SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form l0-K

              [ X ] ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF
                    THE  SECURITIES  EXCHANGE ACT OF 1934 [Fee  Required]
                    For the fiscal year ended June 30, 1998

                                      or

              [   ] TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d)
                    OF THE  SECURITIES  EXCHANGE  ACT  OF  1934  [No  Fee
                    Required] For the transition period from to

                         Commission file number 33-93574

                   Bear Stearns Asset Backed Securities, Inc.
             (Exact name of registrant as specified in its charter)




              Delaware                         13-3836437
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

245 Park Avenue New York, New York                          10167
(Address of principal executive offices)                  (Zip Code)

                                           (212) 272-2000
                    (Registrant's telephone number, including area code)

                     Securities    registered   pursuant   to
Section 12(b) of the Act:

                                         Name of each exchange on
   Title of each class                           which registered

                     None                          -

                             urities  registered pursuant to Section
12(g) of the Act:

                                      None
                                (Title of class)


  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  twelve  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  not 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. X Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of September 1, 1997.

             1000 shares of Common Stock, par value $1.00 per share


THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION J(1)(a) 
AND (b) OF FORM 10-K AND  THEREFORE IS FILING THIS FORM WITH THE REDUCED 
DISCLOSURE FORMAT CONTEMPLATED THEREBY.




<PAGE>
ITEM 1 - BUSINESS

         Bear Stearns Asset Backed  Securities,  Inc. (the  "Company") was 
         organized by, and is a direct wholly-owned  limited purpose finance
         subsidiary of The Bear Stearns Companies Inc. (the "Parent"). The
         Company was incorporated in the State of  Delaware on June 2, 1995. 

         The Company was formed  solely for the purpose of issuing directly or
         through trusts established by it, in series, debt securities that are
         secured or  collateralized  by one or more pools of  Compound  Interest
         Securities,  Planned  Amortization Class ("PAC")  Securities,  Variable
         Interest Securities,  Zero Coupon  Securities,  Principal Only
         Securities, Interest Only Securities, Participants Securities, Senior
         Securities or Subordinate Securities. 

ITEM 2 - PROPERTIES

         The Company owns no physical properties.

ITEM 3 - LEGAL PROCEEDINGS

         No legal proceedings are pending.

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

         Pursuant to General  Instruction J of Form 10-K, the  information
         required by Item 4 is omitted.


                                      PART II

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

         There is no  established  public  trading  market  for the common
         equity of the Company.  All of the issued and outstanding  shares
         of such common equity are owned by the Parent.


ITEM 6 - SELECTED FINANCIAL DATA

         Pursuant to General  Instruction J of Form 10-K, the  information
         required by Item 6 is omitted.


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

         The  Company's   principal  business  activity  is  the  issuing,
         directly  or through  trust  established  by it, in series,  debt
         securities  that are  secured  or  collateralized  by one or more
         pools of Compound Interest Securities, Planned Amortization Class
         ("PAC") Securities, Variable Interest Securities,  Principal Only
         Securities,  Interest Only Securities,  Participants  Securities,
         Senior Securities or Subordinate Securities.
                                                        
<PAGE>
                                      PART II (continued)


ITEM 7 -  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS   (Continued)

          The  Company  incurred  net income for the fiscal year ended June
          30, 1998 in the amount of $59,522.  The Company incurred net loss
          for the fiscal  years  ended June 30, 1997 and 1996 in the amount
          of $5,330 and $16,868, respectively.


ITEM 8 -  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

          The  financial  statements  required by this Item and included in
          this Report are listed in the index appearing on page F-1.


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

           Pursuant  to  General  Instruction  J of Form  10-K,  the
           information required by Item 10 is omitted.


ITEM 11 -  EXECUTIVE COMPENSATION

           Pursuant  to  General  Instruction  J of Form  10-K,  the
           information required by Item 11 is omitted.

ITEM 12 -  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

           Pursuant  to  General  Instruction  J of Form  10-K,  the
           information required by Item 12 is omitted.

ITEM 13 -  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

           Pursuant  to  General  Instruction  J of Form  10-K,  the
           information required by Item 13 is omitted.



<PAGE>

                                       PART IV


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

           (a)  1. and 2.  Financial Statements and Schedules

           The financial  statements and schedules required by this Item and
           included in this report are listed in the index appearing on page
           F-1.

                                       PART IV

           (b)  Reports on Form 8-K

                No reports  or Form 8-K have been filed  during the fiscal
                year ended June 30, 1998.



<PAGE>


                                   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, on the 11th day of September, 1998.

                                 
                                   Bear Stearns Asset Backed Securities, Inc.
                                         (Registrant)


                                   By: /s/ William J. Montgoris
                                       William J. Montgoris
                                       Executive Vice President and Treasurer
                                       (Principal Financial Officer)



         Pursuant to the  requirements  of the Securities  Exchange Act of 
         1934, this report has been signed below by the following persons on
         behalf of the  registrant  and in the  capacities  indicated  on the 
         11th day of September, 1998.


               Signatures                                     Title



         /s/ Patricia Jehle                       President and Chief Operating
           Patricia Jehle                         Officer; Director



         /s/ Warren Spector
           Warren J. Spector                                  Director












<PAGE>




                     BEAR STEARNS ASSET BACKED SECURITIES, INC.

                           INDEX TO FINANCIAL STATEMENTS





                                                                         Page


Independent Auditors' Report                                             F-2

Statements of Financial Condition as of June 30, 1998 and 1997           F-3

Statements of  Operations for the fiscal years ended
 June 30, 1998, 1997 and 1996                                            F-4

Statements of Changes in Stockholder's Equity for the fiscal
 years ended June 30, 1998, 1997 and 1996                                F-5

Statements of Cash Flows for the fiscal years ended
 June 30, 1998, 1997 and 1996                                            F-6


Notes to Financial Statements                                            F-7




    Financial  Statement Schedules are omitted because they are inapplicable
    or the  information  is included in the  financial  statements  or notes
    thereto.




                                                                      Page F-1




<PAGE>

INDEPENDENT AUDITORS' REPORT



The Board of Directors and Stockholder,
Bear Stearns Asset Backed Securities Inc.:

We have  audited the  accompanying  statements  of  financial  condition of
Bear Stearns Asset Backed Securities Inc. (the "Company") (a wholly-owned  
subsidiary of The  Bear  Stearns  Companies  Inc.) as of June 30,  1998 and 
1997,  and the related  statements of operations,  stockholder's  equity and
cash flows for each of the three years in the period ended June 30, 1998. 
These  financial  statements are the  responsibility of the Company's  
management.  Our  responsibility is to express an opinion on these financial
statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  
auditing standards.  Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the  accounting  principles  used and 
significant  estimates  made by management,  as well as evaluating the overall 
financial statement presentation. We believe that our audits provide a 
reasonable basis for our opinion.

In our  opinion,  such  financial  statements  present  fairly,  in all 
material respects, the financial position of Bear Stearns Asset Backed 
Securities Inc. at June 30, 1998 and 1997, and the results of their operations
and their cash flows for each of the three years in the period ended June 30,
1998 in conformity with generally accepted accounting principles.



September 9, 1998







                                                                      Page F-2


<PAGE>




                    BEAR STEARNS ASSET BACKED SECURITIES, INC.
                        STATEMENTS OF FINANCIAL CONDITION



                                                     June 30,           June 30,
                                                        1998              1997
                                  ASSETS
  
Assets
     Receivable from affiliates                    $   31,697        $   31,705
     Deferred costs                                   771,784           349,522
            Total Assets                           $  803,481        $  381,227


                  LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)


Liabilities
     Payable to Parent                             $  765,157        $  324,614
     Other liabilities                                      0            77,811
           Total Liabilities                       $  765,157        $  402,425


Stockholder's Equity
     Common stock, $1.00 par value;
          1,000 shares authorized;
          1,000 shares outstanding                      1,000            1,000


     Accumulated earnings (deficit)                    37,324          (22,198)
       Total Stockholder's Equity (Deficit)            38,324          (21,198)
       Total Liabilities and Stockholder's Equity     803,481        $  381,227




See notes to financial statements.







                                                                      Page F-3

                                                                        

<PAGE>

                          BEAR STEARNS ASSET BACKED SECURITIES, INC.
                                   STATEMENTS OF OPERATIONS



                                     June 30,          June 30,        June 30,
                                        1998              1997            1996
  
Revenues
     Principal transactions         $115,311         $    -           $(30,000)


              Total revenues         115,311              -            (30,000)


Expenses
     Other expenses                    9,923            9,505              678

               Total expenses          9,923            9,505              678


Income (loss) before income taxes    105,388           (9,505)         (30,678)

Income tax expense (benefit)          45,866           (4,175)         (13,810)

Net  income (loss)                 $  59,522         $ (5,330)       $ (16,868)





See notes to financial statements.








                                                                      Page F-4



                                                                        
<PAGE>

                      BEAR STEARNS ASSET BACKED SECURITIES, INC.
                    STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY




                                                                   Accumulated
                                         Common Stock                Earnings
                                         $1 Par Value                (Deficit)

Balance, June 30, 1995                   $      1,000                $  -

Net loss                                                             $ (16,868)

Balance, June 30, 1996                          1,000                  (16,868)

Net loss                                           -                    (5,330)
 
Balance, June 30, 1997                          1,000                  (22,198)

Net income                                         -                    59,522

Balance, June 30, 1998                   $      1,000               $   37,324




See notes to financial statements.





                                                                      Page F-5

                                                                      

<PAGE>
                        BEAR STEARNS ASSET BACKED SECURITIES, INC.
                                STATEMENTS OF CASH FLOWS




                                           June 30,     June 30,        June 30,
                                              1998         1997            1996

   
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                     $     59,522  $    (5,330)     $  (16,868)
(Increases) Decreases in:
   Deferred costs                         (422,262)    (211,821)       (137,701)
   Receivable from affiliates                    8         -            (31,705)
                                                                     

Increase (Decreases):
   Other liabilities                       (77,810)      14,056          63,755
      Cash used in operating activities   (440,542)    (203,095)       (122,519)


CASH FLOWS FROM FINANCING ACTIVITIES
Payable to Parent                          440,542      203,095         121,519
   Capital Contributions from Parent          -           -               1,000

     Cash provided by financing activities 440,542      203,095         122,519

   CASH AND CASH EQUIVALENTS,
    END OF YEAR                           $     -     $       -       $       -





See notes to financial statements.












                                                                      Page F-6

                                                                       
<PAGE>

                                    BEAR STEARNS ASSET BACKED SECURITIES, INC.
                                           NOTES TO FINANCIAL STATEMENTS



Note 1.        Organization
     Bear Stearns Asset Backed  Securities,  Inc. (the  "Company") was organized
by, and is a direct wholly-owned  limited purpose finance subsidiary of The Bear
Stearns Companies Inc. (the "Parent"). The Company was incorporated in the State
of  Delaware on June 2, 1995.  The Company was formed  solely for the purpose of
issuing directly or through trusts established by it, in series, debt securities
that are secured or  collateralized  by one or more pools of  Compound  Interest
Securities,  Planned  Amortization Class ("PAC")  Securities,  Variable Interest
Securities,  Zero Coupon  Securities,  Principal Only Securities,  Interest Only
Securities,   Participants   Securities,   Senior   Securities  or   Subordinate
Securities.

Note 2.        Summary of Significant Accounting Policies

               The Company's policy is to record the securitization and issuance
               of  collateralized  debt  and  the  related  sale  of  all of its
               remaining beneficial ownership interest in the residual cash flow
               attributable to each series of  collateralized  debt as a sale of
               assets. The resultant gain or loss reflects the net proceeds from
               the  collateralized  debt issuance and the sale of the beneficial
               ownership interest less the cost of the underlying collateral and
               is   reflected  as  principal   transaction   revenues   Deferred
               organization   costs   associated   with  the   issuance  of  the
               collateralized debt are prepaid issue expenses which are included
               as a  component  of  the  gain  or  loss  upon  the  sale  of the
               collateralized debt.

               The Company's  policy is to sell all of its beneficial  ownership
               interest in each  collateralized  debt series issued  directly or
               through one or more trusts established by it. Accordingly, as the
               Company no longer retains an economic  interest in the underlying
               collateral,   the   assets  and   liabilities   related  to  each
               collateralized  debt series are not  reflected  on the  Company's
               Statement of Financial Condition.

               The  financial   statements  are  prepared  in  conformity   with
               generally accepted accounting principles which require management
               to make estimates and assumptions  that affect the amounts in the
               financial statements and accompanying notes. Actual results could
               differ from those estimates.

               The Company is included in the  consolidated  federal  income tax
               return  of the  Parent.  Income  tax  expense  is  computed  on a
               separate company basis.

               For  purposes of  reporting  cash flows,  the Company has defined
               cash  equivalents as liquid  investments not held for sale in the
               ordinary course of business.

                                                                      Page F-7

                                                                        
<PAGE>

                                    BEAR STEARNS ASSET BACKED SECURITIES, INC.
                                           NOTES TO FINANCIAL STATEMENTS




Note 3.        Income Taxes

               The difference  between the Company's  effective tax rate and the
               statutory  federal  income  tax rate is the  effect  of state and
               local income taxes.


Note 4.        Related Party Transactions

               Substantially all of the Company's  operating  expenses,  such as
               office space and general and administrative  expenses,  are borne
               by an affiliate.








                                                                      Page F-8