Cwabs Inc Asset Backed Certificates Series 1997-1 – ‘10-K’ for 12/31/97

As of:  Friday, 3/27/98   ·   For:  12/31/97   ·   Accession #:  905148-98-537   ·   File #:  333-11095-08

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Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                          6±    27K 

Document Table of Contents

SECURITIES AND EXCHANGE COMMISSION  

WASHINGTON, D.C. 20549  

FORM 10-K 

(Mark One)                                                                      

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934                                  

For the fiscal year ended:   December 31, 1997                          
   -----------------
OR                

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE       
SECURITIES EXCHANGE ACT OF 1934                       

For the transition period from               to                         
                   ----------      -----------
Commission file number: 333-11095 
                       ---------
CWABS, Inc. 

Asset-Backed Certificates, Series 1997-1  
--------------------------------------------  
(Exact name of Registrant as specified in its charter)  

Delaware                                   13-3961092     
---------------------------------         ------------------------------------  
(State or other jurisdiction of           (IRS Employer Identification Number)  
incorporation or organization)                                                  

c/o Countrywide Home Loans, Inc.                                      
4500 Park Granada                                             
Calabasas, California                           91302         
---------------------------------------   ------------------------------------  
(Address of principal executive offices)               (Zip Code)               

Registrant's telephone number, including area code:   (818) 225-3240            
                                           ---------------
Securities registered pursuant to Section 12(b) of the Act:  None               
                                              ------
Securities registered pursuant to Section 12(g) of the Act:  None               
                                              ------
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  X       No                  
                                     ---         ---
Indicate by check mark if disclosure of delinquent filers pursuant to item 405  
of Regulation S-K is not contained herein, and will be contained, to the best   
of Registrant's knowledge, in definitive proxy or information statements        
incorporated by reference in Part III of this Form 10-K or any amendment to     
this Form 10-K. [ ]                                                             

State the aggregate market value of the voting stock held by non-affiliates of  
the Registrant:  Not applicable                                                 
--------------                                
State the number of shares of common stock of the Registrant outstanding as of  
December 31, 1997:  Not applicable                                              
--------------                          

DOCUMENTS INCORPORATED BY REFERENCE 

NONE                                                                            

        *                *               *

      This Annual Report on Form 10-K (the "Report") is filed with respect
to the trust fund which issued the CWABS, Inc., Asset-Backed Certificates,      
Series 1997-1 (the "Trust Fund") formed pursuant to the pooling and servicing   
agreement dated as of February 27, 1997 (the "Pooling and Servicing             
Agreement") among CWABS, Inc., as depositor (the "Company"), Countrywide Home   
Loans, Inc., as seller and master servicer (the "Master Servicer"), and The     
Bank of New York, as trustee (the "Trustee"), for the issuance of the CWABS,    
Inc., Asset-Backed Certificates, Series 1997-1 (the "Certificates"). Certain    
information otherwise required to be included in this Report by the             
Instructions to Form 10-K has been omitted in reliance on the relief granted    
by the Commission to other companies in similar circumstances, including, but   
not limited to, the relief granted to CWMBS, Inc. (February 3, 1994)            
(collectively, the "Relief Letters").                                           

PART I  

ITEM 1.  BUSINESS                                                               

Not applicable in reliance on the Relief Letters.             

ITEM 2.  PROPERTIES                                                             

Not applicable in reliance on the Relief Letters.             

ITEM 3.  LEGAL PROCEEDINGS                                                      

There were no material pending legal proceedings relating to  
the Trust Fund to which any of the Trust Fund, the Trustee,   
the Master Servicer or the Company was a party or of which    
any of their respective properties was the subject during     
the fiscal year covered by this Report, nor is the Company    
aware of any such proceedings contemplated by governmental    
authorities.                                                  

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                    

No matter was submitted to a vote of Certificateholders, and  
no Certificateholder consent was solicited during the fiscal  
year covered by this Report.                                  

PART II 

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER          

MATTERS                                                       

(a)      There is no established public trading market for the  
Certificates.                                 

(b)      At December 31, 1997, there were three holders of      
record of each of the Certificates.           

(c)      Not applicable. (Information as to distributions to    
    Certificateholders is provided in the Registrant's
monthly filings on Form 8-K.)                 

ITEM 6.  SELECTED FINANCIAL DATA                                                

Not applicable in reliance on the Relief Letters.             

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND        
RESULTS OF OPERATIONS                                         

Not applicable in reliance on the Relief Letters.             

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                            

Not applicable in reliance on the Relief Letters.             

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND        
FINANCIAL DISCLOSURE                                          

None.                                                         

PART III  

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT                     

Not applicable in reliance on the Relief Letters.             

ITEM 11. EXECUTIVE COMPENSATION                                                 

Not applicable.  See the Relief Letters.                      

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT         

(a)      Not applicable in reliance on the Relief Letters.    

(b)      Not applicable in reliance on the Relief Letters.    

(c)      Not applicable in reliance on the Relief Letters.    

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                         

(a)      Not applicable in reliance on the Relief Letters.    

PART IV 

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K       

       (a)       (1)        Pursuant to the Pooling and Servicing Agreement,
                         the Master Servicer is required to deliver an
                      annual statement as to compliance with the
                   provisions of the Pooling and Servicing
                            Agreement and certain other matters (the "Annual
                          Statement of the Master Servicer"). The Master
                        Servicer is also required to cause a firm of
                        independent public accountants to deliver an
                   annual report as to compliance with the
                   servicing provisions of the Pooling and
                          Servicing Agreement (the "Annual Report of the
                          Firm of Accountants"). The Annual Statement of
                           the Master Servicer is included as Exhibit 99.1
                            to this Report. The Annual Report of the Firm of
                       Accountants is required to be delivered not
                           later than 120 days after the end of the Master
                          Servicer's fiscal year.  The Registrant hereby
                            undertakes to file the Annual Report of the Firm
                         of Accountants as an Exhibit to a Form 10-K/A
                          amending this Form 10-K promptly following the
                        date on which such report becomes available.

(2)        Not applicable.                

      (3)        The required exhibits are as follows:

                          Exhibit 3(i): Copy of Company's Certificate of
                 Incorporation (Filed as an Exhibit to
                        Registration Statement on Form S-3 (File No.
333-11095)).        

                           Exhibit 3(ii): Copy of Company's By-laws (Filed
                           as an Exhibit to Registration Statement on Form
      S-3 (File No. 333-11095)).

                      Exhibit 4: Pooling and Servicing Agreement
                      (Filed as part of the Registrant's Current
                        Report on Form 8-K dated February 27, 1997).

                        Exhibit 99.1: Annual Statement of the Master
Servicer.           

(b)       Current Reports on Form 8-K filed during the        
quarter ending December 31, 1997:         

Date                   Items Reported     
----                   --------------     
   October 27, 1997       Monthly Report sent to
                                certificate holders with the
                             October 1997 distribution

   November 25, 1997      Monthly Report sent to
                                certificate holders with the
                              November 1997 distribution

   December 26, 1997      Monthly Report sent to
                                certificate holders with the
                              December 1997 distribution

(c)       See subparagraph (a)(3) above.                      

(d)       Not applicable.  See the Relief Letters.            

         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 such annual report, proxy statement, form of proxy or other
soliciting material has been sent to Certificateholders.  See the Relief        
Letters.                                                                        

SIGNATURES  

       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.                    

                             CWABS, INC., ASSET-BACKED CERTIFICATES,
   SERIES 1997-1

                           By:      Countrywide Home Loans, Inc.
                           as Master Servicer*

           By:  /s/ David Walker
                               -------------------------------
                   Name:  David Walker
                               Title: Executive Vice President

            Date:  March    , 1998

-----------------------                                                         
*        This Report is being filed by the Master Servicer on behalf of the     
      Trust Fund.  The Trust Fund does not have any officers or directors.

EXHIBIT INDEX 

                                                                Sequential
Exhibit   Document                                                 Page Number  

3(i)      Company's Certificate of Incorporation (Filed                         
as an Exhibit to Registration Statement on                  
        Form S-3 (File No. 333-11095)).....................................*

3(ii)     Company's By-laws (Filed as an Exhibit to                             
Registration Statement on Form S-3                          
        (File No. 333-11095))..............................................*

4         Pooling and Servicing Agreement (Filed as                             
part of the Company's Current Report on                     
        Form 8-K dated February 27, 1997)..................................*

99.1      Annual Statement of the Master Servicer............................9  

----------------------                                                          
*        Incorporated herein by reference.                                      

EXHIBIT 99.1  

COUNTRYWIDE HOME LOANS, INC.  

OFFICERS' CERTIFICATE 

ANNUAL STATEMENT OF THE MASTER SERVICER 

CWABS, INC. 

ASSET-BACKED CERTIFICATES, SERIES 1997-1  

    The undersigned do hereby certify that they are each an officer of
Countrywide Home Loans, Inc. (the "Master Servicer") and do hereby further      
certify pursuant to Section 3.17 of the Pooling and Servicing Agreement for     
the above-captioned Series (the "Agreement") that:                              

       (i)      A review of the activities of the Master Servicer during the
                preceding calendar year and of the performance of the Master
        Servicer under the Agreement has been made under our
supervision; and                            

  (ii)     To the best of our knowledge, based on such review, the
               Master Servicer has fulfilled all its obligations under the
Agreement throughout such year.             

/s/ Kevin W. Bartlett                       Dated:  March    , 1998             
-------------------------                                ---                    
KEVIN W. BARTLETT                                                               
MANAGING DIRECTOR,                                                              
SECONDARY MARKETING                                                         

/s/ David M. Walker                         Dated:  March    , 1998             
-------------------------                                 ---                   
DAVID M. WALKER                                                                 
EXECUTIVE VICE PRESIDENT                                                        

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing		Date		Other Filings
Filed on:		3/27/98		8-K
For Period End:		12/31/97
		12/26/97		8-K
		11/25/97		8-K
		10/27/97		8-K
		2/27/97
		2/3/94
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