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) November 19, 1998
RESIDENTIAL FUNDING MORTGAGE SECURITIES II, INC. (as depositor under an Amended
and Restated Trust Agreement, dated as of November 25, 1998, and pursuant to
which an Indenture was entered into, providing for, inter alia, the issuance of
Home Loan-Backed Notes, Series 1998- HI4)
Residential Funding Mortgage Securities II, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 333-28025 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
<PAGE>
Item 5Other Events.
The consolidated financial statements of Ambac Assurance Corporation
and its subsidiaries as of December 31, 1997 and December 31, 1996, and for the
three year period ended December 31, 1997, included in the Annual Report on Form
10-K of Ambac Financial Group, Inc. (which was filed with the Securities and
Exchange Commission on March 31, 1998) and the consolidated financial statements
of Ambac Assurance Corporation and its subsidiaries as of September 30, 1998,
and for the periods ended September 30, 1998 and September 30, 1997, included in
the Quarterly Report on Form 10-Q of Ambac Financial Group, Inc. for the period
ended September 30, 1998 (which was filed with the Securities and Exchange
Commission on November 13, 1998), are hereby incorporated by reference in (i)
this Current Report on Form 8-K; (ii) the registration statement (No.333-28025)
of the Registrant (the "Prospectus"); and (iii) the Prospectus Supplement for
Home Loan-Backed Notes, Series 1998-HI4, 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 Assurance
Corporation with respect to the
Residential Funding Mortgage
Securities II, Inc. Home Loan-
Backed Notes, Series 1998-
HI4
<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: November 19, 1998
<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: November 19, 1998
<PAGE>
EXHIBIT INDEX
Item 601(a) of Sequentially
Exhibit Regulation S-K Numbered
Number Exhibit No. Description Page
1 23 Accountant's Consent
<PAGE>
EXHIBIT 1
<PAGE>
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Ambac Assurance Corporation:
We consent to the incorporation by reference in the registration statement (No.
333-28025) of Residential Funding Mortgage Securities II, Inc. (the
"Registrant"), and in the Prospectus Supplement of the Registrant (the
"Prospectus Supplement") dated November 19, 1998, of our report dated January
29, 1998 on the consolidated financial statements of Ambac Assurance Corporation
as of December 31, 1997 and 1996, and for each of the years in the three-year
period ended December 31, 1997, which report appears in the Form 10-K of Ambac
Financial Group, Inc. dated March 31, 1998 and to the reference to our firm
under the heading "Experts" in the Prospectus Supplement.
/s/ KPMG PEAT MARWICK LLP
New York, New York
November 19, 1998
<PAGE>
