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                                  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 AND EXCHANGE ACT OF 1934



                Date of Report (Date of earliest event reported)
                                 August 1824, 2005



                             Lehman ABS Corporation
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


                        Delaware                  333-116432                              13-3447441
     ------------------------      ----        ------------            --       -----------------
   (State or Other Jurisdiction        (Commission                          (IRSI.R.S. Employer
       of        Of Incorporation)                          File Number)                    Identification No.)


     745  747 Seventh Avenue, 7th Floor
                   New York, New York                                                                           10019
        ------------------                                      ----------------------                        ----------
 (Address of principalPrincipal executive offices)                        Executive                              (Zip Code)
             Offices)

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

                                      None
          ----------------------------------------------------------------
          (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))


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Item 8.01. Other Events
                              ------------

                  Mayer,         The Brownconsolidated financial statements of Ambac Assurance Corporation
and subsidiaries as of December 31, Rowe2004 &and Maw2003, LLPand hasfor beeneach retainedof bythe thisyears in
Registrantthe asthree-year counselperiod ended December 31, 2004, prepared in connectionaccordance with theU.S.
generally issuancesaccepted fromaccounting timeprinciples, toincluded timein ofthe Annual Report on Form
securities10-K underof thisAmbac RegistrationFinancial StatementGroup, Inc. (which was filed with the Securities and
Exchange Commission (the "SEC") on March 15, 2005; SEC File No. 3331-11643210777); the
unaudited consolidated financial statements of Ambac Assurance Corporation and
subsidiaries as of June 30, 2005 and for the periods ended June 30, 2005 and
June 30, 2004 included in the Quarterly Report on Form 10-Q of Ambac Financial
connectionGroup, Inc. for the period ended June 30, 2005 (which was filed with variousthe transactionsSEC on
August 9, 2005), the unaudited consolidated financial statements of Ambac
Assurance Corporation and subsidiaries as of March 31, 2005 and for the periods
ended March 31, 2005 and March 31, 2004, included in the Quarterly Report on
Form 10-Q of Ambac Financial Group, Inc. Legalfor opinionsthe byperiod Mayerended March 31, Brown2005
(which was filed with the SEC on May 10, Rowe2005); &and Mawthe Current Reports on Form
LLP8-K arefiled attachedwith heretothe asSEC Exhibiton April 11, 2005, April 20, 2005, May 5.1, Exhibit2005, July 20,
2005, and August 2, 2005, as they relate to Ambac Assurance Corporation are
hereby incorporated by reference in (i) this Current Report on Form 8-K; (ii)
the registration statement (No.1 333-116432) of the Registrant; and Exhibit(iii) 23the
Prospectus Supplement relating to GreenPoint Mortgage Funding Trust 2005-HE3,
Asset-Backed Notes, Series 2005-HE3 and shall be deemed to be part hereof and
thereof.1.

        Item 9.01. Financial Statements and Exhibits
                              ---------------------------------

                 (a)    Not applicable.

                 (b)    Not applicable.

                 (c)    Exhibits:

            5               23.1      Opinion         Consent of Mayer,KPMG BrownLLP, RoweIndependent &Registered Maw LLP as to legalityPublic
                     (including                           Accounting consentFirm of suchAmbac firm).

            8.1      OpinionAssurance of Mayer, Brown, Rowe & Maw LLP as to certain taxCorporation
                     matters (included in Exhibit 5.1)(including consent of such
                     firm included in Exhibit 5.1).
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            23.1     Consent of Mayer, Brown, Rowe & Maw LLP (included in
                     Exhibit 5.1).
                                       2





                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf 
by the
 undersigned hereunto duly authorized.


                                                                                    LEHMAN ABS CORPORATION


                                            
                                        By:   /s/ ThomasSamir J. O'HaraTabet
                                                                                            ------------------------------------
                                                                                            Name: ThomasSamir J. O'HaraTabet
                                                                                            Title: SeniorManaging Vice PresidentDirector

Dated:   August 1823, 2005




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                                       3





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

Exhibit No.                              Description                  Page No.
-----------                              -----------                  --------
     23                 Consent of KPMG LLP,                             6
                        Independent Registered Public
                        Accounting Firm of Ambac Assurance
                        Corporation




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Filing Compare · LEHMAN ABS CORP
