Ace Securities Corp Home Equity Loan Trust 1999-Lb2 · 8-K/A · For 7/29/99

Filed On 8/13/99   ·   SEC File 333-56213-02   ·   Accession Number 905148-99-1570

Amendment to Current Report   ·   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K/A       T:\Edgar\8a.Txt                                        7     28K 

Document Table of Contents

8-K/A
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
 SECURITIES AND EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)
 July 29, 1999

ACE SECURITIES CORP. (as Depositor under the Pooling and Servicing  Agreement,  
dated as of July 1, 1999, providing for the issuance of ACE Securities Corp.    
Home Equity Loan Pass-Through Certificates, Series 1999-LB2)                    

ACE Securities Corp.
----------------------------  
(Exact Name of Registrant as Specified in its Charter)

   Delaware                       333-56213                     56-2088493
---------------------                ----------                  -------------  
State or Other Jurisdiction         (Commission               (I.R.S. Employer  
  Of Incorporation)                 File Number)           Identification No.)

6525 Morrison Boulevard                                                     
Suite 318                                                   
Charlotte, North Carolina                                       28211       
-------------------------                                       ------      
(Address of Principal Executive                              (Zip Code) 
Offices)                                          

Registrant's telephone number, including area code: (704) 365-0569

 No Change
---------------------------   
 (Former Name or Former Address, if Changed Since Last Report)

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Item 5.  Other Events                                         
------------                                

         The Registrant registered issuances of ACE Securities Corp. Home Equity
Loan Pass-Through Certificates 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.  333-56213)  (the  "Registration
Statement").  Pursuant to the  Registration  Statement,  the  Registrant  issued
$408,413,000  in aggregate  principal  amount of Class A, Class M1, Class M2 and
Class B Certificates of its ACE Securities Corp. Home Equity Loan Trust 1999-LB2
Home Equity Loan Pass-Through Certificates on July 29, 1999. This Current Report
on Form  8-K/A is being  filed  to  satisfy  an  undertaking,  contained  in the
definitive  Prospectus  dated July 26, 1999, as  supplemented  by the Prospectus
Supplement dated July 26, 1999 (the "Prospectus Supplement"),  to file a copy of
the Pooling and Servicing  Agreement (as defined  below)  executed in connection
with the issuance of the  Certificates,  a form of which was filed as an exhibit
to the Registration Statement.                                                  

         The  Certificates  were  issued  pursuant  to a Pooling  and  Servicing
Agreement (the "Pooling and Servicing  Agreement"),  attached  hereto as Exhibit
4.1,  dated as of July 1, 1999,  among ACE Securities  Corp.,  as depositor (the
"Depositor"),  Long Beach Mortgage Company,  as servicer (the  "Servicer"),  and
First Union  National  Bank,  as trustee  (the  "Trustee").  The  "Certificates"
consist of the following  classes:  Class A, Class M1, Class M2 and Class B. The
Certificates  evidence beneficial ownership interest in a trust fund (the "Trust
Fund")  that  consists  primarily  of a  pool  of  fixed  and  adjustable  rate,
conventional,  first lien residential mortgage loans (the "Mortgage Loans") with
an aggregate  outstanding  principal balance of $416,860,973 as of July 1, 1999,
together  with  certain  other  assets.  Capitalized  terms used  herein and not
otherwise  defined  shall have the meanings  assigned to them in the Pooling and
Servicing Agreement.                                                            

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

(a)      Not applicable.                                      

(b)      Not applicable.                                      

(c)      Exhibits:                                            

                  1.1*     Underwriting Agreement,  dated June 24, 1999, between
                           ACE  Securities   Corp.,   German  American   Capital
                   Corporation and Deutsche Bank Securities Inc.

                  1.2      Terms  Agreement,  dated  July 26,  1999,  among  ACE
                           Securities Corp., German American Capital Corporation
       and Deutsche Bank Securities Inc.

                  4.1**    Pooling and Servicing Agreement,  dated as of July 1,
                           1999, among ACE Securities Corp., as Depositor,  Long
                           Beach Mortgage Company, as Servicer,  and First Union
National Bank, as Trustee.

--------------------                                          

         *        Incorporated by reference to the Depositor's Current Report on
                  Form 8-K dated June 24, 1999,  filed with the  Securities  and
              Exchange Commission on July 13, 1999 (File No. 333-56213).

         **       Previously  filed with the Depositor's Form 8-K dated July 29,
      1999, filed with the Commission on August 3, 1999.

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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.                                           

                      ACE SECURITIES CORP.

                             By:  /s/ Elizabeth Eldridge
                                 -------------------------
                                 Name:  Elizabeth Eldridge
                              Title:  Vice President

Dated:  August 3, 1999                                                          

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 EXHIBIT INDEX
 -------------

Exhibit No.                       Description               Page No.            
-----------                       -----------               ----------          

1.1*              Underwriting Agreement, dated June 24, 1999, between ACE      
             Securities Corp., German American Capital Corporation and
Deutsche Bank Securities Inc.               

1.2               Terms Agreement, dated July 26, 1999, among ACE Securities    
                Corp., German American Capital Corporation and Deutsche Bank
Securities Inc.                             

4.1**             Pooling and Servicing Agreement,  dated as of July 1,         
         1999, among ACE Securities Corp., as Depositor,  Long
         Beach Mortgage Company, as Servicer,  and First Union
National Bank, as Trustee.                  

--------------------                                          

         *        Incorporated by reference to the Depositor's Current Report on
                  Form 8-K dated June 24, 1999,  filed with the  Securities  and
              Exchange Commission on July 13, 1999 (File No. 333-56213).

         **       Previously  filed with the Depositor's Form 8-K dated July 29,
      1999, filed with the Commission on August 3, 1999.

ACE SECURITIES CORP.

Home Equity Loan Pass-Through Certificates

 Series 1999-LB2

 TERMS AGREEMENT
 ---------------

                                                         July 26, 1999

To:      ACE Securities Corp., as depositor under the Pooling and Servicing     
Agreement dated as of July 1, 1999 (the "Agreement").         

Re:      Underwriting Agreement dated June 24, 1999 (the "Standard Terms").     

Series Designation:  Series 1999-LB2.                         

         Terms of the Series  1999-LB2  Securities:  ACE Securities  Corp.  Home
Equity Loan Pass-Through Certificates, Series 1999-LB2, Class A, Class M1, Class
M2,  Class  B,  and  Class  R  Certificates  (the  "Securities")  will  evidence
beneficial   ownership   interest  in  a  pool  of  Mortgage  Loans  having  the
characteristics  described in the Prospectus  Supplement  dated the date hereof.
Only the Class A, Class M1,  Class M2, and Class B  Certificates  (collectively,
the "Offered Securities") are being sold pursuant to the terms hereof.          

Registration Statement:  File Number 333-56213.               

         Ratings:  It is a condition  of closing  that at the  Closing  Date the
Class A  Certificates  be rated "AAA" by Standard & Poor's Ratings  Services,  a
division  of the  McGraw-Hill  Companies,  Inc.  ("S&P")  and Fitch  IBCA,  Inc.
("Fitch") and "Aaa" by Moody's Investors Service ("Moody's");  that the Class M1
Certificates be rated "AA" by S&P and Fitch and "Aa2" by Moody's; that the Class
M2 Certificates be rated "A" by S&P and Fitch and "A2" by Moody's;  and that the
Class B Certificates be rated "BBB" by S&P and Fitch and "Baa2" by Moody's.     

         Terms of Sale of Offered  Securities:  The Depositor  agrees to sell to
Deutsche Bank Securities Inc. (the  "Underwriter")  and Deutsche Bank Securities
Inc.  agrees to  purchase  from the  Depositor  the  Offered  Securities  in the
principal  amounts and prices set forth on Schedule  1. The  purchase  price for
each class of the Offered  Securities  shall be the  applicable  Purchase  Price
Percentage  set forth in  Schedule  1  multiplied  by the  applicable  principal
amount.                                                                         

Cut-off Date:     July 1, 1999                                

         Closing Date:  10:00 A.M., New York time, on or about July 29, 1999. On
the Closing  Date,  the  Depositor  will deliver the Offered  Securities  to the
Underwriters against payment therefor.                                          

         Underwriter-Provided   Information:   The   Depositor   and  GACC  each
acknowledge  and agree that the  information set forth in (i) the first sentence
of penultimate  paragraph in the front cover of the Prospectus  Supplement dated
July 26, 1999 (the "Prospectus  Supplement") and (ii) in the first two sentences
of the second  paragraph  under the  caption  "Underwriting"  in the  Prospectus
Supplement  constitute the only information furnished in writing by or on behalf
of the Underwriters for inclusion in the Registration Statement,  the Prospectus
or the Prospectus Supplement,  and the Underwriters confirm that such statements
are correct.                                                                    

         Performance  of  Certain  Obligations.  The  Representative  agrees  to
perform the obligations and exercise the rights of the Depositor,  all on behalf
of the Depositor, as specified in the Agreement and the Administration Agreement
dated as of June 3, 1998,  between  the  Depositor  and the  Representative,  as
administrative agent.                                                           

         Incorporation  of the Standard  Terms:  Each of the  provisions  of the
Standard Terms is incorporated  herein by reference in its entirety and shall be
deemed  to be a part of this  Terms  Agreement  to the  same  extent  as if such
provisions had been set forth in full herein and each of the representations and
warranties  set forth therein shall be deemed to have been made on and as of the
date of this Terms  Agreement,  and the Standard Terms and this Terms  Agreement
shall be construed as,  together,  one and the same agreement.  Without limiting
the  foregoing,  Sections 16 through 20 of the Standard  Terms are  incorporated
herein by reference in their entirety.                                          

         Underwriting  Compensation:  GACC agrees to pay to the  Underwriters an
underwriting fee of $826,295.83.                                                

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         If the  foregoing  is in  accordance  with  your  understanding  of our
agreement,  please  sign and return to the  undersigned  a  counterpart  hereof,
whereupon  this  instrument  along with all  counterparts  will become a binding
agreement among the  Underwriters,  German American Capital  Corporation and ACE
Securities Corp.                                                                

 Very truly yours,

             DEUTSCHE BANK SECURITIES INC.

    By:/s/ Rodney Hutter
               -------------------------
           Name: Rodney Hutter
       Title: Director

     By: /s/ Joel C. Horne
               -------------------------
           Name: Joel C. Horne
              Title: Managing Director

Accepted in New York, New York,                                                 
as of the date hereof:                                                          

ACE SECURITIES CORP.                                                            

By:  /s/ Juliana C. Johnson                                                     
-----------------------------                                         
Name:  Juliana C. Johnson                                             
Title:  Vice President                                                

GERMAN AMERICAN CAPITAL CORPORATION                                             

By: /s/ Richard Uhlig                                                           
------------------------------                                          
Name:  Richard Uhlig                                                    
Title:  Vice President                                                  

By: /s/ Jon Vaccaro                                                             
-------------------------------                                         
Name:  Jon Vaccaro                                                      
Title:                                                                  

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Schedule 1
 -----------

                                                                · Download Table


                        Initial                        
          Interest     Principal           Purchase    
Class       Rate       Amount (1)      Price Percentage
-----       ----       ----------            ----------

                                                       

Class A      (2)    $  335,448,000.00       99.625%    
Class M1     (2)    $   28,430,000.00       99.625%    
Class M2     (2)    $   26,135,000.00       99.625%    
Class B      (2)    $   18,400,000.00       99.625%    


----------                                        

(1)  Approximate.                                 

               (2)  Interest  will  accrue on the  Offered  Certificates  at the
              variable rates described in the Prospectus Supplement.

Dates Referenced Herein   and   Documents Incorporated By Reference

				Referenced-On Page
This 8-K/A Filing		Date		First		Last			Other Filings
		6/3/98		5
		6/24/99		3		5
		7/1/99		1		5
		7/13/99		3		5
		7/26/99		2		5			8-K
For The Period Ended		7/29/99		1		5			8-K
		8/3/99		3		5			8-K
Filed On / Filed As Of		8/13/99							8-K
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