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.
     Revolving Home Equity Loan Asset Backed Certificates, Series 1997-B
     -------------------------------------------------------------------
            (Exact name of Registrant as specified in its charter)


          California                                     36-7196220
---------------------------------------  ------------------------------------
(State or other jurisdiction of          (IRS Employer Identification Number)
incorporation or organization)

 c/o The First National Bank of Chicago
     Corporate Trust Service Division
     One North State Street, 9th Floor
     Chicago, Illinois                                  60670
---------------------------------------- -------------------------------------
(Address of principal executive offices)              (Zip Code)


Registrant's telephone number, including area code:   (312) 407-1902
                                                      --------------

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., Revolving Home Equity Loan Asset
Backed Certificates, Series 1997-B (the  "Trust Fund") formed pursuant to the
pooling and servicing  agreement dated as of  May 23, 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  First  National  Bank  of  Chicago,  as  trustee  (the
"Trustee"), for the  issuance of the CWABS, Inc., Revolving  Home Equity Loan
Asset  Backed  Certificates,  Series 1997-B  (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)  Thereis noestablished public trading marketfor the Certificates.

        (b)  At December 31,  1997, there were  six holders of  record 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 May 29, 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 15, 1997        Monthly Report sent  to certificate
                                          holders  with   the  October   1997
                                          distribution

                  November 15, 1997       Monthly Report sent  to certificate
                                          holders  with  the   November  1997
                                          distribution

                  December 15, 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.,  REVOLVING HOME  EQUITY LOAN  ASSET  BACKED
                     CERTIFICATES, SERIES 1997-B

                     By: The First National Bank of Chicago,
                         as Trustee*


                     By: /s/ Barbara Grosse                   
                         -----------------------------------------
                         Name:  Barbara Grosse
                         Title: 

                     Date:  March __, 1998




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

*   This Report is being  filed by the Trustee  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 May 29, 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.
                         REVOLVING HOME EQUITY LOAN 
                   ASSET BACKED CERTIFICATES, SERIES 1997-B


    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 3.09 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  fiscal  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