Consent of PricewaterhouseCoopers LLP......................6
99.1 Derived Materials..........................................7
Exhibit 23: Consent of Independent Accountants.
We consent to the incorporation by reference in the Prospectus Supplement
of Lehman ABS Corporation relating to Home Equity Loan Asset Backed Notes,
Series 1998-A, 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
December 22, 1998
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.
