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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 22, 1999
LEHMAN ABS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware 333-76627 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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Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
5.1 Legality Opinion of Brown & Wood LLP.
8.1 Tax Opinion of Brown & Wood LLP (included in Exhibit 5.1)
23.1 Consent of Brown & Wood LLP (included in Exhibits 5.1 and 8.1)
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: September 22, 1999
Exhibit Index
Exhibit Page
5.1 Legality Opinion of Brown & Wood LLP 5
8.1 Tax Opinion of Brown & Wood LLP (included in Exhibit 5.1) 5
23.1 Consent of Brown & Wood LLP (included in Exhibits 5.1 and 8.1) 5
Exhibits 5.1, 8.1 and 23.1
September 22, 1999
Lehman ABS Corporation
Three World Financial Center
200 Vesey Street
New York, New York 10022
Re: Lehman ABS Corporation
Champion Home Equity Loan Trust 1999-3
Home Equity Loan Asset-Backed Notes
Ladies and Gentlemen:
We have acted as special counsel for Lehman ABS Corporation, a
Delaware corporation (the "Depositor"), in connection with the issuance of the
Home Equity Loan Asset-Backed Notes, Series 1999-3 (the "Notes") pursuant to
an Indenture dated as of September 1, 1999 (the "Indenture") between Champion
Home Equity Loan Trust 1999-3, a Delaware statutory business trust (the
"Trust"), and Harris Trust and Savings Bank, as indenture trustee (in such
capacity, the "Indenture Trustee"). The Trust will be formed pursuant to a
trust agreement dated as of September 1, 1999 (the "Trust Agreement") among
the Depositor, Champion Mortgage Co., Inc., as seller (the "Seller") and Chase
Manhattan Bank Delaware, as owner trustee (the "Owner Trustee"). The Trust
will also issue the Transferor Interest and the Senior Interest Participations
(together, the "Ownership Interest") pursuant to the Trust Agreement.
The Notes and the Ownership Interest will represent the entire
beneficial ownership interest in the Trust. The assets of the Trust will
consist primarily of three groups of closed-end, fixed-rate and
adjustable-rate home equity loans (the "Mortgage Loans") secured by first- or
second-lien mortgages on primarily one- to four-family residential properties.
Capitalized terms not otherwise defined herein have the meanings assigned to
such terms in the Indenture.
We have examined such documents and records and made such
investigations of such matters of law as we have deemed appropriate as a basis
for the opinions expressed below. Further, we have assumed the genuineness of
all signatures and the authenticity of all documents submitted to us as
originals.
Based upon the foregoing, we are of the opinion that:
1. Assuming that the Notes have been duly executed by the Owner Trustee and
authenticated by the Indenture Trustee in the manner contemplated in the
Indenture, when delivered and paid for, the Notes will be validly issued
and outstanding and entitled to the benefits of the Indenture.
2. Assuming compliance with the pertinent provisions of the Trust Agreement
and the Indenture, as of the Closing Date, for federal income tax
purposes:
(i) the Notes will be treated as debt instruments, and
(ii) neither the Trust, nor any portion thereof, will be characterized as an
association (or publicly traded partnership) taxable as a corporation or as a
taxable mortgage pool within the meaning of Section 7701(i) of the Internal
Revenue Code of 1986, as amended (the "Code").
In rendering the foregoing opinions, we express no opinions as to the
laws of any jurisdiction other than the federal laws of the United States of
America, the corporate laws of the State of Delaware and the laws of the State
of New York. This opinion is rendered as of the date hereof and we undertake no
obligation to update this opinion or advise you of any changes in the event
there is any change in legal authorities, facts, assumptions or documents on
which this opinion is based (including the taking of any action by any party to
the above referenced documents pursuant to any opinion of counsel or a waiver),
or any inaccuracy in any of the representations, warranties or assumptions upon
which we have relied in rendering this opinion unless we are specifically
engaged to do so.
We hereby consent to the filing of this opinion as an exhibit to the
Company's Report on Form 8-K dated the date hereof.
/s/ BROWN & WOOD LLP
BROWN & WOOD LLP
