8-K

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 Exchange Act of 1934

Date of Report (Date of earliest event reported):

June 25, 2014

NATIONSTAR MORTGAGE HOLDINGS INC. (Exact name of registrant as specified in its charter)
Delaware	001-35449	45-2156869
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

350 Highland Drive

Lewisville, Texas 75067

(Address of principal executive offices)

(469) 549-2000

(Registrant’s telephone number, including area code)

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))

Item 8.01. Other Events.

On June 25, 2014, Nationstar Mortgage Holdings Inc. (the “Company”) issued a press release announcing that its wholly-owned subsidiaries, Nationstar Mortgage LLC and Nationstar Capital Corporation, will redeem all of the remaining outstanding principal amount of the 10.875% Senior Notes due 2015 and has mailed a notice of full redemption for such notes. The press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Number Description

99.1 Press release of Nationstar Mortgage Holdings Inc., dated June 25, 2014

.

SIGNATURES

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

	Nationstar Mortgage Holdings Inc.
Date: June 25, 2014	By:	/s/ Robert D. Stiles
		Robert D. Stiles Executive Vice President and Chief Financial Officer

EX-1

FOR IMMEDIATE RELEASE

CONTACT: Marshall Murphy

(469) 549-3005

Nationstar to Redeem 10.875% Senior Notes due 2015

Lewisville, TX (June 25, 2014) - Nationstar Mortgage Holdings Inc. (NYSE: NSM) (“Nationstar”) announced today that its wholly-owned subsidiaries Nationstar Mortgage LLC and Nationstar Capital Corporation(collectively, the “Issuers”) will redeem all of the outstanding 10.875% Senior Notes due 2015 (CUSIP No. 63860U AB6) (the “Notes”) on July 25, 2014 (the “Redemption Date”). On the Redemption Date, a redemption price of 100 percent of the principal amount of the Notes, plus accrued and unpaid interest on the Notes redeemed to, but not including, the Redemption Date, will be payable by the Issuers to the holders on the Redemption Date. The Notes will be redeemed utilizing Nationstar’s cash on balance sheet. As of June 25, 2014, $285 million aggregate principal amount of the Notes were outstanding.

The Notes are held only in book-entry form through The Depository Trust Company (“DTC”). DTC will redeem the Notes in accordance with its procedures and notify the holders. Holders of the Notes need not take any action to receive payment of the redemption price.

This press release does not constitute a notice of redemption of the Notes. Holders of the Notes should refer to the notice of redemption to be delivered to the registered holders of the Notes by Wells Fargo Bank, National Association, the trustee with respect to the Notes.

About Nationstar Mortgage Holdings, Inc.

Based in Lewisville, Texas, Nationstar offers servicing, origination, and real estate services to financial institutions and consumers. Nationstar is one of the largest servicers in the United States and operates an integrated loan origination business that mitigates servicing portfolio run-off and improves credit performance for loan investors. Our Solutionstar business unit offers asset management, settlement, valuation and processing services. Additional corporate information is available at www.nationstarholdings.com.