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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Annual Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the fiscal year ended Commission file number
December 31, 1995 333-14293
LEHMAN ABS CORPORATION
(as depositor under the Trust Agreement, dated as of January 26, 1995, as
amended and restated by the Amended and Restated Trust Agreement, dated as of
February 1, 1995, which formed the Lehman Home Equity Loan Trust 1995-1 which,
pursuant to an Indenture, dated as of January 1, 1995, issued the Lehman Home
Equity Loan Trust 1995-1, Home Equity Loan Asset-Backed Term Notes, Series
1995-1)
LEHMAN ABS CORPORATION
(Exact name of Registrant as specified in its Charter)
Delaware 13-3447441
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
Three World Financial Center
200 Vesey Street
New York, New York 10285
(Address of principal executive offices)
Registrant's telephone number, including area code: (212) 526-7000
Securities registered pursuant to Section 12(b) of the Act: Not Applicable.
Securities registered pursuant to Section 12(g) of the Act: Not Applicable.
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 12 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 No X
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 the Form 10-K or any amendment to this
Form 10-K. [ ].
Aggregate market value of voting stock held by non-affiliates of the
Registrant as of December 31, 1995: Not Applicable.
Number of shares of common stock outstanding as of December 31, 1995:
Not Applicable.
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DOCUMENTS INCORPORATED BY REFERENCE
Documents in Part II and Part IV incorporated herein by reference are as
follows:
Monthly Reports to Noteholders as to distributions made in
February, March, April, May, June, July, August, September, October,
November and December 1995 are hereby incorporated herein by reference
as exhibits to Registrant's Current Report on Form 8-K filed with the
Securities and Exchange Commission on July 17, 1997.
PART I
Item 1. Business.
The trust relating to Lehman Home Equity Loan Trust 1995-1, Home Equity
Loan Asset-Backed Term Notes, Series 1995-1 ("Series 1995-1), was established
pursuant to a Trust Agreement dated as of January 26, 1995, as amended and
restated by the Amended and Restated Trust Agreement, dated as of February 1,
1995, among Lehman ABS Corporation, as depositor, Mortgage Assets Trading, Inc,,
as holder of the designated certificate, and Chemical Bank Delaware, as owner
trustee.
Pursuant to an Indenture, dated as of January 1, 1995, between Lehman
Home Equity Loan Trust 1995-1, as issuer (the "Issuer"), and The First National
Bank of Chicago, as indenture trustee (the "Indenture Trustee"), the Issuer
issued Lehman Home Equity Loan Trust 1995-1, Home Equity Loan Asset-Backed Term
Notes, Series 1995-1 (the "Term Notes"). The Term Notes are secured by certain
adjustable rate home equity revolving credit line loans made or to be made in
the future (the "Mortgage Loans") secured by first or second deeds of trust or
mortgages on residential properties (which are primarily one- to four-family
residences), the collections in respect of such Mortgage Loans, and certain
other property relating to such Mortgage Loans. The Term Notes have the benefit
of an irrevocable and unconditional financial guaranty insurance policy issued
by Capital Markets Assurance Corporation. The Noteholders receive monthly
reports regarding distributions.
Information with respect to the business of the Trust would not be
meaningful because the only "business" of the Trust is the collection on the
Mortgage Loans and distribution of payments on the Notes and the Lehman Home
Equity Loan Trust 1995-1, Home Equity Loan Asset-Backed Certificates (the
"Certificates") to the Noteholders and Certificateholders, respectively. The
information relating to the distribution of payments on the Noteholders is
accurately summarized in the monthly reports to Noteholders, which are filed on
Form 8- K. There is no additional relevant information to report in response to
Item 101 of Regulation S-K.
Item 2. Properties.
The Issuer owns no property. The Term Notes, in the aggregate,
represent debt in a trust estate consisting primarily of the Mortgage Loans. The
Trust will acquire title to real estate only upon default of the borrowers under
a Mortgage Loan. Therefore, this item is inapplicable.
Item 3. Legal Proceedings.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
No matters were submitted to a vote of Noteholders during the fiscal
year covered by this report.
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PART II
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.
The Term Notes represent, in the aggregate, debt in the Trust
consisting primarily of the Mortgage Loans.
(a) Market Information. Not applicable There is no established public trading
market for Registrant's Notes. Registrant believes the Notes are traded
primarily in intra-dealer markets and non-centralized inter-dealer markets.
(b) Holders. The number of registered holders of the Notes on December 31, 1995
was 6.
(c) Dividends. Not applicable. The information regarding dividends required
by Sub-paragraph (c) of Item 201 of Regulation S-K is inapplicable
because the Trust does not pay dividends. However, information as to
distribution to Noteholders is provided in the monthly reports to
Noteholders for each month of the fiscal year in which a distribution
to Noteholders was made.
Item 6. Selected Financial Data.
Not Applicable. Because of the limited activities of the Trust, the
Selected Financial Data required by Item 301 of Regulation S-K does not add
relevant information to that which is provided by the Monthly Reports to
Noteholders.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Not Applicable. The information required by Item 303 of Regulation S-K
is inapplicable because the Trust does not have management per se, but rather
the Trust has an Indenture Trustee who causes the preparation of the Monthly
Reports to Noteholders. The information provided by the Monthly Reports to
Noteholders does provide the relevant financial information regarding the
financial status of the Trust Estate.
Item 8. Financial Statements and Supplementary Data.
Monthly Reports to Noteholders as to distributions made in February,
March, April, May, June, July, August, September, October, November and December
1995 are hereby incorporated herein by reference as exhibits to Registrant's
Current Report on Form 8-K filed with the Securities and Exchange Commission on
July 17, 1997.
Independent Accountant's Report on Servicer's servicing activities is filed as
Exhibit 2 under Item 14(a) hereof.
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Item 9. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.
None.
PART III
Item 10. Directors and Executive Officers of Registrant.
Not Applicable. The Trust does not have officers or directors.
Therefore, the information required by items 401 and 405 of Regulation S-K
is inapplicable.
Item 11. Executive Compensation.
Not Applicable. The Trust does not have officers or directors to whom
compensation needs to be paid. Therefore, the information required by Item
402 of Regulation S-K is inapplicable.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
(a) Security ownership of certain beneficial owners. Under the
Indenture, the holders of the Notes generally do not have the
right to vote and are prohibited from taking part in
management of the Trust. For purposes of this Item and Item 13
only, however, the Noteholders are treated as "voting
security" holders.
As of December 31, 1995, the following are the only persons
known to Registrant to be the beneficial owners of more then
5% of any class of voting securities.
TITLE NAME AND AMOUNT AND NATURE PERCENT
OF ADDRESS OF OF BENEFICIAL OF
CLASS BENEFICIAL OWNERS OWNERSHIP CLASS
Series 1995-1, Bankers Trust Company $ 47,000,000 36.70%
Term Notes c/o BT Services Tennessee Inc.
Pension Trust Services
648 Grassmere Park Drive
Nashville, TN 37211
Series 1995-1, Chase Manhattan Bank/Chemical $ 15,000,000 11.71%
Term Notes Auto Settle Department
4 New York Plaza, 4th Floor
New York, New York 10004
Series 1995-1, French American Banking Corp. $ 12,000,000 9.37%
Term Notes 200 Liberty, 20th Floor
New York, New York 10281
Series 1995-1, Morgan Guaranty Trust Co. $ 50,000,000 39.04%
Term Notes of New York
522 Fifth Avenue, 17th Floor
New York, New York 10036
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(b) Security ownership of management. Not Applicable. The Trust does
not have any officers or directors. Therefore, the information required by
Item 403 of Regulation S-K is inapplicable.
(c) Changes in control. Not Applicable. Since Noteholders do not
possess, directly or indirectly, the power to direct or cause
the direction of the management and policies of the Trust,
other than in the event of default and as set forth in the
Indenture, the information requested with respect to Item 403
of Regulation S-K is inapplicable.
Item 13. Certain Relationships and Related Transactions.
(a) Transactions with management and others. Registrant knows of
no transaction or series of transactions during the fiscal
year ended December 31, 1995, or any currently proposed
transaction or series of transactions, in an amount exceeding
$60,000 involving the Registrant in which the
Certificateholders identified in Item 12(a) had or will have a
direct or indirect material interest. There are no persons of
the types described in Item 404(a)(1), (2) and (4) of
Regulation S-K; however, the information required by Item
404(a)(3) of Regulation S-K is hereby incorporated by
reference in Item 12(a) herein.
(b) Certain business relationships. None.
(c) Indebtedness of management. Not Applicable. The Trust does not
have management consisting of any officers or directors. Therefore, the
information required by Item 404(c) of Regulation S-K is inapplicable.
(d) Transactions with promoters. Not Applicable. The Trust does not
use promoters. Therefore, the information required by Item 404(d) of
Regulation S-K is inapplicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) The following is a list of documents filed as part of this report:
EXHIBITS
99.1 Monthly Report to Noteholders as to distributions made in
February, March, April, May, June, July, August, September,
October, November and December 1995 are hereby incorporated
herein by reference as exhibits to Registrant's Current Report
on Form 8-K filed with the Securities and Exchange Commission
on July 17, 1997.
99.2 Independent Accountant's Report on Servicer's servicing activities.
(b) No Reports on Form 8-K were filed during the last quarter of
the period covered by this Report.
(c) The exhibits required to be filed by Registrant pursuant to
Item 601 of Regulation S-K are listed above and in the Exhibit
Index that immediately follows the signature page hereof.
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(d) Not Applicable. The Trust does not have any subsidiaries or affiliates.
Therefore, no financial statements are filed with respect to subsidiaries
or affiliates.
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED
PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE
NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT
No annual report, proxy statement, form of proxy or other
soliciting material has been sent to Noteholders, and the
Registrant does not contemplate sending any such materials
subsequent to the filing of this report.
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SIGNATURE
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.
LEHMAN HOME EQUITY LOAN TRUST 1995-1
By: Residential Funding Corporation,
as Administrator
Name:
Title
Date: July 15, 1997
[NY01B:331727.5] 16069-00000 07/14/97 12:05pm
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EXHIBIT INDEX
Sequential
Exhibit Document Page Number
99.1 Monthly Reports to Noteholders as to distributions made *
in January, February, March, April, May, June, July,
August, September, October, November and December 1995
(hereby incorporated herein by reference as exhibits to
Registrant's Current Report on Form 8-K filed with the
Securities and Exchange Commission on July 17, 1997).
99.2 Independent Accountant's Report on Servicer's servicing
activities.
- -----------------------------------------------------
* Incorporated by reference.
[NY01B:331727.5] 16069-00000 07/14/97 12:05pm
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