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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) June 30, 2000
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Prudential Securities Secured Financing Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
333-52021 13-3526694
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(Commission File Number) (I.R.S. Employer Identification No.)
One New York Plaza, New York, New York 10292
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(Address of Principal Executive Offices) (Zip Code)
(212) 778-1000
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(Registrant's Telephone Number, Including Area Code)
No Change
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(Former Name or Former Address, if Changed Since Last Report)
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Item 2. Acquisition or Disposition of Assets.
On June 30, 2000, Registrant caused the issuance and sale by
PeopleFirst.com Vehicle Receivables Owner Trust 2000-1 of $245,000,000 aggregate
principal amount of Class A-1 asset-backed notes, Class A-2 asset-backed notes,
Class A-3 asset-backed notes, and Class A-4 asset-backed notes and $5,004,168.29
aggregate principal amount of asset-backed certificates.
The Registrant is filing final forms of the exhibits listed in Item
7(c) below relating to the Notes and the Certificates.
Item 5. Other Events.
In connection with the offering of PeopleFirst.com Vehicle Receivables
Owner Trust 2000-1, Asset-Backed Notes, Series 2000-1 described in a Prospectus
Supplement dated June 21, 2000 (the "Prospectus Supplement"), attached hereto
(1) as Exhibit 23.1 is a copy of the consent of Clifford Chance Rogers & Wells
LLP as to (i) use of the tax opinion as an exhibit to this filing and (ii) the
use of the name of Clifford Chance Rogers & Wells LLP in the Prospectus
Supplement; and (2) as Exhibit 23.2 is a copy of the consent of Pricewaterhouse
Coopers LLP as to (i) the incorporation by reference in the Prospectus
Supplement of its report on its audits of the consolidated financial statements
of Financial Security Assurance Inc. and (ii) the use of the name of
PricewaterhouseCoopers LLP in the Prospectus Supplement.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit
No. Document Description
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(a) Not applicable
(b) Not applicable
(c) Exhibit 1.1 Underwriting Agreement, dated June 21, 2000, among the
Registrant, PeopleFirst Finance, LLC, PeopleFirst.com
Inc., PF Funding II, LLC and Prudential Securities
Incorporated
Exhibit 4.1 Indenture, dated as of June 1, 2000, among
PeopleFirst.com Vehicle Receivables Owner Trust 2000-1
and Norwest Bank Minnesota, National Association
Exhibit 4.2 Trust Agreement, dated as of June 1, 2000, among the
Registrant and Wilmington Trust Company
Exhibit 4.3 Sale and Servicing Agreement, dated as of June 1, 2000,
among PeopleFirst.com Vehicle Receivables Owner Trust
2000-1, PF Funding II, LLC, PeopleFirst Finance, LLC,
the Registrant and Norwest Bank Minnesota, National
Association
Exhibit 4.4 Custodial Agreement, dated as of June 1, 2000, among PF
Funding II, LLC, PeopleFirst Finance, LLC,
PeopleFirst.com Vehicle Receivables Owner Trust 2000-1,
Wilmington Trust Company, and The Bank of New York.
Exhibit 4.5 Financial Guaranty Insurance Policy No. 50956-N, dated
June 30, 2000, issued by Financial Security Assurance
Inc.
Exhibit 4.6 Indemnification Agreement, dated June 21, 2000, among
Financial Security Assurance Inc., PeopleFirst Finance,
LLC, Barclays Capital Inc. and Prudential Securities
Incorporated.
Exhibit 4.7 Indemnification Agreement, dated June 30, 2000, among
the Registrant, PeopleFirst.com Inc., PeopleFirst
Finance, LLC and PF Funding II, LLC.
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Exhibit 8.1 Opinion of Clifford Chance Rogers & Wells LLP, counsel
to PeopleFirst Finance LLC, regarding certain tax
matters.
Exhibit 23.1 Consent of Clifford Chance Rogers & Wells LLP (included
in Exhibit 8.1).
Exhibit 23.2 Consent of PricewaterhouseCoopers L.L.P. regarding
financial statements of Finance Security Assurance
Inc., their report and the use of their name in the
Prospectus Supplement
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SIGNATURES
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 hereunto duly authorized.
PRUDENTIAL SECURITIES SECURED FINANCING
CORPORATION
(Registrant)
Dated: July 12, 2000 By: /s/ Evan J. Mitnick
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Name: Evan J. Mitnick
Title: Vice President - Asset-Backed Finance Group
