RESIDENTIAL ASSET MORTGAGE PRODUCTS INC
S-3/A, EX-1, 2000-11-13
ASSET-BACKED SECURITIES
Previous: RESIDENTIAL ASSET MORTGAGE PRODUCTS INC, S-3/A, 2000-11-13
Next: RESIDENTIAL ASSET MORTGAGE PRODUCTS INC, S-3/A, EX-2, 2000-11-13




As filed with the  Securities  and  Exchange  Commission  on  November  13, 2000
Registration No. 333-42510


================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                              --------------------
                                 Post-Effective
                               Amendment No. 1 to
                                    FORM S-3
                             REGISTRATION STATEMENT
                                      under
                           THE SECURITIES ACT OF 1933
                              --------------------

                    RESIDENTIAL ASSET MORTGAGE PRODUCTS, INC.
             (Exact name of registrant as specified in its charter)
                                    DELAWARE
         (State or other jurisdiction of incorporation or organization)
                                   41-1955181
                     (I.R.S. employer identification number)
                    Residential Asset Mortgage Products, Inc.
                         8400 Normandale Lake Boulevard
                          Minneapolis, Minnesota 55437
                                 (952) 832-7000

(Address,  including zip code,  and telephone  number,  including  area code, of
registrant's principle executive offices)


                                Bruce J. Paradis
                    Residential Asset Mortgage Products, Inc.
                         8400 Normandale Lake Boulevard
                          Minneapolis, Minnesota 55437
                                 (952) 832-7000

(Name, address,  including zip code, and telephone number,  including area code,
of agent for service) Copies to:
<TABLE>

                            Robert L. Schwartz, Esq.
                            GMAC Mortgage Group, Inc.
                            3031 West Grand Boulevard
                             Detroit, Michigan 48232
<S>                                     <C>                        <C>
                                                                    Steven S. Kudenholdt, Esq.
     Katharine I. Crost, Esq.           Robert C. Wipperman         Paul D. Tvetenstrand, Esq.
Orrick, Herrington & Sutcliffe LLP   Stroock & Stroock & Lavan      Thacher Proffitt & Wood
         666 Fifth Avenue                       LLP                 Two World Trade Center
     New York, New York 10103             180 Maiden Lane           New York, New York 10048
                                      New York, New York 10038
</TABLE>

        Approximate  date of commencement  of proposed sale to the public:  From
time to time after this  Registration  Statement becomes effective as determined
by market conditions.
        If the only securities  being  registered on this Form are to be offered
pursuant to dividend or interest  reinvestment plans, please check the following
box. |_|
        If any of the securities being registered on this Form are to be offered
on a delayed or continuous  basis  pursuant to Rule 415 under the Securities Act
of 1933,  other than  securities  offered only in  connection  with  dividend or
interest reinvestment plans, check the following box. |X|
        If this Form is filed to register additional  securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list  the  Securities  Act  Registration  Statement  number  of the  earlier
effective Registration Statement for the same offering. |_|
        If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the  Securities  Act,  check the following box and list the Securities Act
Registration  Statement number of the earlier effective  Registration  Statement
for the same offering. |_|
        If delivery of the  prospectus  is expected to be made  pursuant to Rule
434, please check the following box. |_|

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE
=============================== ==================== ====================== ====================== =================
  Title of Securities to be        Amount to be        Proposed Maximum       Proposed Maximum        Amount of
        Registered(1)               Registered        Aggregate Price Per    Aggregate Offering      Registration
                                                             Unit                 Price(2)              Fee(3)
------------------------------- -------------------- ---------------------- ---------------------- -----------------
------------------------------- -------------------- ---------------------- ---------------------- -----------------
    Mortgage Asset-Backed
<S>                               <C>                        <C>               <C>                    <C>
  Pass-Through Certificates       $6,000,000,000             100%              $6,000,000,000         $1,584,000
    and Asset-Backed Notes
     (Issuable in Series)
=============================== ==================== ====================== ====================== =================

</TABLE>

(1) This   Registration   Statement   also  relates  to  certain  market  making
    transactions that may be made by Residential Funding Securities Corporation,
    an affiliate of the Registrant.
(2) Estimated solely for the purpose of calculating the registration fee.
(3) Previously paid.
                                     -------------------
        The Registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the Registrant shall
file a further  amendment  which  specifically  states  that  this  Registration
Statement shall  thereafter  become effective in accordance with Section 8(a) of
the Securities Act of 1933, or until this  Registration  Statement  shall become
effective on such date as the Commission,  acting pursuant to said Section 8(a),
may determine.




<PAGE>




                                Explanatory Note

        This Registration  Statement includes (i) the basic prospectus  relating
to Mortgage Asset-Backed  Pass-Through Certificates and Asset-Backed Notes, (ii)
an illustrative form of prospectus supplement for use in an offering of Mortgage
Asset-Backed   Pass-Through   Certificates   representing  beneficial  ownership
interests in a trust fund  consisting  primarily of mortgage  loans and (iii) an
illustrative   form  of  prospectus   supplement  for  use  in  an  offering  of
Asset-Backed Notes representing  beneficial  ownership interests in a trust fund
consisting  primarily of closed-end home equity loans and second lien fixed rate
home loans.

<PAGE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission