8-K 1 f8k.htm FORM 8-K FORM 8-K


UNITED STATES

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)

October 29, 2004

LEHMAN ABS CORPORATION

         Lehman ABS Corporation         

(Exact Name of Registrant as Specified in its Charter)



        Delaware       

333-116432

  13-3447441   

(State or Other Jurisdiction

Of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


745 Seventh Avenue, 7th Floor

New York, NY

(Address of Principal Executive Offices)

 

       10019       

(Zip Code)

 


Registrant’s telephone number, including area code:  (212) 526-7000

                                            No Change                                                       

(Former Name or Former Address, if Changed Since Last Report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))














Item 8.01.  Other Events

The Registrant registered issuances of American Home Mortgage Investment Trust 2004-3 Mortgage Backed Notes, Series 2004-3, on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Act”), by a Registration Statement on Form S-3 (Registration File No. 333-106925) (the “Registration Statement”).  Pursuant to the Registration Statement, the Registrant issued approximately $2,304,120,000 in aggregate principal amount of Class I-A, Class II-A, Class III-A, Class IV-A, Class V-A, Class VI-A1, Class VI-A2, Class VI-A3, Class VI-A4, Class VI-A5, Class M-H1, Class M-H2, Class M-H3, Class M-F1, Class M-F2 and Class M-F3, American Home Mortgage Investment Trust Mortgage Backed Notes Series 2004-3 on September 29, 2004.  

The Offered Certificates (as defined herein) and the Other Certificates (as defined herein) were issued pursuant to an Indenture (the “Indenture”) dated as of September 29, 2004, between American Home Mortgage Investment Trust 2004-3 (the “Issuer” or “Trust”) and Citibank, N.A. as Indenture Trustee (the “Indenture Trustee”), as supplemented by a supplemental indenture dated as of October 29, 2004, among the Issuer, the Indenture Trustee and Lehman ABS Corporation, as depositor (“Supplemental Indenture No. 1”).  Supplemental Indenture No. 1 is attached hereto as Exhibit 4.1.  The “Offered Certificates” consist of the following classes: Class I-A, Class II-A, Class III-A, Class IV-A, Class V-A, Class VI-A1, Class VI-A2, Class VI-A3, Class VI-A4, Class VI-A5, Class M-H1, Class M-H2, Class M-H3, Class M-F1, Class M-F2 and Class M-F3.  The Certificates and the “Other Certificates” (consisting of the Class N Certificates), evidence all of the beneficial ownership interest in the Trust, the assets of which consist primarily of a pool of first lien, adjustable and fixed rate, fully amortizing, residential mortgage loans (the “Mortgage Loans”) with an aggregate outstanding principal balance of approximately $2,314,711,312 as of September 1, 2004, together with certain other assets.  Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Indenture.









Item 9.01.  Financial Statements and Exhibits

(a)

Not applicable.


(b)

Not applicable.


(c)

Exhibits:

4.1

Supplemental Indenture No. 1, dated as of October 29, 2004, among American Home Mortgage Investment Trust 2004-3, as Issuer, Citibank, N.A., as Indenture Trustee and Lehman ABS Corporation, as Depositor.







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 hereunto duly authorized.

LEHMAN ABS CORPORATION




By:/S/ Matthew Lewis                           

       Name: Matthew Lewis

       Title:   Senior Vice President




Dated:  November 8, 2004









EXHIBIT INDEX




    Exhibit No.

Description


4.1

Supplemental Indenture No. 1, dated as of October 29, 2004, among American Home Mortgage Investment Trust 2004-3, as Issuer, Citibank, N.A., as Indenture Trustee and Lehman ABS Corporation, as Depositor.