SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form l0-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [Fee Required] For the fiscal
year ended June 30, 1998
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [No Fee Required] For the
transition period from to
Commission file number 0-19048
Bear Stearns Asset Backed Investors Corp.
(Exact name of registrant as specified in its charter)
Delaware 13-3579047
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
245 Park Avenue New York, New York 10167
(Address of principal executive offices) (Zip Code)
(212) 272-2000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
None -
Securities registered pursuant to Section 12(g) of the Act:
None
(Title of class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No Indicate by check mark if
disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not
contained herein, and will not be contained, to the best of Registrant's
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K. X
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of September 1, 1997.
100 shares of Common Stock, par value $1.00 per share
THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION J(1)(a) AND
(b) OF FORM 10-K AND THEREFORE IS FILING THIS FORM WITH THE REDUCED DISCLOSURE
FORMAT CONTEMPLATED THEREBY.
<PAGE>
ITEM 1 - BUSINESS
Bear Stearns Asset Backed Investors Corp. (the "Company) was organized by,
and is a direct wholly-owned limited purpose subsidiary of The Bear Stearns
Companies Inc. The Company was incorporated in the State of Delaware on January
26, 1989.
The Company was formed solely for the purpose of issuing directly or
through trusts established by it, in series, debt obligations that are secured
or collateralized by one or more pools of retail installment sales contracts or
loan agreements secured by new or used automobile or light-duty trucks, net of
servicing and other fees, security interests in the vehicles financed thereby,
and certain other collateral. As of June 30, 1998, the Company had not commenced
operations.
ITEM 2 - PROPERTIES
The Company owns no physical properties.
ITEM 3 - LEGAL PROCEEDINGS
No legal proceedings are pending.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Pursuant to General Instruction J of Form 10-K, the
information required by Item 4 is omitted.
PART II
ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
STOCKHOLDER MATTERS
There is no established public trading market for the common
equity of the Company. All of the issued and outstanding
shares of such common equity are owned by The Bear Stearns
Companies Inc.
No cash dividends have been declared or paid on the Company's
common equity.
ITEM 6 - SELECTED FINANCIAL DATA
Pursuant to General Instruction J of Form 10-K, the
information required by Item 6 is omitted.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Pursuant to General Instruction J of Form 10-K, the
information required by Item 7 is omitted.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements and supplementary financial
information required by this Item and included in this report
are listed in the index appearing on page F-1.
<PAGE>
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None
PART III
ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Pursuant to General Instruction J of Form 10-K, the information
required by Item 10 is omitted.
ITEM 11 - EXECUTIVE COMPENSATION
Pursuant to General Instruction J of Form 10-K, the information
required by Item 11 is omitted.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Pursuant to General Instruction J of Form 10-K, the information
required by Item 12 is omitted.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Pursuant to General Instruction J of Form 10-K, the information
required by Item 13 is omitted.
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) 1. and 2. Financial Statements and Schedules
The financial statements and schedules required by this item and
included in this report are listed in the accompanying index to
the financial statements and financial statement schedules on
Page F-1.
3. Exhibits
None
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during fiscal year ended
June 30, 1998.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on the 11th day of
September 1998.
Bear Stearns Asset Backed Investors Corp.
(Registrant)
By:/s/Patricia Jehle
Patricia Jehle
President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities indicated on the 11th day of September, 1998.
/s/ Patricia Jehle President, Chief Executive Officer and
Patricia Jehle Director (Principal Executive Officer)
/s/ Warren J. Spector Director
Warren J. Spector
/s/ Marshall W. Coburn Vice President, Secretary and Director
Marshall W. Coburn
/s/ William J. Montgoris Executive Vice President and Treasurer
William J. Montgoris (Principal Financial and Accounting Officer)
<PAGE>
BEAR STEARNS ASSET BACKED INVESTORS CORP.
INDEX TO FINANCIAL STATEMENT
Page
Independent Auditors' Report F-2
Statements of Financial Condition at June 30, 1998 and 1997 F-3
Note to Statements of Financial Condition F-4
Financial Statement Schedules are omitted because they are inapplicable or the
information is included in the financial statement or note thereto.
Page F-1
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Stockholder,
Bear Stearns Asset Backed Investors Corp.:
We have audited the accompanying statements of financial condition of Bear
Stearns Asset Backed Investors Corp. (the "Company") (a wholly-owned subsidiary
of The Bear Stearns Companies Inc.) as of June 30, 1998 and 1997. These
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of Bear Stearns Asset Backed Investors Corp. at
June 30, 1998 and 1997, in conformity with generally accepted accounting
principles.
September 9, 1998
Page F-2
<PAGE>
BEAR STEARNS ASSET BACKED INVESTORS CORP.
STATEMENTS OF FINANCIAL CONDITION
June 30, June 30,
1998 1997
Asset
Cash $100 $100
Total $100 $100
Stockholder's Equity
Common stock, $1.00 par value;
1000 shares authorized;
100 shares outstanding $100 $100
Total $100 $100
See note to statements of financial condition.
Page F-3
<PAGE>
BEAR STEARNS ASSET BACKED INVESTORS CORP.
NOTE TO STATEMENTS OF FINANCIAL CONDITION
Note 1. Organization
Bear Stearns Asset Backed Investors Corp. (the "Company"), a direct
wholly-owned limited purpose subsidiary of The Bear Stearns Companies Inc.
("Bear Stearns"), was organized on January 26, 1989.
The Company was formed solely for the purpose of issuing directly or
through trusts established by it, in series, debt securities that
are secured or collateralized by one or more pools of retail
installment sales contracts or loan agreements secured by new or
used automobile or light-duty trucks, net of servicing and other
fees, security interests in the vehicles financed thereby, and
certain other collateral.
As of June 30, 1998, the Company had not commenced operations,
except for the conduct of non-recurring organizational matters and
activities, the cost for which were borne by an affiliate.
Accordingly, the Company had no results of operations for the fiscal
years ended June 30, 1998, 1997 and 1996. The balance in the
stockholder's equity consists solely of common stock issued on
January 26, 1989; thus, no statement of stockholder's equity is
presented. All funds were obtained from capital transactions. As a
result, no statement of cash flows is presented.
Page F-4
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statement contained in the body of the accompanying Form 10-K and is
qualified in its entirety by reference to such financial statement.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> Year
<FISCAL-YEAR-END> Jun-30-1998
<PERIOD-END> Jun-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 100
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 100
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 100
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
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<NET-INCOME> 0
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