RESIDENTIAL FUNDING MORTGAGE SECURITIES II INC
8-K/A, 1997-01-17
ASSET-BACKED SECURITIES
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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) January 15, 1997

RESIDENTIAL  FUNDING MORTGAGE SECURITIES II, INC. (as depositor under an Amended
and Restated  Trust  Agreement,  dated as of January 30,  1997,  and pursuant to
which an Indenture was entered into,  providing for, inter alia, the issuance of
Home Improvement Loan-Backed Notes, Series 1997-HI1)


                Residential Funding Mortgage Securities II, Inc.
             (Exact name of registrant as specified in its charter)

         DELAWARE                   33-80419                41-1808858
(State or Other Jurisdiction      (Commission            (I.R.S. Employer
of Incorporation)                 File Number)           Identification No.)


 8400 Normandale Lake Blvd.
 Suite 600
 Minneapolis, Minnesota                55437
 (Address of Principal                 (Zip Code)
 Executive Offices)


Registrant's telephone number, including area code, is (612) 832-7000




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<PAGE>





Item 5.           Other Events.

     The consolidated  financial  statements of AMBAC Indemnity  Corporation and
its subsidiaries as of December 31, 1995 and 1994, and for the three year period
ended  December 31, 1995,  included in the Current Report on Form 8-K/A of AMBAC
Inc. for the year ended  December 31, 1995 (which was filed with the  Securities
and  Exchange  Commission  on March  15,  1996) and the  consolidated  financial
statements of AMBAC Indemnity  Corporation and its subsidiaries at September 30,
1996 and December 31, 1995,  and for the periods  ended  September  30, 1996 and
1995, included in the Quarterly Report on Form 10-Q of AMBAC Inc. for the period
ended  September  30, 1996  (which was filed with the  Securities  and  Exchange
Commission on November 14, 1996),  are hereby  incorporated by reference in this
Current Report on Form 8-K and shall be deemed to be a part hereof.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

                  (a)      Not applicable

                  (b)      Not applicable

                  (c)      Exhibits:

                   Item 601(a) of
                   Regulation S-K
Exhibit No.        Exhibit No.                    Description

1                    23                    Consent of KPMG Peat
                                           Marwick LLP, independent
                                           auditors of AMBAC
                                           Indemnity Corporation with
                                           respect to the Residential
                                           Funding Mortgage Securities
                                           II, Inc. Home Improvement
                                           Loan-Backed Notes, Series
                                           1997-HI1


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<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 FUNDING MORTGAGE
                                                   SECURITIES II, INC.


                                                    By:    /s/ Diane S. Wold
                                                    Name:      Diane S. Wold
                                                    Title:     Vice President


Dated:  January 15, 1997



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<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 FUNDING MORTGAGE
                                               SECURITIES II, INC.


                                               By:
                                               Name:      Diane S. Wold
                                               Title:     Vice President


Dated:  January 15, 1997


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<PAGE>



                                  EXHIBIT INDEX


              Item 601(a) of                                    Sequentially
Exhibit       Regulation S-K                                    Numbered
Number        Exhibit No.                Description             Page

1             23                      Accountant's Consent

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                                    EXHIBIT 1


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                          INDEPENDENT AUDITORS' CONSENT


The Board of Directors
AMBAC Indemnity Corporation:

         We consent  to the use of our  report  dated  January  31,  1996 on the
consolidated  financial statements of AMBAC Indemnity Corporation as of December
31,  1995 and 1994,  and for each of the years in the three  year  period  ended
December  31, 1995  incorporated  by  reference  in the Form 8-K of  Residential
Funding  Mortgage  Securities  II,  Inc.  dated  January  15,  1997,  and to the
reference to our firm under the heading "Experts" in the preliminary  Prospectus
Supplement of Residential Funding Mortgage Securities II, Inc. dated January 15,
1997.

     Our  report  refers  to  accounting  changes  adopted  by  AMBAC  Indemnity
Corporation in 1993, which include the Financial  Accounting  Standards  Board's
Statements of Financial  Accounting  Standards No. 109,  "Accounting  for Income
Taxes,"  No.  115,  "Accounting  for  Certain  Investments  in Debt  and  Equity
Securities," No. 106, "Employers'  Accounting for Postretirement  Benefits Other
Than Pension," and No. 112, "Employers' Accounting for Postemployment Benefits."


KPMG Peat Marwick LLP

New York, New York
January 15, 1997

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