- -----------------------------------------------------------------
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) February 13, 1998
Morgan Stanley Capital I Inc., as depositor under the Pooling and
Servicing Agreement, to be dated as of March 1, 1998, providing for
the issuance of the Mortgage Pass-Through Certificates, Series
1998-1.
MORGAN STANLEY CAPITAL I INC.
--------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 333-45467 13-3291626
- ---------------------------- ----------- ------------------
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
1585 Broadway
New York, New York 10036
- -----------------------------------------------------------
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code (212) 703-4000
--------------
- -----------------------------------------------------------------
Item 5. Other Events.
- ---- ------------
Filing of Collateral Term Sheet.
- -------------------------------
Pursuant to Rule 424(b) under the Securities Act of 1933, concurrently
with, or subsequent to, the filing of this Current Report on Form 8-K (the
"Form 8-K"), Morgan Stanley Capital I Inc. (the "Company") is filing a
prospectus and prospectus supplement with the Securities and Exchange
Commission in relation to its Mortgage Pass-Through Certificates, Series
1998-1 (the "Certificates"). In connection with the offering of Mortgage
Pass-Through Certificates, Series 1998-1, Morgan Stanley & Co. Incorporated,
as Underwriter (the "Underwriter") of the Certificates, has prepared a
collateral term sheet containing descriptive data about the collateral
underlying the proposed offering (the "Collateral Term Sheet") for
distribution to its potential investors. Although the Company provided the
Underwriter with certain information regarding the characteristics of the
Mortgage Loans in the related portfolio, it did not participate in the
preparation of the Collateral Term Sheet.
The Collateral Term Sheet is annexed hereto as Exhibit 99.
Item 7. Financial Statements, Pro Forma Financial
- ---- -----------------------------------------
Information and Exhibits.
------------------------
(a) Not applicable.
(b) Not applicable.
(c) Exhibits:
99. Collateral Term Sheet.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MORGAN STANLEY CAPITAL I INC.
By: /s/ David R. Warren
----------------------
David R. Warren
President
Dated: February 13, 1998
Exhibit Index
-------------
Exhibit Page
- ------- ----
99. Collateral Term Sheet 6
EXHIBIT 99
----------
MORGAN STANLEY DEAN WITTER FEBRUARY 11, 1998
Mortgage Finance Group [LOGO]
MBS Capital Markets
Collateral Term Sheet
$224,249,434 (Approximate)
Morgan Stanley Capital I Inc.
Mortgage Pass-Through Certificates, Series 1998-1
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
MORGAN STANLEY DEAN WITTER FEBRUARY 11, 1998
Mortgage Finance Group [LOGO]
MBS Capital Markets
$ 224,249,434
MORGAN STANLEY CAPITAL I INC.
-----------------------------
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1998-1
TRANSACTION HIGHLIGHTS
----------------------
<TABLE>
<CAPTION> PAYMENT PRICE
AVERAGE PAYMENT PRICE
EXPECTED RATINGS LIFE TO WINDOW TALK
CLASS CLASS SIZE COUPON (S&P/FITCH) MATURITY TO MATURITY (BPS)
- --------- ------------ ------ ---------------- --------- ------------------------- --------------
<S> <C> <C> <C> <C> <C> <C>
A-1 $92,915,000 6.75% AAA/AAA 2.15 4/98 to 12/02 (57 months)
A-2 18,356,000 6.75% AAA/AAA 5.70 12/02 to 2/05 (27 months)
A-3 15,270,000 6.75% AAA/AAA 10.52 2/05 to 9/26 (260 months)
A-4 15,350,000 6.75% AAA/AAA 10.92 4/03 to 9/26 (282 months)
A-5 70,577,000 6.75% AAA/AAA 3.79 4/98 to 6/12 (171 months)
X-1 76,485,249/*/ WAC AAA/AAA 4.06 4/98 to 6/12 (171 months)
X-2 153,514,751/** WAC AAA/AAA 4.91 4/98 to 9/26 (342 months)
/
PO 280,858 - AAA/AAA 3.97 4/98 to 1/24 (310 months)
B-1 5,750,000 6.75% AA/AA 9.41 4/98 to 9/26 (342 months)
B-2 3,450,000 6.75% A/A 9.41 4/98 to 9/26 (342 months)
B-3 2,300,000 6.75% BBB/BBB 9.41 4/98 to 9/26 (342 months)
B-4 2,990,000 6.75% BB/BB Not Offered Hereby
B-5 1,150,000 6.75% B/B Not Offered Hereby
B-6 1,611,042 6.75% UR/UR Not Offered Hereby
</TABLE>
* Notional balance of 15 year and shorter maturity collateral pool
** Notional balance of 30 year collateral pool
Depositor: Morgan Stanley Capital I Inc.
Seller and Servicer: NOVUS Financial Corporation
Trustee: Norwest Bank Minnesota, NA
Manager: MORGAN STANLEY DEAN WITTER (Sole Manager)
Day Count Basis: 30/360
Expected Pricing Date: February 12, 1998
Expected Settlement: March 30, 1998
Forms of Certificates: Classes A-1 through B-3 will settle through DTC.
Distribution Dates: The 25th of each month, beginning April 25, 1998
Pricing Speed: 300 PSA
Optional Call: 10% clean-up call (10% of pool balance)
Tax Status: REMIC
ERISA Eligibility: The Class A-1 through A-5, Class X-1, Class X-2 and
Class PO are ERISA eligible
SMMEA Eligibility: The Class A-1 through A-5, Class X-1, Class X-2,
Class PO and B-1 are SMMEA eligible
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
CREDIT ENHANCEMENT
------------------
- - Class A-1 through A-5, Class X-1, Class X-2 and Class PO Credit
Enhancement:
1. Subordination of Class B-1, B-2, B-3, B-4, B-5 and B-6 certificates,
totaling 7.50% of the original pool balance.
- - Class B-1, B-2 and B-3 Credit Enhancement:
1. Class B-1 is enhanced by 5.00% in subordinate certificates.
2. Class B-2 is enhanced by 3.50% in subordinate certificates.
3. Class B-3 is enhanced by 2.50% in subordinate certificates.
CREDIT STRUCTURE
----------------
- - Cashflow priority for Morgan Stanley Capital I Inc., Series 1998-1
Distributions will be made on each distribution date from available funds
in the following order of priority:
1. To pay a servicing fee of 25 bps,
2. To pay interest on each class of senior certificates,
3. To pay the net interest shortfall carryforward amount when applicable on
senior certificates,
4. To pay principal on the classes of senior certificates then entitled to
receive distributions of principal,
5. To pay interest on each class of subordinated certificates,
6. To pay the net interest shortfall carryforward amount when applicable on
subordinate certificates,
7. To pay principal on the classes of subordinated certificates then
entitled to receive distributions of principal,
8. To fund the simple interest shortfall reserve fund.
- - Distribution of Principal:
Principal will be allocated among the classes as follows:
1. Scheduled principal from the 15-year and shorter maturity collateral
group allocable to the A5 class. All unscheduled principal from the 15-
year and shorter maturity collateral will be paid to the A5 for the
first 60 months. Beginning in month 61, unscheduled principal will be
paid to the A5 based on a shifting interest schedule.
2. During the first 60 months, scheduled principal from the 30 year
collateral group allocable to classes A1, A2 and A3 will be paid
sequentially starting with A1 until it is paid in full, next to A2 until
it is paid in full and then to A3. The NAS class, A4, will be not
receive scheduled or unscheduled principal for the first 60 periods.
3. Beginning in month 61, the NAS class will begin to receive its pro rata
share of scheduled principal and a scheduled amount of prepayments from
the 30-year collateral group.
4. All subordinated classes will receive their pro-rata share of scheduled
principal payments based on their allocable percentages and beginning in
month 61 a scheduled amount of prepayments.
5. The X-1 and the X-2 Classes do not receive any principal.
6. The PO class will receive the discount fraction of principal
distributions of the discount mortgage loans.
- - Simple Interest Shortfall Reserve Fund:
All of the underlying collateral consists of simple interest mortgage
loans. Shortfalls may occur when payments are received in advance of their
scheduled due date. Therefore, the Trust will establish a Simple Interest
Shortfall Reserve Account to cover any Net Unpaid Simple Interest
Shortfalls. The account will initially be funded by two days of interest on
the mortgage loans, which if unutilized will be released to the Servicer.
On an ongoing basis, the Simple Interest Shortfall Reserve Account will be
funded by any Excess Interest received from the mortgage loans.
Additionally, one day's interest on the outstanding mortgage loans in the
months of December and January shall be deposited into the Simple Interest
Shortfall Reserve Account to be applied to any Net Unpaid Simple Interest
Shortfall that may occur in the month of February. In the event that
insufficient funds are in the Simple Interest Shortfall Reserve Fund to
cover any Net Unpaid Simple Interest Shortfalls, the Servicer will be
required to cover the shortfall up to the amount of the Servicing Fee.
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
MSMCI 1998-1 COLLATERAL DESCRIPTION
-----------------------------------
COLLATERAL: The collateral pool consists of fixed-rate, simple interest
mortgage loans with remaining terms to maturity of not more than
360 months. As of February 1, 1998 (the "Cut-off Date"), the
pool totaled approximately $240,313,621.
<TABLE>
<CAPTION>
30 YEAR COLLATERAL* 15 YEAR COLLATERAL* TOTAL COLLATERAL POOL*
------------------- ------------------- ----------------------
<S> <C> <C> <C>
AGGREGATE BALANCE: $160,398,633 $79,914,988 $240,313,621
NUMBER OF LOANS: 706 544 1,250
AVERAGE OUTSTANDING BALANCE: $227,194 $146,903 $192,251
AVERAGE ORIGINAL BALANCE: $231,104 $153,891 $197,501
WEIGHTED AVERAGE GROSS COUPON: 8.226% 8.156% 8.203%
LATEST SCHEDULED MATURITY: February 2028 February 2013 February 2028
LOAN TYPE: 100% Fixed Rate 100% Fixed Rate 100% Fixed Rate
PRODUCT TYPE: 100% 30Yr Fixed Rate 58.18% 15Yr Fixed Rate, 66.75% 30Yr Fixed Rate,
23.10% 15/30 Balloon, 19.35% 15Yr Fixed Rate,
18.72% 7/30 Balloon 7.68% 15/30 Balloon,
6.23% 7/30 Balloon
ORIGINAL WEIGHTED AVERAGE
TERM: 357 Months 156 Months 290 Months
REMAINING WEIGHTED AVERAGE
MATURITY: 339 Months 143 Months 274 Months
WEIGHTED AVERAGE SEASONING: 17 Months 13 Months 16 Months
WEIGHTED AVERAGE FICO SCORE: 708 709 708
LIEN POSITION: 100% 1st 100% 1st 100% 1st
ORIGINAL WEIGHTED AVERAGE LOAN
TO VALUE RATIO**: 75.50% 71.71% 74.22%
PROPERTY TYPE: 90.24% Single Family, 90.48% Single Family, 90.32% Single Family,
5.01% Condo, 3.35% 2 to 6.91% Condo, 1.59% 2 to 5.65% Condo, 2.77% 2 to
4 Family, 1.39% 4 Family, 1.03% 4 Family, 1.27%
Townhouse Townhouse Townhouse
OWNER OCCUPANCY: 90.39% Owner Occupied, 87.78% Owner Occupied, 89.52% Owner Occupied,
9.61% Investor 12.22% Investor 10.48% Investor
GEOGRAPHIC CA 28.94%, NY 8.23%, CA 29.02%, FL 9.69%, CA 28.97%, NY 8.67%,
DISTRIBUTION (>5%): IL 6.67%, NJ 6.43%, NY 9.54%, CO 6.41%, FL 7.38%, IL 6.42%,
FL 6.23%, HI 5.33% IL 5.91% NJ 5.56%
</TABLE>
* The description of the Collateral herein will be superceded by the
description of the collateral in the Prospectus Supplement.
** Based on original balance.
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
30 YEAR COLLATERAL
------------------
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
CURRENT MORTGAGE LOAN MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PRINCIPAL BALANCE ($) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 - 50,000 48 1,993,698 1.24 9.502 344 330 70.61 687
50,001 - 100,000 161 11,863,958 7.40 8.941 347 333 75.10 673
100,001 - 150,000 101 12,358,852 7.71 8.433 356 341 81.87 670
150,001 - 200,000 57 9,731,159 6.07 8.287 355 345 84.16 701
200,001 - 250,000 93 21,348,200 13.31 8.185 354 336 78.42 711
250,001 - 300,000 70 19,380,106 12.08 8.258 354 337 74.97 719
300,001 - 350,000 49 15,706,563 9.79 8.352 357 342 73.36 702
350,001 - 400,000 37 13,969,951 8.71 7.969 360 339 71.71 725
400,001 - 450,000 23 9,792,827 6.11 7.878 360 341 72.44 727
450,001 - 500,000 18 8,598,518 5.36 8.001 360 344 76.01 712
500,001 - 550,000 10 5,250,447 3.27 7.688 360 341 78.60 713
550,001 - 600,000 6 3,383,018 2.11 8.224 360 334 84.20 680
600,001 - 650,000 6 3,775,650 2.35 8.163 360 342 74.77 722
650,001 - 700,000 7 4,826,141 3.01 7.663 360 334 69.63 703
700,001 - 750,000 6 4,293,040 2.68 7.851 360 341 73.71 744
800,001 - 850,000 4 3,314,504 2.07 7.782 360 353 78.62 728
850,001 - 900,000 3 2,637,764 1.64 7.835 360 341 81.26 723
950,001 - 1,000,000 4 3,902,637 2.43 7.908 360 334 57.45 748
1,000,001 + 3 4,271,599 2.66 9.218 360 343 67.49 685
--------- ----------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,633 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION>
% OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
ORIGINAL MORTGAGE MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PRINCIPAL BALANCE ($) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- ----------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 - 50,000 45 1,858,015 1.16 9.574 343 331 70.94 689
50,001 - 100,000 162 11,852,776 7.39 8.944 346 333 74.99 673
100,001 - 150,000 102 12,359,707 7.71 8.425 356 341 82.00 669
150,001 - 200,000 56 9,522,774 5.94 8.237 355 346 84.73 698
200,001 - 250,000 85 19,331,321 12.05 8.233 357 341 79.30 712
250,001 - 300,000 73 19,729,746 12.30 8.300 350 333 74.62 719
300,001 - 350,000 54 17,128,429 10.68 8.288 358 340 73.43 700
350,001 - 400,000 34 12,620,824 7.87 7.943 360 341 72.91 725
400,001 - 450,000 26 10,864,795 6.77 7.918 360 340 69.94 733
450,001 - 500,000 19 8,984,343 5.60 7.950 360 343 76.97 709
500,001 - 550,000 10 5,207,465 3.25 7.886 360 343 75.88 711
550,001 - 600,000 7 3,917,103 2.44 7.989 360 331 85.05 692
600,001 - 650,000 6 3,775,650 2.35 8.163 360 342 74.77 722
650,001 - 700,000 2 1,365,914 0.85 7.938 360 344 74.09 735
700,001 - 750,000 10 7,025,517 4.38 7.756 360 339 75.04 709
750,001 - 800,000 1 727,751 0.45 7.350 360 312 33.09 795
800,001 - 850,000 3 2,466,378 1.54 7.707 360 356 77.56 720
850,001 - 900,000 3 2,609,310 1.63 8.001 360 352 87.80 769
950,001 - 1,000,000 3 2,939,080 1.83 8.205 360 341 61.25 732
1,000,001 + 5 6,111,737 3.81 8.622 360 334 63.32 692
-------- ----------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,633 100 8.226 357 339 75.60 708
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
MORTGAGE RATES (%) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
6.001 - 6.500 1 534,085 0.33 6.500 360 310 90.43 766
6.501 - 7.000 21 6,506,124 4.06 6.922 360 318 70.92 737
7.001 - 7.500 63 14,451,804 9.01 7.399 352 329 69.97 709
7.501 - 8.000 285 72,300,820 45.08 7.870 358 346 77.69 719
8.001 - 8.500 137 35,758,002 22.29 8.292 358 343 75.10 719
8.501 - 9.000 66 12,161,050 7.58 8.851 356 335 74.63 687
9.001 - 9.500 28 4,492,517 2.80 9.355 343 321 75.24 692
9.501 - 10.000 39 7,730,866 4.82 9.796 358 336 73.75 642
10.001 - 10.500 13 1,744,165 1.09 10.331 345 326 78.24 646
10.501 - 11.000 17 1,678,047 1.05 10.914 335 316 75.62 611
11.001 - 11.500 11 1,237,389 0.77 11.363 340 312 79.95 662
11.501 - 12.000 8 621,648 0.39 11.798 344 319 62.84 717
12.001 - 12.500 6 384,357 0.24 12.266 360 333 69.89 600
12.501 - 13.000 4 275,253 0.17 12.869 332 310 64.34 655
13.001 - 13.500 2 105,726 0.07 13.397 311 280 78.97 616
13.501 - 14.000 4 383,461 0.24 13.864 343 318 77.04 628
14.001 - 14.500 1 33,318 0.02 14.325 360 323 90.39 567
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,633 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
ORIGINAL MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
LOAN-TO-VALUE RATIO(%) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
10.01 - 20.00 1 42,000 0.03 7.875 360 359 14.74 726
20.01 - 30.00 11 1,616,917 1.01 8.023 358 348 26.15 736
30.01 - 40.00 20 3,126,186 1.95 8.182 351 323 34.77 749
40.01 - 50.00 38 8,894,635 5.55 8.051 357 335 45.26 728
50.01 - 60.00 47 12,752,233 7.95 8.340 352 336 55.61 724
60.01 - 70.00 85 25,005,588 15.59 8.091 358 338 66.41 725
70.01 - 80.00 197 48,088,478 29.98 8.235 357 341 76.32 693
80.01 - 90.00 160 32,968,423 20.55 8.546 354 331 84.04 692
90.01 - 100.00 147 27,904,173 17.40 7.977 360 353 98.97 723
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,633 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
LOAN PURPOSE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Refinance - Cashout 326 71,945,205 44.85 8.409 354 334 70.33 697
Purchase 263 59,449,423 37.06 8.012 359 346 84.21 723
Refinance - Rate Term 117 29,004,005 18.08 8.214 357 338 71.02 708
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
OCCUPANCY LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Primary 595 144,988,46 90.39 8.193 356 339 75.65 708
Investment 111 15,410,172 9.61 8.541 358 339 75.10 715
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PROPERTY TYPE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Single Family 605 144,743,18 90.24 8.224 356 339 75.34 707
Condo 55 8,043,200 5.01 8.107 360 348 84.56 733
2-4 Family 33 5,380,665 3.35 8.527 352 331 68.85 712
Townhouse 13 2,231,587 1.39 8.068 360 351 76.68 733
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
TOP 10 STATES LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
California 159 46,421,037 28.94 8.142 359 343 74.73 724
New York 66 13,200,696 8.23 8.688 349 330 73.68 682
Illinois 51 10,704,296 6.67 8.045 357 334 81.14 694
New Jersey 45 10,310,879 6.43 8.517 356 338 73.63 677
Florida 62 9,997,551 6.23 8.253 350 334 76.64 693
Hawaii 27 8,549,137 5.33 7.889 360 332 62.18 747
Colorado 19 5,765,439 3.59 8.599 358 344 80.11 687
Texas 25 4,275,608 2.67 7.863 360 342 82.77 715
Washington 18 3,916,693 2.44 8.067 360 350 80.49 729
Connecticut 11 3,617,741 2.26 7.793 352 330 66.01 712
Other 223 43,639,556 27.21 8.249 356 341 77.66 705
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
FICO SCORE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Data Not Available 102 17,977,442 11.21 8.081 356 352 83.19 N/A
501 - 550 24 3,088,934 1.93 9.567 354 321 81.76 532
551 - 600 46 7,281,764 4.54 9.257 355 330 75.02 574
601 - 650 77 12,826,449 8.00 8.520 356 337 77.82 631
651 - 700 154 37,909,506 23.63 8.285 355 338 76.11 677
701 - 750 136 35,635,667 22.22 8.077 357 340 74.82 726
751 - 800 150 41,705,880 26.00 7.984 358 338 71.01 772
801 - 850 17 3,972,991 2.48 8.324 360 347 80.64 811
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
DUAL COLLATERAL LOANS LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Dual Collateral Loans 146 28,561,331 17.81 7.916 360 356 97.22 729
Standard Collateral 560 131,837,30 82.19 8.294 356 336 70.92 705
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 706 160,398,63 100 8.226 357 339 75.60 708
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
15 YEAR COLLATERAL
------------------
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
CURRENT MORTGAGE LOAN MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PRINCIPAL BALANCE ($) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 - 50,000 213 5,996,006 7.50 10.851 137 121 53.98 668
50,001 - 100,000 125 8,514,832 10.65 8.838 164 150 72.45 682
100,001 - 150,000 45 5,540,245 6.93 8.261 164 152 77.63 687
150,001 - 200,000 22 3,877,467 4.85 7.980 144 133 84.68 717
200,001 - 250,000 37 8,466,450 10.59 7.810 152 137 73.78 720
250,001 - 300,000 22 6,007,485 7.52 7.815 158 146 72.41 738
300,001 - 350,000 20 6,395,047 8.00 7.886 171 160 68.91 695
350,001 - 400,000 8 3,005,637 3.76 7.607 143 130 76.62 725
400,001 - 450,000 10 4,223,304 5.28 7.993 160 152 87.65 716
450,001 - 500,000 11 5,231,608 6.55 7.818 154 142 66.87 728
500,001 - 550,000 6 3,179,730 3.98 7.875 148 134 73.63 686
550,001 - 600,000 8 4,678,829 5.85 7.826 156 147 77.35 709
600,001 - 650,000 1 607,222 0.76 7.625 180 167 75.12 793
650,001 - 700,000 4 2,747,038 3.44 7.536 140 131 78.93 681
700,001 - 750,000 1 730,960 0.91 8.375 180 169 75.89 659
750,001 - 800,000 2 1,546,923 1.94 6.889 180 139 66.15 742
800,001 - 850,000 1 825,403 1.03 7.875 180 177 100.00 796
900,001 - 950,000 1 940,183 1.18 7.375 84 52 70.33 751
950,001 - 1,000,000 6 5,877,111 7.35 7.542 164 150 61.29 721
1,000,001 + 1 1,523,506 1.91 8.000 180 167 60.00 776
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,988 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION>
% OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
ORIGINAL MORTGAGE NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
LOAN PRINCIPAL MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
BALANCE ($) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
1 - 50,000 196 5,215,856 6.53 10.955 140 125 52.85 674
50,001 - 100,000 140 9,161,064 11.46 8.969 160 145 71.56 676
100,001 - 150,000 43 5,219,928 6.53 8.215 163 152 77.67 689
150,001 - 200,000 20 3,399,527 4.25 8.030 145 136 86.03 705
200,001 - 250,000 33 7,364,514 9.22 7.778 150 139 76.75 724
250,001 - 300,000 30 7,514,528 9.40 7.852 158 143 72.66 729
300,001 - 350,000 20 6,245,021 7.81 7.943 168 157 68.20 703
350,001 - 400,000 9 3,295,785 4.12 7.623 147 130 71.37 712
400,001 - 450,000 11 4,610,251 5.77 7.952 162 153 86.38 722
450,001 - 500,000 8 3,785,906 4.74 7.638 144 137 65.52 734
500,001 - 550,000 7 3,555,193 4.45 7.970 151 135 72.59 686
550,001 - 600,000 7 4,019,720 5.03 7.935 152 146 81.58 733
600,001 - 650,000 4 2,336,571 2.92 7.720 180 159 67.37 716
650,001 - 700,000 2 1,391,880 1.74 7.626 102 99 75.63 591
700,001 - 750,000 3 2,086,117 2.61 7.770 180 165 80.07 734
800,001 - 850,000 1 825,403 1.03 7.875 180 177 100.00 796
850,001 - 900,000 1 786,219 0.98 7.750 180 150 62.43 718
950,001 - 1,000,000 5 4,835,676 6.05 7.783 142 130 65.89 694
1,000,001 + 4 4,265,829 5.34 7.121 180 154 59.17 786
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,988 100 8.156 156 143 72.15 709
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
MORTGAGE RATES (%) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
5.501 - 6.000 1 760,705 0.95 6.000 180 128 70.00 767
6.001 - 6.500 2 266,155 0.33 6.405 180 146 63.85 726
6.501 - 7.000 11 3,422,197 4.28 6.916 171 153 63.19 783
7.001 - 7.500 72 15,140,54 18.95 7.424 140 127 67.32 720
7.501 - 8.000 156 36,153,98 45.24 7.750 160 151 76.67 721
8.001 - 8.500 50 11,053,30 13.83 8.294 163 147 74.68 701
8.501 - 9.000 26 3,639,978 4.55 8.797 154 134 71.14 680
9.001 - 9.500 24 2,128,654 2.66 9.289 167 146 65.57 667
9.501 - 10.000 29 1,255,020 1.57 9.899 153 131 69.52 645
10.001 - 10.500 21 906,190 1.13 10.414 153 128 69.98 631
10.501 - 11.000 24 846,014 1.06 10.847 140 122 56.42 670
11.001 - 11.500 28 1,156,779 1.45 11.346 152 135 63.09 674
11.501 - 12.000 19 899,375 1.13 11.930 165 144 67.08 622
12.001 - 12.500 20 603,007 0.75 12.346 138 126 56.73 622
12.501 - 13.000 13 484,143 0.61 12.869 167 143 61.49 606
13.001 - 13.500 8 267,390 0.33 13.334 161 145 73.18 610
13.501 - 14.000 13 339,378 0.42 13.883 148 124 59.95 643
14.001 - 14.500 8 203,477 0.25 14.329 134 117 44.11 648
14.501 - 15.000 8 190,421 0.24 14.886 119 108 57.35 609
15.001 - 15.500 3 51,920 0.06 15.444 153 145 39.61 692
15.501 - 16.000 7 122,795 0.15 15.957 131 99 48.82 599
16.501 - 17.000 1 23,557 0.03 16.750 180 170 46.44 527
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
ORIGINAL MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
LOAN-TO-VALUE RATIO(%) LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
0.01 - 10.00 8 391,847 0.49 8.598 172 169 9.36 670
10.01 - 20.00 39 1,711,573 2.14 8.787 160 151 18.21 729
20.01 - 30.00 36 1,432,463 1.79 9.517 102 81 25.38 724
30.01 - 40.00 37 3,276,887 4.10 8.146 145 135 32.85 712
40.01 - 50.00 43 3,911,428 4.89 8.582 143 129 46.51 694
50.01 - 60.00 39 7,675,635 9.60 7.888 166 146 55.90 743
60.01 - 70.00 69 12,322,41 15.42 8.034 162 143 66.41 715
70.01 - 80.00 123 23,692,11 29.65 8.104 156 144 76.49 699
80.01 - 90.00 82 11,298,88 14.14 8.678 159 143 83.15 668
90.01 - 100.00 68 14,201,75 17.77 7.736 155 151 99.03 748
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
LOAN PURPOSE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Refinance - Cashout 356 37,190,73 46.54 8.547 158 144 67.94 695
Purchase 110 26,379,89 33.01 7.770 152 141 83.70 730
Refinance - Rate Term 78 16,344,36 20.45 7.887 161 144 63.10 710
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
OCCUPANCY LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Primary 465 70,148,99 87.78 8.133 156 142 71.25 708
Investment 79 9,765,996 12.22 8.322 161 150 78.65 716
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PROPERTY TYPE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Single Family 474 72,303,48 90.48 8.165 156 142 71.43 708
Condo 38 5,524,035 6.91 7.818 163 155 81.19 740
2-4 Family 23 1,267,000 1.59 9.290 161 147 67.55 684
Townhouse 9 820,465 1.03 7.889 178 169 82.36 710
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
TOP 10 STATES LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
California 78 23,193,66 29.02 7.929 163 150 77.06 715
Florida 57 7,746,891 9.69 8.215 159 145 73.47 728
New York 51 7,627,171 9.54 8.094 161 147 67.54 689
Colorado 14 5,119,642 6.41 7.530 156 141 54.13 742
Illinois 57 4,720,061 5.91 8.536 151 131 70.81 674
New Jersey 21 3,052,406 3.82 8.484 176 161 58.21 674
Michigan 27 2,660,006 3.33 8.800 138 128 78.87 647
Texas 15 2,619,322 3.28 7.969 146 137 85.57 737
North Carolina 14 1,885,163 2.36 7.609 167 140 78.48 735
Nevada 6 1,816,343 2.27 7.813 126 121 73.47 743
Other 204 19,474,32 24.37 8.469 150 139 71.38 705
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
FICO SCORE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Data Not Available 69 10,736,85 13.44 7.844 158 154 84.23 N/A
451 - 500 3 133,115 0.17 11.460 158 129 71.24 492
501 - 550 18 959,697 1.20 11.047 175 149 75.69 533
551 - 600 43 3,828,481 4.79 9.290 154 139 73.11 579
601 - 650 77 8,456,446 10.58 8.771 152 139 72.59 630
651 - 700 115 17,343,14 21.70 8.305 153 139 69.50 674
701 - 750 101 15,143,12 18.95 8.068 152 137 71.29 726
751 - 800 92 18,660,13 23.35 7.716 161 147 67.28 773
801 - 850 26 4,653,998 5.82 7.625 165 147 74.24 818
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
DUAL COLLATERAL LOANS LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Dual Collateral Loans 63 14,201,44 17.77 7.638 151 148 98.01 740
Standard Collateral 481 65,713,54 82.23 8.268 157 142 66.57 704
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
<TABLE>
<CAPTION> % OF WEIGHTED WEIGHTED WEIGHTED WEIGHTED
NUMBER OF AGGREGATE AGGREGATE WEIGHTED AVERAGE AVERAGE AVERAGE AVERAGE
MORTGAGE PRINCIPAL PRINCIPAL AVERAGE ORIGINAL REMAINING ORIGINAL FICO
PRODUCT TYPE LOANS BALANCE BALANCE COUPON TERM TERM LTV SCORE
- --------------------- --------- --------- --------- -------- -------- --------- -------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed - 15 Year 438 46,494,98 58.18 8.439 170 155 68.93 708
Balloon - 7/30 52 14,961,33 18.72 7.741 84 72 75.95 703
Balloon - 15/30 54 18,458,66 23.10 7.777 180 170 77.20 717
--------- --------- --------- -------- -------- --------- -------- --------
TOTAL: 544 79,914,98 100 8.156 156 143 72.15 709
</TABLE>
_____________________________________________________________________________
This information has been prepared in connection with the issuance of
securities representing interests in the above trust, and is based in part on
information provided by NOVUS Financial Corporation with respect to the
expected characteristics of the pool of mortgage loans in which these
securities will represent undivided beneficial interests. The actual
characteristics and performance of the mortgage loans will differ from the
assumptions used in preparing these materials, which are hypothetical in
nature. Changes in the assumptions may have a material impact on the
information set forth in these materials. No representation is made that any
performance or return indicated herein will be achieved. For example, it is
very unlikely that the loans will prepay at a constant rate or follow a
predictable pattern. This information may not be used or otherwise
disseminated in connection with the offer or sale of these or any other
securities, except in connection with the initial offer or sale of these
securities to you to the extent set forth below. NO REPRESENTATION IS MADE
AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR COMPLETENESS OF THESE
MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED. Additional information
is available upon request. These materials do not constitute an offer to buy
or sell or a solicitation of an offer to buy or sell any security or
instrument or to participate in any particular trading strategy. ANY SUCH
OFFER TO BUY OR SELL ANY SECURITY WOULD BE MADE PURSUANT TO A DEFINITIVE
PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED BY THE ISSUER WHICH WOULD
CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE MATERIALS. SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL INFORMATION IN
RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO INVEST IN
SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH PROSPECTUS AND
PROSPECTUS SUPPLEMENT. ANY CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN ARE
TO BE READ IN CONJUNCTION WITH SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT. In
the event of any such offering, these materials, including any description of
the loans contained herein, shall be deemed superseded, amended and
supplemented in their entirety by such Prospectus and Prospectus Supplement.
This collateral term sheet supercedes any information previously distributed.
To Our Readers Worldwide: In addition, please note that this information has
been provided by Morgan Stanley & Co. Incorporated and approved by Morgan
Stanley & Co. International Limited, a member of the Securities and Futures
Authority, and Morgan Stanley Japan Ltd. We recommend that investors obtain
the advice of their Morgan Stanley & Co. International Limited or Morgan
Stanley Japan Ltd. representative about the investment concerned. NOT FOR
DISTRIBUTION TO PRIVATE CUSTOMERS AS DEFINED BY THE U.K. SECURITIES AND
FUTURES AUTHORITY.
