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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


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                                    FORM 8-K


                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934


       Date of Report (Date of earliest event reported) OCTOBER 25, 1999.
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                   Fremont Home Loan Owner Trust Series 1999-3
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             (Exact name of registrant as specified in its charter)


             Delaware               333-79283                56-2160422
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   (State or other jurisdiction    (Commission             (IRS Employer
       of incorporation)            File Number)          Identification No.)


         c/o First Union National Bank, 230 S. Tryon Street, 9th Floor,
                            Charlotte, NC 28288-1179
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         (Address of principal executive offices)            (Zip Code)




        Registrant's telephone number, including area code (704) 383-9568
                                                          ---------------


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         (Former name or former address, if changed since last report.)


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      Item 5. See the monthly statement to Bondholders attached as Exhibit 20.1
              hereto reflecting the required information for the OCTOBER 1999
              payment to the Fremont Home Loan Asset-Backed Certificates
              Series 1999-3

      Item 7. Financial Statements and Exhibits.

      (c) Exhibits.

      Item 601 (a) of Regulation.
      S-K Exhibit Number.
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      20.1    Monthly statement to holders of Fremont Home Loan Asset-Backed
      Certificates Series 1999-3 relating to the OCTOBER 25, 1999 Payment Date.


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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 behalf of Fremont
Home Loan Owner Trust Series 1999-3 by the undersigned thereunto duly
authorized.



Dated:  NOVEMBER 17, 1999        By:  First Union National Bank, as Indenture
                                      Trustee and on behalf of Fremont Home
                                      Loan Owner Trust Series 1999-3

                                      BY:   Robert Ashbaugh
                                            ----------------
                                            Vice President

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                                  EXHIBIT INDEX



20.1  Monthly statement to holders of Fremont Home Loan Asset-Backed
Certificates Series 1999-3 relating to the OCTOBER 25, 1999 Payment Date.




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