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 19, 1997
Residential Asset Securities Corporation
(Exact name of registrant as specified in its charter)
DELAWARE 33-56893 51-0362653
(State or other jurisdiction (Commission (I.R.S. employer
of incorporation) file number) identification no.)
8400 Normandale Lake Blvd., Suite 600, Minneapolis, MN 55437
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (612) 832-7000
(Former name or former address, if changed since last report)
Exhibit Index located on page 4.
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
Items 1 through 6 and Item 8 are not included because they are not applicable.
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits
23. Consent of KPMG Peat Marwick LLP, independent auditors of
AMBAC Indemnity Corporation ("AMBAC") with respect to (a) the
incorporation by reference in the registration statement (No.
33-56893) of the Registrant and in the Prospectus Supplement of
the Registrant, dated June 19, 1997, relating to the Mortgage
Pass-Through Certificates, Series 1997-KS2 (the "Prospectus
Supplement") of their report dated January 30, 1997 on the audit
by KPMG Peat Marwick LLP of the consolidated financial
statements of AMBAC and its subsidiaries as of December 31, 1996
and 1995 and for each of the years in the three-year period
ended December 31, 1996 and (b) with respect to the reference to
their firm under the caption "Experts" in the Prospectus
Supplement.
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
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 thereunto duly authorized.
RESIDENTIAL ASSET SECURITIES CORPORATION
By: /s/ Tim Kruse
Name: Tim Kruse
Title: Vice President
Dated: June 19, 1997
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
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 thereunto duly authorized.
RESIDENTIAL ASSET SECURITIES CORPORATION
By:
Name: Tim Kruse
Title: Vice President
Dated: June 19, 1997
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
INDEX OF EXHIBITS
Exhibit Description Page
23. Consent of KPMG Peat Marwick LLP, independent
auditors of AMBAC Indemnity Corporation
("AMBAC") with respect to (a) the incorporation
by reference in the registration statement (No.
33-56893) of the Registrant and in the
Prospectus Supplement of the Registrant, dated
June 19, 1997, relating to the Mortgage Pass-
Through Certificates, Series 1997-KS2 (the
"Prospectus Supplement") of their report dated
January 30, 1997 on the audit by KPMG Peat
Marwick LLP of the consolidated financial
statements of AMBAC and its subsidiaries as of
December 31, 1996 and 1995 and for each of the
years in the three-year period ended December
31, 1996 and (b) with respect to the reference
to their firm under the caption "Experts" in
the Prospectus Supplement.
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
Exhibit 23
Consent of Independent Auditors of AMBAC
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
AMBAC Indemnity Corporation:
We consent to the incorporation by reference in the registration
statement (No. 33-56893) of Residential Asset Securities Corporation (the
"Registrant") and in the Prospectus Supplement of the Registrant dated June 19,
1997 (the "Prospectus Supplement") of our report dated January 30, 1997 on the
consolidated financial statements of AMBAC Indemnity Corporation as of December
31, 1996 and 1995, and for each of the years in the three year period ended
December 31, 1996, which report appears in the Form 8-K of AMBAC Inc. dated
March 12, 1997 and to the reference to our firm under the heading "Experts" in
the Prospectus Supplement.
/s/ KPMG Peat Marwick LLP
New York, New York
June 19, 1997
[NY01B:339724.1] 16069-00403 06/18/97 3:59pm
<PAGE>
