LEHMAN ABS CORP
8-K, 2000-05-26
ASSET-BACKED SECURITIES
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<PAGE>


                       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

                                  March 1, 2000

                Date of report (Date of earliest event reported)


Lehman ABS Corporation is the depositor under the Standard Terms for Trust
Agreements, dated as of February 25, 1998, as supplemented by the Series
Supplement, dated as of March 30, 1998, which together formed the Corporate
Bond-Backed Certificates, Series 1998-CAT-1.

                             LEHMAN ABS CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)



            Delaware                 333-32105              13-3447441
(State or Other Jurisdiction      (Commission File       (I.R.S. Employer
     of Incorporation)               Number)             Identification No.)



Three World Financial Center                                             10285

200 Vesey Street                                                      (Zip Code)
New York, New York
(Address of Principal Executive Offices)

                                 (212) 526-5594
                         (Registrant's Telephone Number,
                              Including Area Code)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)

                                     - 1 -

<PAGE>


Item 5.  OTHER EVENTS

On September 1, 1998, March 1, 1999, September 1999 and March 1, 2000
distributions were made to the Holders of the Corporate Bond-Backed
Certificates, Series 1998-CAT-1 (the "Certificate Holders"). Specific
information with respect to the distributions are filed as Exhibits 99.1 through
99.5 hereto.

No other reportable transactions or matters have occurred during the current
reporting period.

Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

(c)      The following exhibits were filed as part of this report:

99.1     Trustee's Distribution Statement to the Certificate Holders for the
         six-month period ending September 1, 1998.
99.2     Trustee's Distribution Statement to the Certificate Holders for the
         six-month period ending March 1, 1999.
99.3     Trustee's Distribution Statement to the Certificate Holders for the
         six-month period ending September 1, 1999.
99.4     Trustee's Distribution Statement to the Certificate Holders for the
         six-month period ending March 1, 2000.



                                     - 2 -
<PAGE>


                                    SIGNATURE

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

Date: May 26, 2000



                                          THE BANK OF NEW YORK
                                          AS TRUSTEE, FOR
                                          CORPORATE BOND-BACKED
                                          CERTIFICATES, SERIES
                                          1998-CAT-1 TRUST


                                          By: /s/ Enrico D. Reyes
                                            ---------------------------
                                             Enrico D. Reyes
                                             Vice President



                                     - 3 -

<PAGE>


                                  EXHIBIT INDEX

Exhibit Number     Description
- --------------     -----------

99.1               Trustee's Distribution Statement to the Certificate
                   Holders for the six-month period ending September 1, 1998.
99.2               Trustee's Distribution Statement to the Certificate
                   Holders for the six-month period ending March 1, 1999.
99.3               Trustee's Distribution Statement to the Certificate
                   Holders for the six-month period ending September 1, 1999.
99.4               Trustee's Distribution Statement to the Certificate
                   Holders for the six-month period ending March 1, 2000.


                                     - 4 -


<PAGE>

                                                                    Exhibit 99.1

                        TRUSTEE'S DISTRIBUTION STATEMENT

                        TO THE HOLDERS OF:         98-CAT-1
                        The Bank of New York, as Trustee under the
                        Lehman Corporate Bond Backed
                        Class A-1 Certificates
                        CUSIP NUMBER:              219-87H-AQ8
<TABLE>
<S>                                                                                  <C>            <C>
in accordance with the Standard Terms and Conditions of Trust, The Bank of New York,
as trustee submits the following cash basis statement for the period ending :                         September 1, 1998

INTEREST ACCOUNT
Balance as of              March 31, 1998                                                                             0
      Schedule Income received on securities....................................                                1843750
      Unscheduled Income received on securities.................................                                      0
      Schedule Interest received from Swap Counterparty.........................                                      0
      Unscheduled Interest received from Swap Counterparty......................                                      0
      Interest Received on sale of Securties....................................                                      0
LESS:

      Distribution to Beneficial Holders........................................         1328606
      Distribution to Swap Counterparty.........................................               0
      Trustee Fees..............................................................            2250
      Fees allocated for third party expenses............................                    750
Balance as of            February 2, 1998                                  Subtotal                              512144


PRINCIPAL ACCOUNT
Balance as of              August 1, 1998                                                                             0
      Scheduled Principal payment received on securities........................                                      0
      Principal received on sale of securities..................................                                      0
LESS:

      Distribution to Beneficial Holders........................................          512144
      Distribution to Swap Counterparty.........................................               0
Balance as of            February 2, 1998                                  Subtotal                              512144
                                                                           Balance                                    0
                        UNDERLYING SECURITIES HELD AS OF: February 2, 1998

Principal                                 Title of Security
Amount                                    CATERPILLAR INC
            5000000                       CUSIP# : 149-123-BE0
</TABLE>

                                     - 5 -


<PAGE>

                                                                    Exhibit 99.2


                        TRUSTEE'S DISTRIBUTION STATEMENT

                        TO THE HOLDERS OF:          98-CAT-1
                        The Bank of New York, as Trustee under the
                        Lehman Corporate Bond Backed
                        Class A-1 Certificates
                        CUSIP NUMBER:               219-87H-AQ8
<TABLE>
<S>                                                                                 <C>                 <C>
in accordance with the Standard Terms and Conditions of Trust, The Bank of New York,
as trustee submits the following cash basis statement for the period ending :                             March 1, 1999

INTEREST ACCOUNT
Balance as of           September 1, 1998                                                                             0
      Schedule Income received on securities....................................                                1843750
      Unscheduled Income received on securities.................................                                      0
      Schedule Interest received from Swap Counterparty.........................                                      0
      Unscheduled Interest received from Swap Counterparty......................                                      0
      Interest Received on sale of Securties....................................                                      0
LESS:

      Distribution to Beneficial Holders........................................         1311961
      Distribution to Swap Counterparty.........................................               0
      Trustee Fees..............................................................            2250
      Fees allocated for third party expenses............................                    750
Balance as of               March 1, 1999                                  Subtotal                              528789


PRINCIPAL ACCOUNT
Balance as of           September 1, 1998                                                                             0
      Scheduled Principal payment received on securities........................                                      0
      Principal received on sale of securities..................................                                      0
LESS:

      Distribution to Beneficial Holders........................................          528789
      Distribution to Swap Counterparty.........................................               0
Balance as of               March 1, 1999                                  Subtotal                              528789
                                                                           Balance                                    0
                        UNDERLYING SECURITIES HELD AS OF: March 1, 1999

Principal                                 Title of Security
Amount                                    CATERPILLAR INC
            5000000                       CUSIP# : 149-123-BE0
</TABLE>

                                     - 6 -

<PAGE>



                                                                    Exhibit 99.3


                        TRUSTEE'S DISTRIBUTION STATEMENT

                        The Bank of New York, as Trustee under
                        the Lehman Corporate Bond Backed Class
                        A-1 Certificates
                        CUSIP NUMBER:      219-87H-AQ8


<TABLE>
<S>                                                                                  <C>             <C>
in accordance with the Standard Terms and Conditions of Trust, The Bank of New York,
as trustee submits the following cash basis statement for the period ending :                         September 1, 1999

INTEREST ACCOUNT
Balance as of               March 1, 1999                                                                             0
      Schedule Income received on securities....................................                                1843750
      Unscheduled Income received on securities.................................                                      0
      Schedule Interest received from Swap Counterparty.........................                                      0
      Unscheduled Interest received from Swap Counterparty......................                                      0
      Interest Received on sale of Securties....................................                                      0
LESS:

      Distribution to Beneficial Holders........................................         1294775
      Distribution to Swap Counterparty.........................................               0
      Trustee Fees..............................................................            2250
      Fees allocated for third party expenses...................................             750
Balance as of           September 1, 1999                                  Subtotal                              545975


PRINCIPAL ACCOUNT
Balance as of               March 1, 1999                                                                             0
      Scheduled Principal payment received on securities........................                                      0
      Principal received on sale of securities..................................                                      0
LESS:

      Distribution to Beneficial Holders........................................          545975
      Distribution to Swap Counterparty.........................................               0
Balance as of           September 1, 1999                                  Subtotal                              545975
                                                                           Balance                                    0
                        UNDERLYING SECURITIES HELD AS OF: September 1, 1999
</TABLE>

Principal                                 Title of Security
Amount                                    CATERPILLAR INC
            5000000                       CUSIP# : 149-123-BE0



                                     - 7 -

<PAGE>



                                                                    Exhibit 99.4

                        TRUSTEE'S DISTRIBUTION STATEMENT

                        TO THE HOLDERS OF:               98-CAT-1
                        The Bank of New York, as Trustee under the
                        Lehman Corporate Bond Backed
                        Class A-1 Certificates
                        CUSIP NUMBER:                    219-87H-AQ8
<TABLE>
<S>                                                                                  <C>                 <C>
in accordance with the Standard Terms and Conditions of Trust, The Bank of New York,
as trustee submits the following cash basis statement for the period ending :                             March 1, 2000

INTEREST ACCOUNT
Balance as of           September 1, 1999                                                                             0
      Schedule Income received on securities....................................                                1843750
      Unscheduled Income received on securities.................................                                      0
      Schedule Interest received from Swap Counterparty.........................                                      0
      Unscheduled Interest received from Swap Counterparty......................                                      0
      Interest Received on sale of Securties....................................                                      0
LESS:

      Distribution to Beneficial Holders........................................         1277031
      Distribution to Swap Counterparty.........................................               0
      Trustee Fees..............................................................            2250
      Fees allocated for third party expenses............................                    750
Balance as of               March 1, 2000                                  Subtotal                              563719


PRINCIPAL ACCOUNT
Balance as of           September 1, 1999                                                                             0
      Scheduled Principal payment received on securities........................                                      0
      Principal received on sale of securities..................................                                      0
LESS:

      Distribution to Beneficial Holders........................................          563719
      Distribution to Swap Counterparty.........................................               0
Balance as of               March 1, 2000                                  Subtotal                              563719
                                                                           Balance                                    0
                        UNDERLYING SECURITIES HELD AS OF: March 1, 2000

Principal                                 Title of Security
Amount                                    CATERPILLAR INC
            5000000                       CUSIP# : 149-123-BE0
</TABLE>


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