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) September 8,1995
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC. (as company under
a Pooling and Servicing Agreement dated as of August 1, 1995
providing for, inter alia, the issuance of Mortgage Pass-Through
Certificates, Series 1995-S13)
Residential Funding Mortgage Securities I, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 33-54227 75-2006294
(State or other jurisdiction (Commission) (I.R.S. employer
of incorporation) file number) identification no.)
8400 Normandale Lake Blvd., Suite 600, Minneapolis, MN 55437
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (612) 832-7000
(Former name or former address, if changed since last report)
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(a) Not applicable
(b) Not applicable
(c) Exhibits
1. Pooling and Servicing Agreement, dated as
of August 1, 1995 among Residential Funding Mortgage Securities
I, Inc., as company, Residential Funding Corporation, as master
servicer, and Bankers Trust Company, as trustee.
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 thereunto duly
authorized.
RESIDENTIAL FUNDING MORTGAGE
SECURITIES I, INC.
By: /s/Jill Davis
Name: Jill Davis
Title: Vice President
Dated: September 8, 1995
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC.,
Company,
RESIDENTIAL FUNDING CORPORATION,
Master Servicer,
and
THE FIRST NATIONAL BANK OF CHICAGO,
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of August 1, 1995
Mortgage Pass-Through Certificates
Series 1995-S13
TABLE OF CONTENTS
Page
ARTICLE I
DEFINITIONS
Section 1.01. Definitions. . . . . . . . . . . . . . . . .2
Accrual Period . . . . . . . . . . . . . . . . . . . 2
Accrued Certificate Interest . . . . . . . . . . . . 2
Adjusted Mortgage Rate . . . . . . . . . . . . . . . 2
Adjustment Date. . . . . . . . . . . . . . . . . . . 3
Advance. . . . . . . . . . . . . . . . . . . . . . . . 3
Affiliate. . . . . . . . . . . . . . . . . . . . . . 3
Agreement. . . . . . . . . . . . . . . . . . . . . . 3
Amount Held for Future Distribution. . . . . . . . . 3
Appraised Value. . . . . . . . . . . . . . . . . . . 3
Assignment . . . . . . . . . . . . . . . . . . . . . 3
Assignment Agreement . . . . . . . . . . . . . . . . 3
Available Distribution Amount. . . . . . . . . . . . 4
Bankruptcy Amount. . . . . . . . . . . . . . . . . . 4
Bankruptcy Code. . . . . . . . . . . . . . . . . . . 4
Bankruptcy Loss. . . . . . . . . . . . . . . . . . . 4
Book-Entry Certificate . . . . . . . . . . . . . . . 4
Business Day . . . . . . . . . . . . . . . . . . ... 4
Cash Liquidation . . . . . . . . . . . . . . . . . . 5
Certificate. . . . . . . . . . . . . . . . . . . . . 5
Certificate Account. . . . . . . . . . . . . . . . . 5
Certificate Account Deposit Date . . . . . . . . . . 5
Certificateholder or Holder. . . . . . . . . . . . . 5
Certificate Insurer. . . . . . . . . . . . . . . . . 5
Certificate Insurer Default. . . . . . . . . . . . . 5
Certificate Insurer Premium. . . . . . . . . . . . . 5
Certificate Insurer Premium Rate . . . . . . . . . . 6
Certificate Owner. . . . . . . . . . . . . . . . . . 6
Certificate Principal Balance. . . . . . . . . . . . 6
Certificate Register and Certificate Registrar . . . 6
Class. . . . . . . . . . . . . . . . . . . . . . . . 6
Class A Certificate. . . . . . . . . . . . . . . . . 6
Class B Certificate. . . . . . . . . . . . . . . . . 6
Class B Percentage . . . . . . . . . . . . . . . . . 7
Class B-1 Percentage . . . . . . . . . . . . . . . . 7
Class B-2 Percentage . . . . . . . . . . . . . . . . 7
Class B-2 Prepayment Distribution Trigger. . . . . . 7
Class B-3 Percentage . . . . . . . . . . . . . . . . 7
Class B-3 Prepayment Distribution Trigger. . . . . 7
Class R Certificate. . . . . . . . . . . . . . . . . 7
Closing Date . . . . . . . . . . . . . . . . . . . . 7
Code . . . . . . . . . . . . . . . . . . . . . . . . 7
Compensating Interest. . . . . . . . . . . . . . . . 7
Converted Mortgage Loan. . . . . . . . . . . . . . . 8
Convertible Mortgage Loan. . . . . . . . . . . . . . 8
Converting Mortgage Loan . . . . . . . . . . . . . . 8
Corporate Trust Office . . . . . . . . . . . . . . 8
Cumulative Insurance Payments. . . . . . . . . . . . 8
Curtailment. . . . . . . . . . . . . . . . . . . . . 8
Custodial Account. . . . . . . . . . . . . . . . . . 8
Custodial Agreement. . . . . . . . . . . . . . . . . 8
Custodian. . . . . . . . . . . . . . . . . . . . . 9
Cut-off Date . . . . . . . . . . . . . . . . . . . . 9
Cut-off Date Principal Balance . . . . . . . . . . . 9
Debt Service Reduction . . . . . . . . . . . . . . . 9
Deficiency Amount. . . . . . . . . . . . . . . . . . . . 9
Deficient Valuation. . . . . . . . . . . . . . . ... 9
Difinitive Certificate . . . . . . . . . . . . . . . 9
Deleted Mortgage Loan. . . . . . . . . . . . . . . . 9
Depository . . . . . . . . . . . . . . . . . . . . . 9
Depository Participant . . . . . . . . . . . . . . . 9
Destroyed Mortgage Note. . . . . . . . . . . . . . . 10
Determination Date . . . . . . . . . . . . . . . . . 10
Disqualified Organization. . . . . . . . . . . . . . 10
Distribution Date. . . . . . . . . . . . . . . . . . 10
Due Date . . . . . . . . . . . . . . . . . . . . . . 10
Due Period . . . . . . . . . . . . . . . . . . . . . 10
Eligible Account . . . . . . . . . . . . . . . . . . 10
Event of Default . . . . . . . . . . . . . . . . . . 11
Excess Bankruptcy Loss . . . . . . . . . . . . . . . 11
Excess Fraud Loss. . . . . . . . . . . . . . . . . . 11
Excess Special Hazard Loss . . . . . . . . . . . . . 11
Excess Spread. . . . . . . . . . . . . . . . . . . . 11
Excess Subordinate Principal Amount. . . . . . . . . 11
Extraordinary Events . . . . . . . . . . . . . . . . 12
Extraordinary Losses . . . . . . . . . . . . . . . . 12
FDIC . . . . . . . . . . . . . . . . . . . . . . . . 12
FHLMC. . . . . . . . . . . . . . . . . . . . . . . . 12
Final Distribution Date. . . . . . . . . . . . . . 13
Fitch. . . . . . . . . . . . . . . . . . . . . . . . 13
FNMA . . . . . . . . . . . . . . . . . . . . . . . . 13
Foreclosure Profits. . . . . . . . . . . . . . . . 13
Fraud Loss Amount. . . . . . . . . . . . . . . . . . 13
Fraud Losses . . . . . . . . . . . . . . . . . . . . 14
Gross Margin . . . . . . . . . . . . . . . . . . . . 14
Independent. . . . . . . . . . . . . . . . . . . . . 14
Index. . . . . . . . . . . . . . . . . . . . . . . . 14
Initial Certificate Principal Balance. . . . . . . . 14
Insurance Account. . . . . . . . . . . . . . . . . . 14
Insurance Agreement. . . . . . . . . . . . . . . . . 14
Insurance Proceeds . . . . . . . . . . . . . . . . 15
Insured Payment. . . . . . . . . . . . . . . . . . . 15
Insurer. . . . . . . . . . . . . . . . . . . . . . . 15
Interest Determination Date. . . . . . . . . . . . . 15
Interest Differential Amount . . . . . . . . . . . . 15
Late Collections . . . . . . . . . . . . . . . . . . 15
Late Payment Rate. . . . . . . . . . . . . . . . . . 15
LIBOR. . . . . . . . . . . . . . . . . . . . . . . . 15
Liquidation Proceeds . . . . . . . . . . . . . . . . 16
Loan-to-Value Ratio. . . . . . . . . . . . . . . . . 16
London Business Day. . . . . . . . . . . . . . . . . 16
Maturity Date. . . . . . . . . . . . . . . . . . . . 16
Maximum Interest Rate. . . . . . . . . . . . . . . . 16
Maximum Net Interest Rate. . . . . . . . . . . . . . 16
Minimum Interest Rate. . . . . . . . . . . . . . . . 16
Monthly Payment. . . . . . . . . . . . . . . . . . . 17
Moody's. . . . . . . . . . . . . . . . . . . . . . . 17
Mortgage . . . . . . . . . . . . . . . . . . . . . . 17
Mortgage File. . . . . . . . . . . . . . . . . . . . 17
Mortgage Loan Schedule . . . . . . . . . . . . . . . 17
Mortgage Loans . . . . . . . . . . . . . . . . . . . 18
Mortgage Note. . . . . . . . . . . . . . . . . . . . 18
Mortgage Rate. . . . . . . . . . . . . . . . . . . . 18
Mortgaged Property . . . . . . . . . . . . . . . . . 19
Mortgagor. . . . . . . . . . . . . . . . . . . . . . 19
Net Mortgage Rate. . . . . . . . . . . . . . . . . . 19
Non-Primary Residence Loans. . . . . . . . . . . . . 19
Non-United States Person . . . . . . . . . . . . . . 19
Nonrecoverable Advance . . . . . . . . . . . . . . 19
Nonsubserviced Mortgage Loan . . . . . . . . . . . . 19
Officers' Certificate. . . . . . . . . . . . . . . . 19
Opinion of Counsel . . . . . . . . . . . . . . . . . 19
Original Senior Percentage . . . . . . . . . . . . . 20
Outstanding Mortgage Loan. . . . . . . . . . . . . . 20
Ownership Interest . . . . . . . . . . . . . . . . . 20
Pass-Through Rate. . . . . . . . . . . . . . . . . . 20
Paying Agent . . . . . . . . . . . . . . . . . . . . 21
Percentage Interest. . . . . . . . . . . . . . . . . 21
Periodic Cap . . . . . . . . . . . . . . . . . . . . 21
Permitted Investments. . . . . . . . . . . . . . . . 21
Permitted Transferee . . . . . . . . . . . . . . . . 22
Person . . . . . . . . . . . . . . . . . . . . . . . 22
Policy . . . . . . . . . . . . . . . . . . . . . . . 22
Pool Stated Principal Balance. . . . . . . . . . . . 23
Prepayment Assumption. . . . . . . . . . . . . . . . 23
Prepayment Distribution Percentage . . . . . . . . . 23
Prepayment Distribution Trigger. . . . . . . . . . . 24
Prepayment Interest Shortfall. . . . . . . . . . . 24
Prepayment Period. . . . . . . . . . . . . . . . . . 24
Primary Insurance Policy . . . . . . . . . . . . . . 24
Principal Prepayment . . . . . . . . . . . . . . . . 24
Principal Prepayment in Full . . . . . . . . . . . . 24
Program Guide. . . . . . . . . . . . . . . . . . . . 25
Purchase Price . . . . . . . . . . . . . . . . . . . 25
Qualified Substitute Mortgage Loan . . . . . . . . . 25
Rating Agency. . . . . . . . . . . . . . . . . . . . 25
Realized Loss. . . . . . . . . . . . . . . . . . . . 25
Record Date. . . . . . . . . . . . . . . . . . . . . 26
Reference Banks. . . . . . . . . . . . . . . . . . . 26
Regular Certificate. . . . . . . . . . . . . . . . 26
Relief Act . . . . . . . . . . . . . . . . . . . . . 26
REMIC. . . . . . . . . . . . . . . . . . . . . . . 26
REMIC Provisions . . . . . . . . . . . . . . . . . . 26
REO Acquisition. . . . . . . . . . . . . . . . . . . 26
REO Disposition. . . . . . . . . . . . . . . . . . . 26
REO Imputed Interest . . . . . . . . . . . . . . . . 27
REO Proceeds . . . . . . . . . . . . . . . . . . . . 27
REO Property . . . . . . . . . . . . . . . . . . . . 27
Request for Release. . . . . . . . . . . . . . . . . 27
Required Insurance Policy. . . . . . . . . . . . . . 27
Reserve Interest Rate. . . . . . . . . . . . . . . . 27
Residential Funding. . . . . . . . . . . . . . . . . 27
Responsible Officer. . . . . . . . . . . . . . . . 27
Seller . . . . . . . . . . . . . . . . . . . . . . . 27
Seller's Agreement . . . . . . . . . . . . . . . . . 27
Senior Accelerated Distribution Percentage . . . . . 28
Senior Percentage. . . . . . . . . . . . . . . . . . 29
Servicing Accounts . . . . . . . . . . . . . . . . 29
Servicing Advances . . . . . . . . . . . . . . . . . 29
Servicing Fee. . . . . . . . . . . . . . . . . . . . 29
Servicing Officer. . . . . . . . . . . . . . . . . . 29
Special Hazard Amount. . . . . . . . . . . . . . . . 29
Special Hazard Loss. . . . . . . . . . . . . . . . . 30
Standard & Poor's. . . . . . . . . . . . . . . . . . 30
Stated Principal Balance . . . . . . . . . . . . . . 30
Subordinate Principal Distribution Amount. . . . . . 30
Subserviced Mortgage Loan. . . . . . . . . . . . . . 31
Subservicer. . . . . . . . . . . . . . . . . . . . . 31
Subservicer Advance. . . . . . . . . . . . . . . . . 31
Subservicing Account . . . . . . . . . . . . . . . . 31
Subservicing Agreement . . . . . . . . . . . . . . . 31
Subservicing Fee . . . . . . . . . . . . . . . . . . 31
Tax Returns. . . . . . . . . . . . . . . . . . . . . 31
Transfer . . . . . . . . . . . . . . . . . . . . . . 31
Transferee . . . . . . . . . . . . . . . . . . . . . 31
Transferor . . . . . . . . . . . . . . . . . . .. . 31
Trust Fund . . . . . . . . . . . . . . . . . . . . . 32
Uninsured Cause. . . . . . . . . . . . . . . . . . . 32
United States Person . . . . . . . . . . . . . . . . 32
Voting Rights. . . . . . . . . . . . . . . . . . . . 32
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans . . . . . . . 33
Section 2.02. Acceptance by Trustee. . . . . . . . . . . 36
Section 2.03. Representations, Warranties and Covenants of
the Master Servicer and the Company. . . . 37
Section 2.04. Representations and Warranties of Sellers. 40
Section 2.05. Execution and Authentication of Certificates
. . . . . . . . 42
ARTICLE III
ADMINISTRATION AND SERVICING
OF MORTGAGE LOANS
Section 3.01. Master Servicer to Act as Servicer . . . . 43
Section 3.02. Subservicing Agreements Between Master
Servicer and Subservicers;
Enforcement of Subservicers' and Sellers'
Obligations. . . . 44
Section 3.03. Successor Subservicers . . . . . . . . 45
Section 3.04. Liability of the Master Servicer . . . . 45
Section 3.05. No Contractual Relationship Between
Subservicer and Trustee or
Certificateholders . . . . . . . . . . . . 45
Section 3.06. Assumption or Termination of Subservicing
Agreements by Trustee 46
Section 3.07. Collection of Certain Mortgage Loan Payments;
Deposits to Custodial Account. . . . . . . 46
Section 3.08. Subservicing Accounts; Servicing Accounts 48
Section 3.09. Access to Certain Documentation and
Information Regarding the
Mortgage Loans . . . . . . . . . . . . . . 50
Section 3.10. Permitted Withdrawals from the Custodial
Account . . . . . . 50
Section 3.11. Maintenance of the Primary Insurance
Policies; Collections Thereunder . . . . . 52
Section 3.12. Maintenance of Fire Insurance and Omissions
and Fidelity Coverage 53
Section 3.13. Enforcement of Due-on-Sale Clauses;
Assumption and Modification
Agreements; Certain Assignments. . . . . . 54
Section 3.14. Realization Upon Defaulted Mortgage Loans. 56
Section 3.15. Trustee to Cooperate; Release of Mortgage
Files. . . . . . . 58
Section 3.16. Servicing and Other Compensation;
Compensating Interest. . . 59
Section 3.17. Reports to the Trustee and the Company . 60
Section 3.18. Annual Statement as to Compliance. . . . . 60
Section 3.19. Annual Independent Public Accountants'
Servicing Report. . . 61
Section 3.20. Rights of the Company in Respect of the
Master Servicer. . . 61
Section 3.21. Converted Mortgage Loans; Certain Procedures
and Purchasers. 62
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
Section 4.01. Certificate Account. . . . . . . . . . . . 64
Section 4.02. Distributions. . . . . . . . . . . . . . . 64
Section 4.03. Statements to Certificateholders . . . . . 69
Section 4.04. Distribution of Reports to the Trustee and
the Company; Advances by
the Master Servicer. . . . . . . . . . . . 72
Section 4.05. Allocation of Realized Losses. . . . . . . 73
Section 4.06. Reports of Foreclosures and Abandonment of
Mortgaged Property 74
Section 4.07. Optional Purchase of Defaulted Mortgage
Loans. . . . . . . . 74
Section 4.08. The Policy . . . . . . . . . . . . . . . 75
ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates . . . . . . . . . . . . . 76
Section 5.02. Registration of Transfer and Exchange of
Certificates. . . . 77
Section 5.03. Mutilated, Destroyed, Lost or Stolen
Certificates. . . . . . 82
Section 5.04. Persons Deemed Owners. . . . . . . . . . 82
Section 5.05. Appointment of Paying Agent. . . . . . . 82
Section 5.06. Optional Purchase of Certificates. . . . 83
ARTICLE VI
THE COMPANY AND THE MASTER SERVICER
Section 6.01. Respective Liabilities of the Company and the
Master Servicer 85
Section 6.02. Merger or Consolidation of the Company or the
Master Servicer; Assignment of Rights and
Delegation of Duties by Master Servicer 85
Section 6.03. Limitation on Liability of the Company, the
Master Servicer and Others . . . . . . . . 86
Section 6.04. Company and Master Servicer Not to Resign. 87
ARTICLE VII
DEFAULT
Section 7.01. Events of Default. . . . . . . . . . . . . 88
Section 7.02. Trustee or Company to Act; Appointment of
Successor. . . . . 90
Section 7.03. Notification to Certificateholders . . . 91
Section 7.04. Waiver of Events of Default. . . . . . . . 91
ARTICLE VIII
CONCERNING THE TRUSTEE
Section 8.01. Duties of Trustee. . . . . . . . . . . . . 92
Section 8.02. Certain Matters Affecting the Trustee. . . 94
Section 8.03. Trustee Not Liable for Certificates or
Mortgage Loans. . . . 95
Section 8.04. Trustee May Own Certificates . . . . . . . 95
Section 8.05. Master Servicer to Pay Trustee's Fees and
Expenses; Indemnification. . . . . . . . . 95
Section 8.06. Eligibility Requirements for Trustee . . . 96
Section 8.07. Resignation and Removal of the Trustee . . 97
Section 8.08. Successor Trustee. . . . . . . . . . . . . 98
Section 8.09. Merger or Consolidation of Trustee . . . . 98
Section 8.10. Appointment of Co-Trustee or Separate
Trustee. . . . . . . . 99
Section 8.11. Appointment of Custodians. . . . . . . .100
Section 8.12. Appointment of Office or Agency. . . . . .100
ARTICLE IX
TERMINATION
Section 9.01. Termination Upon Purchase by the Master
Servicer or the Company or
Liquidation of All Mortgage Loans. . . . .101
Section 9.02. Additional Termination Requirements. . . .103
ARTICLE X
REMIC PROVISIONS
Section 10.01. REMIC Administration. . . . . . . . . . .105
Section 10.02. Master Servicer and Trustee
Indemnification.. . . . . . . .108
ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01. Amendment. . . . . . . . . . . . . . . . .109
Section 11.02. Recordation of Agreement; Counterparts . .111
Section 11.03. Limitation on Rights of Certificateholders .
. . . . . . . .112
Section 11.04. Governing Law. . . . . . . . . . . . . . .112
Section 11.05. Notices. . . . . . . . . . . . . . . . . .113
Section 11.06. Notices to Rating Agencies and the
Certificate Insurer . . .113
Section 11.07. Severability of Provisions . . . . . . . .114
Section 11.08. Supplemental Provisions for Resecuritization
. . . . . . . .114
Section 11.09. Rights of the Certificate Insurer. . . . .115
EXHIBITS
Exhibit A: Form of Class A Certificate
Exhibit B: Form of Class B Certificate
Exhibit C: Form of Class R Certificate
Exhibit D: Form of Custodial Agreement
Exhibit E: Mortgage Loan Schedule
Exhibit F: Form of Subservicing Agreement
Exhibit G: Forms of Request for Release
Exhibit H-1: Form of Transfer Affidavit and Agreement
Exhibit H-2: Form of Transferor Certificate
Exhibit I: Form of Investor Representation Letter
Exhibit J: Form of Transferor Representation Letter
Exhibit K: Form of Rule 144A Investment Representation
Letter
Exhibit L: Text of Amendment to Pooling and Servicing
Agreement Pursuant to Section 11.01(e)
for a Limited Guaranty
Exhibit M: Form of Limited Guaranty
Exhibit N: Form of Lender Certification for Assignment
of Mortgage Loan
Exhibit O: Certificate Guaranty Insurance Policy
This Pooling and Servicing Agreement, effective as
of August 1, 1995, among RESIDENTIAL FUNDING MORTGAGE SECURITIES
I, INC., as the company (together with its permitted successors
and assigns, the "Company"), RESIDENTIAL FUNDING CORPORATION, as
master servicer (together with its permitted successors and
assigns, the "Master Servicer"), and THE FIRST NATIONAL BANK OF
CHICAGO, as trustee (together with its permitted successors and
assigns, the "Trustee"),
PRELIMINARY STATEMENT:
The Company intends to sell mortgage pass-through
certificates (collectively, the "Certificates"), to be issued
hereunder in five classes, which in the aggregate will evidence
the entire beneficial ownership interest in the Mortgage Loans
(as defined herein). As provided herein, the Master Servicer
will make an election to treat the entire segregated pool of
assets subject to this Agreement (including the Mortgage Loans)
as a real estate mortgage investment conduit (a "REMIC") for
federal income tax purposes and such segregated pool of assets
will be designated as the "Trust Fund." The Class A Certificates
and Class B Certificates will represent ownership of "regular
interests" in the REMIC consisting of the Trust Fund, and the
Class R Certificates will constitute the sole Class of "residual
interest" therein for purposes of the REMIC Provisions (as
defined herein) under federal income tax law.
The following table sets forth the designation,
type, Pass-Through Rate, aggregate Initial Certificate Principal
Balance, Maturity Date, initial ratings and certain features for
each Class of Certificates comprising the interests in the Trust
Fund created hereunder.
Aggregate
Initial
Pass- Certificate
Through Principal
Designation Type Rate Balance Features
Class A Senior Variable $ 97,591,000.00 Senior
Rate
Class R Residual Variable N/A Residual
Rate
Class B-1 Subordinate Variable 1,156,700.00 Subordinate
Rate
Class B-2 Subordinate Variable 1,257,300.00 Subordinate
Rate
Class B-3 Subordinate Variable 604,098.39 Subordinate
Rate
Initial Ratings
Designation Maturity Date S&P Moody's
Class A August 25, AAAr Aaa
2025
Class R August 25, N/R N/R
2025
Class B-1 August 25, N/R Ba2
2025
Class B-2 August 25, N/R B3
2025
Class B-3 August 25, N/R N/R
2025
The Mortgage Loans have an
aggregate Cut-off Date Principal Balance equal to
$100,579,098.39. The Mortgage Loans are
adjustable rate mortgage loans having terms to maturity at
origination or modification of not more than 30 years, with the
exception of one Mortgage Loan with an original term to maturity
of 364 months.
In consideration of the mutual
agreements herein contained, the Company, the Master Servicer and
the Trustee agree as follows:
ARTICLE I
DEFINITIONS
Section 1.01. Definitions.
Whenever used in this
Agreement, the following words and phrases, unless the context
otherwise requires, shall have the meanings specified in this
Article.
Accrual Period: With respect
to any Distribution Date, the period commencing on the 25th day
of the month immediately preceding the month in which such
Distribution Date occurs and ending on the 24th day of the month
in which such Distribution Date occurs.
Accrued Certificate Interest:
With respect to each
Distribution Date, as to any Class A Certificate or any Class B
Certificate, interest accrued during the related Accrual Period
at
the then applicable Pass-Through Rate on the Certificate
Principal
Balance thereof immediately prior to such Distribution Date (or
in
the case of the first Distribution Date, the Cut-off Date).
Accrued
Certificate Interest will be calculated on the basis of a 360-day
year and, if clause (i) or (ii) of the definition of Pass-Through
Rate is used with respect to such Distribution Date, the actual
number of days elapsed, or, if clause (iii) or (iv) of the
definition of Pass-Through Rate is used with respect to such
Distribution Date, a 30-day month. In each case Accrued
Certificate
Interest on any Class of Certificates will be reduced by the
amount
of (i) Prepayment Interest Shortfalls (to the extent not offset
by
the Master Servicer by Compensating Interest), (ii) the interest
portion (adjusted to the Net Mortgage Rate) of Realized Losses
(including Excess Special Hazard Losses, Excess Fraud Losses,
Excess
Bankruptcy Losses and Extraordinary Losses) not allocated solely
to
one or more specific Classes of Certificates pursuant to Section
4.05, (iii) the interest portion of Advances previously made with
respect to a Mortgage Loan or REO Property which remained
unreimbursed following the Cash Liquidation or REO Disposition of
such Mortgage Loan or REO Property that were made with respect to
delinquencies that were ultimately determined to be Excess
Special
Hazard Losses, Excess Fraud Losses, Excess Bankruptcy Losses or
Extraordinary Losses and (iv) any other interest shortfalls not
covered by the subordination provided by the Class B
Certificates,
including interest that is not collectible from the Mortgagor
pursuant to the Relief Act or similar legislation or regulations
as
in effect from time to time, with all such reductions allocated
among all of the Certificates in proportion to their respective
amounts of Accrued Certificate Interest which would have resulted
absent such reductions. In addition to that portion of the
reductions described in the preceding sentence that are allocated
to
any Class of Class B Certificates, Accrued Certificate Interest
on
such Class of Class B Certificates will be reduced by the
interest
portion (adjusted to the Net Mortgage Rate) of Realized Losses
that
are allocated solely to such Class of Class B Certificates
pursuant to Section 4.05.
Adjusted Mortgage Rate: With
respect to any Mortgage Loan and any date of determination, the
Mortgage Rate borne by the
related Mortgage Note, less the rate at which the related
Subservicing Fee accrues.
Adjustment Date: As to each
Mortgage Loan, each date set forth in the related Mortgage Note
on which an adjustment to the interest rate on such Mortgage Loan
becomes effective.
Advance: As to any Mortgage
Loan, any advance made by the Master Servicer, pursuant to
Section 4.04.
Affiliate: With respect to any
Person, any other Person controlling, controlled by or under
common control with such first
Person. For the purposes of this definition, "control" means the
power to direct the management and policies of such Person,
directly or indirectly, whether through the ownership of voting
securities, by contract or otherwise; and the terms "controlling"
and "controlled" have meanings correlative to the foregoing.
Agreement: This Pooling and
Servicing Agreement and all amendments hereof and supplements
hereto.
Amount Held for Future
Distribution: As to any Distribution Date, the total of the
amounts held in the Custodial
Account at the close of business on the preceding Determination
Date
on account of (i) Liquidation Proceeds, Insurance Proceeds,
Principal Prepayments, Mortgage Loan purchases made pursuant to
Section 2.02, 2.03 or 2.04 and Mortgage Loan substitutions made
pursuant to Section 2.03 or 2.04 received or made in the month of
such Distribution Date (other than such Liquidation Proceeds,
Insurance Proceeds and purchases of Mortgage Loans that the
Master
Servicer has deemed to have been received in the preceding month
in
accordance with Section 3.07(b)) and (ii) payments which
represent
early receipt of scheduled payments of principal and interest due
on
a date or dates subsequent to the related Due Date.
Appraised Value: As to any
Mortgaged Property, the lesser of (i) the appraised value of such
Mortgaged Property based upon the appraisal made at the time of
the origination of the
related Mortgage Loan, and (ii) the sales price of the Mortgaged
Property at such time of origination, except in the case of a
Mortgaged Property securing a refinanced or modified Mortgage
Loan
as to which it is either the appraised value determined above or
the
appraised value determined in an appraisal at the time of
refinancing or modification, as the case may be.
Assignment: An assignment of
the Mortgage, notice of transfer or equivalent instrument, in
recordable form, sufficient under the laws of the jurisdiction
wherein the related Mortgaged
Property is located to reflect of record the sale of the Mortgage
Loan to the Trustee for the benefit of Certificateholders, which
assignment, notice of transfer or equivalent instrument may be in
the form of one or more blanket assignments covering Mortgages
secured by Mortgaged Properties located in the same county, if
permitted by law and accompanied by an Opinion of Counsel to that
effect.
Assignment Agreement: The
Assignment and Assumption Agreement, dated as of August 25, 1995,
between Residential Funding and the Company relating to the
transfer and assignment of the Mortgage Loans.
Available Distribution Amount:
As to any Distribution Date, an amount equal to (a) the sum of
(i) the amount relating to the Mortgage Loans on deposit in the
Custodial Account as of the
close of business on the immediately preceding Determination Date
and amounts deposited in the Custodial Account in connection with
the substitution of Qualified Substitute Mortgage Loans, (ii) the
amount of any Advance made on the immediately preceding
Certificate Account Deposit Date, (iii) any amount deposited in
the Certificate Account on the related Certificate Account
Deposit Date pursuant to
Section 3.12(a), (iv) any amount that the Master Servicer is not
permitted to withdraw from the Certificate Account pursuant to
Section 3.16(e) and (v) any amount deposited in the Certificate
Account pursuant to Section 4.07, reduced by (b) the sum as of
the close of business on the immediately preceding Determination
Date of (x) the Amount Held for Future Distribution, (y) amounts
permitted to be withdrawn by the Master Servicer from the
Custodial Account in
respect of the Mortgage Loans pursuant to clauses (ii)-(x),
inclusive, of Section 3.10(a) and (z) the Certificate Insurer
Premium payable on such Distribution Date.
Bankruptcy Amount: As of any
date of determination, an amount equal to the excess, if any, of
(A) $100,000.00 over (B) the aggregate amount of Bankruptcy
Losses allocated solely to one or more specific Classes of
Certificates in accordance with Section 4.05.
The Bankruptcy Amount may be
further reduced by the Master Servicer (including accelerating
the manner in which such
coverage is reduced) provided that prior to any such reduction,
the Master Servicer shall (i) obtain written approval from the
Certificate Insurer and written confirmation from each Rating
Agency that such reduction shall not reduce the rating assigned
to any Class of Certificates by such Rating Agency below the
lower of the
then-current rating or the rating assigned to such Certificates
as of the Closing Date by such Rating Agency and (ii) provide a
copy of such written confirmation to the Trustee and the
Certificate Insurer.
Bankruptcy Code: The United
States Bankruptcy Code of 1978, as amended.
Bankruptcy Loss: With respect
to any Mortgage Loan, a Deficient Valuation or Debt Service
Reduction; provided, however,
that neither a Deficient Valuation nor a Debt Service Reduction
shall be deemed a Bankruptcy Loss hereunder so long as the Master
Servicer has notified the Trustee in writing that the Master
Servicer is diligently pursuing any remedies that may exist in
connection with the representations and warranties made regarding
the related Mortgage Loan and either (A) the related Mortgage
Loan is not in default with regard to payments due thereunder or
(B) delinquent payments of principal and interest under the
related Mortgage Loan and any premiums on any applicable primary
hazard insurance policy and any related escrow payments in
respect of such
Mortgage Loan are being advanced on a current basis by the Master
Servicer or a Subservicer, in either case without giving effect
to any Debt Service Reduction.
Book-Entry Certificate: Any
Certificate registered in the name of the Depository or its
nominee.
Business Day: Any day other
than (i) a Saturday or a Sunday or (ii) a day on which banking
institutions in the State of
New York, the State of Michigan, the State of California or the
State of Illinois (and such other state or states in which the
Custodial Account or the Certificate Account are at the time
located) are required or authorized by law or executive order to
be closed.
Cash Liquidation: As to any
defaulted Mortgage Loan other than a Mortgage Loan as to which an
REO Acquisition occurred,
a determination by the Master Servicer that it has received all
Insurance Proceeds, Liquidation Proceeds and other payments or
cash recoveries which the Master Servicer reasonably and in good
faith expects to be finally recoverable with respect to such
Mortgage Loan.
Certificate: Any Class A
Certificate, Class B Certificate or Class R Certificate.
Certificate Account: The
account or accounts created and maintained pursuant to Section
4.01, which shall be entitled
"The First National Bank of Chicago, as trustee, in trust for the
registered holders of Residential Funding Mortgage Securities I,
Inc., Mortgage Pass-Through Certificates, Series 1995-S13" and
which must be an Eligible Account. Any such account or accounts
created and maintained subsequent to the Closing Date shall be
subject to the approval of the Certificate Insurer, which
approval shall not be unreasonably withheld.
Certificate Account Deposit
Date: As to any Distribution Date, the Business Day prior
thereto.
Certificateholder or Holder:
The Person in whose name a Certificate is registered in the
Certificate Register, except that
neither a Disqualified Organization nor a Non-United States
Person
shall be a Holder of a Class R Certificate for any purpose hereof
and, solely for the purpose of giving any consent or direction
pursuant to this Agreement, any Certificate, other than a Class R
Certificate, registered in the name of the Company, the Master
Servicer or any Subservicer or any Affiliate thereof shall be
deemed not to be outstanding and the Percentage Interest or
Voting Rights
evidenced thereby shall not be taken into account in determining
whether the requisite amount of Percentage Interests or Voting
Rights necessary to effect any such consent or direction has been
obtained. All references herein to "Holders" or
"Certificateholders" shall reflect the rights of Certificate
Owners
as they may indirectly exercise such rights through the
Depository
and participating members thereof, except as otherwise specified
herein; provided, however, that the Trustee shall be required to
recognize as a "Holder" or "Certificateholder" only the Person in
whose name a Certificate is registered in the Certificate
Register.
Unless otherwise indicated in this Agreement, the Custodial
Agreement or the Assignment Agreement, whenever reference is made
to
the actions taken by the Trustee on behalf of the
Certificateholders, such reference shall include the Certificate
Insurer as long as there is no Certificate Insurer Default
continuing.
Certificate Insurer: MBIA
Insurance Corporation or its successors in interest.
Certificate Insurer Default:
The existence and continuance of a failure by the Certificate
Insurer to make a payment required under the Policy in accordance
with its terms.
Certificate Insurer Premium:
The premium payable to the
Certificate Insurer on each Distribution Date in an amount equal
to one-twelfth of the product of 0.120% per annum and the
Certificate Principal Balance of the Class A Certificates
immediately prior to such Distribution Date.
Certificate Insurer Premium
Rate: With respect to any Mortgage Loan, 0.1164% per annum.
Certificate Owner: With
respect to a Book-Entry Certificate, the Person who is the
beneficial owner of such Certificate, as reflected on the books
of an indirect participating
brokerage firm for which a Depository Participant acts as agent,
if any, and otherwise on the books of a Depository Participant,
if any, and otherwise on the books of the Depository.
Certificate Principal Balance:
With respect to each Class A Certificate, on any date of
determination, an amount equal
to (i) the Initial Certificate Principal Balance of such
Certificate as specified on the face thereof minus (ii) the sum
of (x) the aggregate of all amounts previously distributed with
respect to such
Certificate (or any predecessor Certificate) and applied to
reduce
the Certificate Principal Balance thereof pursuant to Section
4.02(a) and (y) the aggregate of all reductions in Certificate
Principal Balance deemed to have occurred in connection with
Realized Losses which were previously allocated to such
Certificate
(or any predecessor Certificate) pursuant to Section 4.05. With
respect to each Class B Certificate, on any date of
determination,
an amount equal to (i) the Initial Certificate Principal Balance
of
such Class B Certificate as specified on the face thereof, minus
(ii) the sum of (x) the aggregate of all amounts previously
distributed with respect to such Certificate (or any predecessor
Certificate) and applied to reduce the Certificate Principal
Balance
thereof pursuant to Section 4.02(a) and (y) the aggregate of all
reductions in Certificate Principal Balance deemed to have
occurred
in connection with Realized Losses which were previously
allocated
to such Certificate (or any predecessor Certificate) pursuant to
Section 4.05; provided, that the Certificate Principal Balance of
each Class B Certificate of those Class B Certificates
outstanding
with the highest numerical designation at any given time shall be
calculated to equal the Percentage Interest evidenced by such
Certificate times the excess, if any, of (A) the then aggregate
Stated Principal Balance of the Mortgage Loans over (B) the then
aggregate Certificate Principal Balance of all other Classes of
Certificates then outstanding. The Class R Certificates have no
Certificate Principal Balance.
Certificate Register and
Certificate Registrar: The register maintained and the registrar
appointed pursuant to Section 5.02.
Class: Collectively, all of
the Certificates bearing the same designation.
Class A Certificate: Any one
of the Class A Certificates executed by the Trustee and
authenticated by the Certificate Registrar substantially in the
form annexed hereto as
Exhibit A, evidencing an interest designated as a "regular
interest" in the Trust Fund for purposes of the REMIC Provisions.
Class B Certificate: Any one
of the Class B-1, Class B-2 or Class B-3 Certificates executed by
the Trustee and
authenticated by the Certificate Registrar substantially in the
form annexed hereto as Exhibit B and evidencing an interest
designated as a "regular interest" in the Trust Fund for purposes
of the REMIC Provisions.
Class B Percentage: Any one of
the Class B-1 Percentage, Class B-2 Percentage or Class B-3
Percentage.
Class B-1 Percentage: With
respect to any Distribution Date, a fraction, expressed as a
percentage, the numerator of which
is the aggregate Certificate Principal Balance of the Class B-1
Certificates immediately prior to such date and the denominator
of which is the aggregate Certificate Principal Balance of all of
the Certificates immediately prior to such Distribution Date.
Class B-2 Percentage: With
respect to any Distribution Date, a fraction, expressed as a
percentage, the numerator of which
is the aggregate Certificate Principal Balance of the Class B-2
Certificates immediately prior to such date and the denominator
of which is the aggregate Certificate Principal Balance of all of
the Certificates immediately prior to such Distribution Date.
Class B-2 Prepayment
Distribution Trigger: With respect
to any Distribution Date, a test that shall be satisfied if the
fraction (expressed as a percentage) equal to the sum of the
Certificate Principal Balances of the Class B-2 Certificates and
Class B-3 Certificates immediately prior to such Distribution
Date divided by the aggregate Stated Principal Balance of all of
the Mortgage Loans (or related REO Properties) immediately prior
to such Distribution Date is greater than or equal to 1.85%.
Class B-3 Percentage: With
respect to any Distribution Date, a fraction expressed as a
percentage, the numerator of which is the aggregate Certificate
Principal Balance of the Class B-3
Certificates immediately prior to such date and the denominator
of which is the aggregate Certificate Principal Balance of all
the Certificates immediately prior to such Distribution Date.
Class B-3 Prepayment
Distribution Trigger: With respect to any Distribution Date, a
test that shall be satisfied if the
fraction (expressed as a percentage) equal to the aggregate
Certificate Principal Balance of the Class B-3 Certificates
immediately prior to such Distribution Date divided by the
aggregate Stated Principal Balance of all of the Mortgage Loans
(or related REO Properties) immediately prior to such
Distribution Date is greater than or equal to 0.60%.
Class R Certificate: Any one
of the Class R Certificates executed by the Trustee and
authenticated by the Certificate Registrar substantially in the
form annexed hereto as Exhibit C and evidencing an interest
designated as a "residual interest" in the Trust Fund for
purposes of the REMIC Provisions.
Closing Date: August 25, 1995.
Code: The Internal Revenue
Code of 1986.
Compensating Interest: With
respect to any Distribution Date, an amount equal to Prepayment
Interest Shortfalls resulting
from Principal Prepayments in Full during the related Prepayment
Period, but not more than the lesser of (a) one-twelfth of 0.125%
of the aggregate Stated Principal Balance of all of the Mortgage
Loans immediately preceding such Distribution Date and (b) the
sum of the
aggregate Servicing Fee, all income and gain on amounts held in
the Custodial Account and the Certificate Account and payable to
the Certificateholders with respect to such Distribution Date and
servicing compensation to which the Master Servicer may be
entitled pursuant to Section 3.10(a)(v) and (vi); provided that
for purposes
of this definition the amount of the Servicing Fee will not be
reduced pursuant to Section 7.02 except as may be required
pursuant
to the last sentence of such Section.
Converted Mortgage Loan: Any
Convertible Mortgage Loan with respect to which the interest rate
borne by such Mortgage Loan has been converted from an adjustable
interest rate to a fixed interest rate.
Convertible Mortgage Loan: Any
Mortgage Loan which by its terms grants to the related Mortgagor
the option to convert the
interest rate borne by such Mortgage Loan from an adjustable
interest rate to a fixed interest rate.
Converting Mortgage Loan: Any
Convertible Mortgage Loan with respect to which the related
Mortgagor has given notice of his
intent to convert from an adjustable interest rate to a fixed
interest rate and prior to the conversion of such Mortgage Loan.
Corporate Trust Office: The
principal office of the Trustee at which at any particular time
its corporate trust business
with respect to this Agreement shall be administered, which
office
at the date of the execution of this instrument is located at One
First National Plaza, Suite 0126, Chicago, Illinois 60670-0126,
Attention: Residential Funding Corporation Series 1995-S13.
Cumulative Insurance Payments:
As of any time of determination, the aggregate of all Insured
Payments previously made
by the Certificate Insurer under the Policy plus interest thereon
from the date such amount became due until paid in full, at a
rate of interest equal to the Late Payment Rate and in accordance
with Section 3.03(a) of the Insurance Agreement minus the
aggregate of all payments previously made to the Certificate
Insurer pursuant to Section 4.02 hereof as reimbursement for
Insured Payments.
Curtailment: Any Principal
Prepayment made by a ortgagor which is not a Principal
Prepayment in Full.
Custodial Account: The
custodial account or accounts
created and maintained pursuant to Section 3.07 in the name of a
depository institution, as custodian for the holders of the
Certificates and for the Certificate Insurer, for the holders of
certain other interests in mortgage loans serviced or sold by the
Master Servicer and for the Master Servicer, into which the
amounts
set forth in Section 3.07 shall be deposited directly. Any such
account or accounts shall be an Eligible Account.
Custodial Agreement: An
agreement that may be entered
into among the Company, the Master Servicer, the Trustee and a
Custodian in substantially the form of Exhibit E hereto.
Custodian: A custodian
appointed pursuant to a
Custodial Agreement and reasonably acceptable to the Certificate
Insurer. Norwest Bank Minnesota National Association is
acceptable to the Certificate Insurer.
Cut-off Date: August 1, 1995.
Cut-off Date Principal Balance:
As to any Mortgage Loan, the unpaid principal balance thereof at
the Cut-off Date after
giving effect to all installments of principal due on or prior
thereto, whether or not received.
Debt Service Reduction: With
respect to any Mortgage Loan, a reduction in the scheduled
Monthly Payment for such Mortgage
Loan by a court of competent jurisdiction in a proceeding under
the Bankruptcy Code, except such a reduction constituting a
Deficient Valuation or any reduction that results in a permanent
forgiveness of principal.
Deficiency Amount: With
respect to the Class A Certificates as of any Distribution Date
(i) any shortfall in
amounts available in the Certificate Account to pay interest for
the related Accrual Period on the Certificate Principal Balance
of the
Class A Certificates at the then applicable Pass-Through Rate,
net
of any Prepayment Interest Shortfalls, any interest shortfalls
relating to the Relief Act and any Interest Differential Amount
and
any interest accrued thereon allocated to the Class A
Certificates,
(ii) any Realized Loss allocated to the Class A Certificates and
(iii) following the purchase of all assets of the Trust Fund
pursuant to Section 9.01(a), any shortfall in the Available
Distribution Amount to pay amounts owed to the Holders of the
Class
A Certificates, net of any Interest Differential Amount or any
accrued interest thereon allocated to the Class A Certificates
pursuant to Section 9.01(c)(ii)(A).
Deficient Valuation: With
respect to any Mortgage Loan, a valuation by a court of competent
jurisdiction of the Mortgaged Property in an amount less than the
then outstanding indebtedness
under the Mortgage Loan, or any reduction in the amount of
principal
to be paid in connection with any scheduled Monthly Payment that
constitutes a permanent forgiveness of principal, which valuation
or reduction results from a proceeding under the Bankruptcy Code.
Definitive Certificate: Any
definitive, fully registered Certificate.
Deleted Mortgage Loan: A
Mortgage Loan replaced or to be replaced with a Qualified
Substitute Mortgage Loan.
Depository: The Depository
Trust Company, or any successor Depository hereafter named. The
nominee of the initial
Depository for purposes of registering those Certificates that
are
to be Book-Entry Certificates is Cede & Co. The Depository shall
at
all times be a "clearing corporation" as defined in Section
8-102(3)
of the Uniform Commercial Code of the State of New York and a
"clearing agency" registered pursuant to the provisions of
Section
17A of the Securities Exchange Act of 1934, as amended.
Depository Participant: A
broker, dealer, bank or other financial institution or other
Person for whom from time to time a
Depository effects book-entry transfers and pledges of securities
deposited with the Depository.
Destroyed Mortgage Note: A
Mortgage Note the original of which was permanently lost or
destroyed and has not been replaced.
Determination Date: With
respect to any Distribution Date, the 20th day (or if such 20th
day is not a Business Day, the
Business Day immediately following such 20th day) of the month in
which the related Distribution Date occurs.
Disqualified Organization: Any
organization defined as a "disqualified organization" under
Section 860E(e)(5) of the Code,
which includes any of the following: (i) the United States, any
State or political subdivision thereof, any possession of the
United
States, or any agency or instrumentality of any of the foregoing
(other than an instrumentality which is a corporation if all of
its
activities are subject to tax and, except for the FHLMC, a
majority
of its board of directors is not selected by such governmental
unit), (ii) a foreign government, any international organization,
or
any agency or instrumentality of any of the foregoing, (iii) any
organization (other than certain farmers' cooperatives described
in
Section 521 of the Code) which is exempt from the tax imposed by
Chapter 1 of the Code (including the tax imposed by Section 511
of
the Code on unrelated business taxable income), (iv) rural
electric
and telephone cooperatives described in Section 1381(a)(2)(C) of
the
Code and (v) any other Person so designated by the Trustee based
upon an Opinion of Counsel that the holding of an Ownership
Interest
in a Class R Certificate by such Person may cause the Trust Fund
or
any Person having an Ownership Interest in any Class of
Certificates
(other than such Person) to incur a liability for any federal tax
imposed under the Code that would not otherwise be imposed but
for
the Transfer of an Ownership Interest in a Class R Certificate to
such Person. The terms "United States," "State" and
"international
organization" shall have the meanings set forth in Section 7701
of the Code or successor provisions.
Distribution Date: The 25th
day of any month beginning in the month immediately following the
month of the initial issuance
of the Certificates or, if such 25th day is not a Business Day,
the Business Day immediately following such 25th day.
Due Date: With respect to any
Distribution Date, the first day of the month in which such
Distribution Date occurs.
Due Period: With respect to
any Distribution Date, the
period commencing on the second day of the month preceding the
month of such Distribution Date and ending on the related Due
Date.
Eligible Account: An account
that is any of the following: (i) maintained with a depository
institution the debt
obligations of which have been rated by each Rating Agency in its
highest rating available, or (ii) an account or accounts in a
depository institution in which such accounts are fully insured
to the limits established by the FDIC, provided that any deposits
not so insured shall, to the extent acceptable to each Rating
Agency, as
evidenced in writing, be maintained such that (as evidenced by an
Opinion of Counsel delivered to the Trustee and each Rating
Agency)
the registered Holders of Certificates have a claim with respect
to the funds in such account or a perfected first security
interest against any collateral (which shall be limited to
Permitted
Investments) securing such funds that is superior to claims of
any
other depositors or creditors of the depository institution with
which such account is maintained, or (iii) in the case of the
Custodial Account, either (A) a trust account or accounts
maintained
in the corporate trust department of The First National Bank of
Chicago or (B) an account or accounts maintained in the corporate
asset services department of The First National Bank of Chicago,
as
long as its short term debt obligations are rated P-1 (or the
equivalent) or better by each Rating Agency and its long term
debt
obligations are rated A2 (or the equivalent) or better, by each
Rating Agency, or (iv) in the case of the Certificate Account, a
trust account or accounts maintained in the corporate trust
division
of The First National Bank of Chicago, or (v) an account or
accounts
of a depository institution acceptable to each Rating Agency (as
evidenced in writing by each Rating Agency that use of any such
account as the Custodial Account or the Certificate Account will
not
reduce the rating assigned to any Class of Certificates by such
Rating Agency below the lower of the then-current rating or the
rating assigned to such Certificates as of the Closing Date by
such Rating Agency).
Event of Default: As defined
in Section 7.01.
Excess Bankruptcy Loss: Any
Bankruptcy Loss, or portion thereof, which exceeds the then
applicable Bankruptcy Amount.
Excess Fraud Loss: Any Fraud
Loss, or portion thereof, which exceeds the then applicable Fraud
Loss Amount.
Excess Special Hazard Loss:
Any Special Hazard Loss, or portion thereof, that exceeds the
then applicable Special Hazard
Amount.
Excess Spread: With respect to
each Distribution Date,
(i) the excess, if any, of (a) an amount equal to one month's
interest accrued on the Stated Principal Balance of the Mortgage
Loans at a rate equal to the weighted average, expressed as a
percentage, of the Net Mortgage Rates of all of the Mortgage
Loans
in the Trust Fund as of the Due Date in the month immediately
preceding the month in which such Distribution Date occurs,
weighted
on the basis of the respective Stated Principal Balances of such
Mortgage Loans, which Stated Principal Balances shall be the
Stated
Principal Balances of such Mortgage Loans at the close of
business
on the immediately preceding Distribution Date after giving
effect
to distributions thereon allocable to principal (or, in the case
of
the initial Distribution Date, at the close of business on the
Cut-
off Date), over (b) an amount equal to interest accrued on the
Class
A Certificates and Class B Certificates during the related
Accrual
Period at the then applicable Pass-Through Rate on the aggregate
Certificate Principal Balances thereof immediately prior to such
Distribution Date (or in the case of the first Distribution Date,
the Cut-off Date), calculated on the basis of a 360-day year and,
if
clause (i) or (ii) of the definition of Pass-Through Rate is used
with respect to such Distribution Date, the actual number of days
elapsed, or, if clause (iii) or (iv) of the definition of Pass-
Through Rate is used with respect to such Distribution Date, a
30-
day month, minus (ii) any amounts distributed with respect to
such
Distribution Date to the Certificates pursuant to Section
4.02(a)(x) and (xi).
Excess Subordinate Principal
Amount: With respect to any Distribution Date on which the
Certificate Principal Balance of
the most subordinate Class or Classes of Certificates (as
established in Section 4.05 hereof) then outstanding is to be
reduced to zero and on which Realized Losses are to be allocated
to
such Class or Classes, the amount, if any, by which (i) the
aggregate amount that would otherwise be distributable in respect
of
principal on such Class or Classes of Certificates on such
Distribution Date is greater than (ii) the excess, if any, of the
Certificate Principal Balance of such Class or Classes of
Certificates immediately prior to such Distribution Date over the
aggregate amount of Realized Losses to be allocated to such Class
or Classes of Certificates on such Distribution Date.
Extraordinary Events: Any of
the following conditions
with respect to a Mortgaged Property or Mortgage Loan causing or
resulting in a loss which causes the liquidation of such Mortgage
Loan:
(a) losses that are of a
type that would be covered by the fidelity bond and the errors
and omissions insurance policy required to be maintained
pursuant to Section 3.12(b) but are in excess of the coverage
maintained thereunder;
(b) nuclear reaction or
nuclear radiation or
radioactive contamination, all whether
controlled or
uncontrolled, and whether such loss be
direct or indirect,
proximate or remote or be in whole or
in part caused by,
contributed to or aggravated by a
peril covered by the
definition of the term "Special Hazard
Loss";
(c) hostile or warlike
action in time of peace or war,
including action in hindering,
combatting or defending
against an actual, impending or
expected attack:
1. by any government or
sovereign power, de jure
or de facto, or by any
authority maintaining or using
military, naval or air forces;
or
2. by military, naval or
air forces; or
3. by an agent of any such
government, power, authority or forces;
(d) any weapon of war
employing atomic fission or
radioactive force whether in time of
peace or war; or
(e) insurrection,
rebellion, revolution, civil war,
usurped power or action taken by
governmental authority in
hindering, combatting or defending
against such an
occurrence, seizure or destruction
under quarantine or
customs regulations, confiscation by
order of any government
or public authority; or risks of
contraband or illegal
transportation or trade.
Extraordinary Losses: Any loss
incurred on a Mortgage
Loan caused by or resulting from an Extraordinary Event.
FDIC: Federal Deposit
Insurance Corporation or any
successor thereto.
FHLMC: Federal Home Loan
Mortgage Corporation, a
corporate instrumentality of the United States created and
existing
under Title III of the Emergency Home Finance Act of 1970, as
amended, or any successor thereto.
Final Distribution Date: The
Distribution Date on which
the final distribution in respect of the Certificates will be
made
pursuant to Section 9.01, which Final Distribution Date shall in
no
event be later than the end of the 90-day liquidation period
described in Section 9.02.
Fitch: Fitch Investors
Service, Inc. or its successor
in interest.
FNMA: Federal National
Mortgage Association, a
federally chartered and privately owned corporation organized and
existing under the Federal National Mortgage Association Charter
Act, or any successor thereto.
Foreclosure Profits: As to any
Distribution Date or
related Determination Date and any Mortgage Loan, the excess, if
any, of Liquidation Proceeds, Insurance Proceeds and REO Proceeds
(net of all amounts reimbursable therefrom pursuant to Section
3.10(a)(ii)) in respect of each Mortgage Loan or REO Property for
which a Cash Liquidation or REO Disposition occurred in the
related
Prepayment Period over the sum of the unpaid principal balance of
such Mortgage Loan or REO Property (determined, in the case of an
REO Disposition, in accordance with Section 3.14) plus accrued
and
unpaid interest at the Mortgage Rate on such unpaid principal
balance from the Due Date to which interest was last paid by the
Mortgagor to the first day of the month following the month in
which
such Cash Liquidation or REO Disposition occurred.
Fraud Loss Amount: As of any
date of determination
after the Cut-off Date, an amount equal to: (X) prior to the
first
anniversary of the Cut-off Date an amount equal to 3.00% of the
aggregate outstanding principal balance of all of the Mortgage
Loans
as of the Cut-off Date minus the aggregate amount of Fraud Losses
allocated solely to one or more specific Classes of Certificates
in
accordance with Section 4.05 since the Cut-off Date up to such
date
of determination; (Y) from the first to the second anniversary of
the Cut-off Date, an amount equal to (1) the lesser of (a) the
Fraud
Loss Amount as of the most recent anniversary of the Cut-off Date
and (b) 2.00% of the aggregate outstanding principal balance of
all
of the Mortgage Loans as of the most recent anniversary of the
Cut-off Date minus (2) the Fraud Losses allocated solely to one
or
more specific Classes of Certificates in accordance with Section
4.05 since the most recent anniversary of the Cut-off Date up to
such date of determination; and (Z) from the second to the fifth
anniversary of the Cut-off Date, an amount equal to (1) the
lesser
of (a) the Fraud Loss Amount as of the most recent anniversary of
the Cut-off Date and (b) 1.00% of the aggregate outstanding
principal balance of all of the Mortgage Loans as of the most
recent
anniversary of the Cut-off Date minus (2) the Fraud Losses
allocated
solely to one or more specific Classes of Certificates in
accordance
with Section 4.05 since the most recent anniversary of the
Cut-off
Date up to such date of determination. On and after the fifth
anniversary of the Cut-off Date the Fraud Loss Amount shall be
zero.
The Fraud Loss Amount may be
further reduced by the
Master Servicer (including accelerating the manner in which such
coverage is reduced) provided that prior to any such reduction,
the
Master Servicer shall (i) obtain written approval from the
Certificate Insurer and written confirmation from each Rating
Agency
that such reduction shall not reduce the rating assigned to any
Class of Certificates by such Rating Agency below the lower of
the
then-current rating or the rating assigned to such Certificates
as
of the Closing Date by such Rating Agency and (ii) provide a copy
of such written confirmation to the Trustee and the Certificate
Insurer.
Fraud Losses: Losses on
Mortgage Loans as to which there was fraud in the origination of
such Mortgage Loan.
Gross Margin: As to each
Mortgage Loan, the fixed
percentage set forth in the related Mortgage Note and indicated
in
Exhibit E hereto as the "NOTE MARGIN," which percentage is added
to
the Index on each Adjustment Date to determine (subject to
rounding
in accordance with the related Mortgage Note, the Periodic Cap,
the
Maximum Interest Rate and the Minimum Interest Rate) the interest
rate to be borne by such Mortgage Loan until the next Adjustment
Date.
Independent: When used with
respect to any specified
Person, means such a Person who (i) is in fact independent of the
Company, the Master Servicer and the Trustee, or any Affiliate
thereof, (ii) does not have any direct financial interest or any
material indirect financial interest in the Company, the Master
Servicer or the Trustee or in an Affiliate thereof, and (iii) is
not
connected with the Company, the Master Servicer or the Trustee as
an
officer, employee, promoter, underwriter, trustee, partner,
director
or person performing similar functions.
Index: With respect to any
Mortgage Loan and as to any
Adjustment Date therefor, one of the following: (i) a per annum
rate
equal to an average of interbank offered rates for six-month U.S.
dollar-denominated deposits in the London market based on
quotations
of major banks, as published by FNMA and as most recently
available
as of the date specified in the related Mortgage Note, (ii) a per
annum rate equal to an average of interbank offered rates for
six-
month U.S. dollar-denominated deposits in the London market based
on
quotations of major banks, as published in The Wall Street
Journal
and as most recently available as of the date specified in the
related Mortgage Note, (iii) a per annum rate equal to the figure
derived from the average weekly quoted yield on U.S. Treasury
securities adjusted to a constant maturity of one year as
published
in the Federal Reserve Statistical Release H.15(519) and as most
recently available as of the date specified in the related
Mortgage
Note; and (iv) a per annum rate equal to the figure derived from
the
daily bank prime loan rates as reported in the Federal Reserve
Statistical Release H.15(519) and as most recently available as
of
the date specified in the related Mortgage Note or, in each such
case, in the event that any such index is no longer available, an
index selected by the Master Servicer and reasonably acceptable
to
the Trustee that is based on comparable information.
Initial Certificate Principal
Balance: With respect to
each Class of Certificates, the Certificate Principal Balance of
such Class of Certificates as of the Cut-off Date as set forth in
the Preliminary Statement hereto.
Insurance Account: The account
or accounts created and
maintained pursuant to Section 4.08, which shall be entitled "The
First National Bank of Chicago, as trustee, in trust for the
registered holders of Residential Funding Mortgage Securities I,
Inc., Mortgage Pass-Through Certificates, Series 1995-S13, Class
A",
and which must be an Eligible Account.
Insurance Agreement: The
Insurance Agreement, dated as
of August 1, 1995, among the Master Servicer, the Company, the
Trustee and the Certificate Insurer relating to the Policy.
Insurance Proceeds: Proceeds
paid in respect of the
Mortgage Loans pursuant to any Primary Insurance Policy or any
other related insurance policy (excluding the Policy) covering a
Mortgage Loan, to the extent such proceeds are payable to the
mortgagee under the Mortgage, any Subservicer, the Master
Servicer or the Trustee
and are not applied to the restoration of the related Mortgaged
Property or released to the Mortgagor in accordance with the
procedures that the Master Servicer would follow in servicing
mortgage loans held for its own account.
Insured Payment: With respect
to the Class A Certificates, as of any Distribution Date the
Deficiency Amount, if any, for such Distribution Date.
Insurer: Any named insurer
under any Primary Insurance Policy or any successor thereto or
the named insurer in any replacement policy.
Interest Determination Date:
With respect to any Accrual Period, the second London Business
Day preceding the commencement of such Accrual Period.
Interest Differential Amount:
With respect to each Distribution Date, the excess, if any, of
(a) an amount equal to
interest accrued on the Class A Certificates and Class B
Certificates during the related Accrual Period at the then
applicable Pass-Through Rate on the aggregate Certificate
Principal
Balances thereof immediately prior to such Distribution Date (or
in
the case of the first Distribution Date, the Cut-off Date),
calculated on the basis of a 360-day year and, if clause (i) or
(ii)
of the definition of Pass-Through Rate is used with respect to
such
Distribution Date, the actual number of days elapsed, or, if
clause
(iii) or (iv) of the definition of Pass-Through Rate is used with
respect to such Distribution Date, a 30-day month, over (b) an
amount equal to one month's interest accrued on the Stated
Principal
Balance of the Mortgage Loans at a rate equal to the weighted
average, expressed as a percentage, of the Net Mortgage Rates of
all
of the Mortgage Loans in the Trust Fund as of the Due Date in the
month immediately preceding the month in which such Distribution
Date occurs, weighted on the basis of the respective Stated
Principal Balances of such Mortgage Loans, which Stated Principal
Balances shall be the Stated Principal Balances of such Mortgage
Loans at the close of business on the immediately preceding
Distribution Date after giving effect to distributions thereon
allocable to principal (or, in the case of the initial
Distribution
Date, at the close of business on the Cut-off Date).
Late Collections: With respect
to any Mortgage Loan, all amounts received during any Due Period,
whether as late payments of Monthly Payments or as Insurance
Proceeds, Liquidation Proceeds or otherwise, which represent late
payments or collections of Monthly Payments due but delinquent
for a previous Due Period and not previously recovered.
Late Payment Rate: As defined in the Insurance Agreement.
LIBOR: With respect to any
Accrual Period, the rate determined by the Trustee on the related
Interest Determination Date
on the basis of the offered rates of the Reference Banks for one-
month U.S. dollar deposits, as such rates appear on the Reuters
Screen LIBO Page, as of 11:00 a.m. (London time) on such Interest
Determination Date. On each Interest Determination Date, LIBOR
for
the related Accrual Period will be established by the Trustee as
follows:
(i) If on such Interest
Determination Date two or more
Reference Banks provide such
offered quotations, LIBOR
for the related Accrual Period
shall be the arithmetic
mean of such offered quotations
(rounded upwards if
necessary to the nearest whole
multiple of 0.0625%).
(ii) If on such Interest
Determination Date fewer than
two Reference Banks provide
such offered
quotations, LIBOR for the
related Accrual Period
shall be the higher of (i)
LIBOR as determined on
the previous Interest
Determination Date and (ii)
the Reserve Interest Rate.
Liquidation Proceeds: Amounts
(other than Insurance Proceeds) received by the Master Servicer
in connection with the
taking of an entire Mortgaged Property by exercise of the power
of eminent domain or condemnation or in connection with the
liquidation
of a defaulted Mortgage Loan through trustee's sale, foreclosure
sale or otherwise, other than REO Proceeds.
Loan-to-Value Ratio: As of any
date, the fraction, expressed as a percentage, the numerator of
which is the current principal balance of the related Mortgage
Loan at the date of
determination and the denominator of which is the Appraised Value
of the related Mortgaged Property.
London Business Day: Any day
in which banks in the City of London are open and conducting
transactions in U.S. dollars.
Maturity Date: The latest
possible maturity date, solely for purposes of Section
1.860G-1(a)(4)(iii) of the Treasury
Regulations, by which the Certificate Principal Balance of each
Class of Certificates representing a regular interest in the
REMIC
would be reduced to zero, which is August 25, 2025, which is the
Distribution Date immediately following the latest scheduled
maturity date of any Mortgage Loan.
Maximum Interest Rate: As to
any Mortgage Loan, the maximum interest rate that may be borne by
such Mortgage Loan as set
forth in the related Mortgage Note and indicated in Exhibit E
hereto
as the "NOTE CEILING," which rate may be applicable to such
Mortgage
Loan at any time during the life of such Mortgage Loan.
Maximum Net Interest Rate: As
to any Mortgage Loan, the
Maximum Interest Rate minus the sum of the per annum rate at
which
the related Subservicing Fee and Servicing Fee accrue and the
Certificate Insurer Premium Rate.
Minimum Interest Rate: As to
any Mortgage Loan, the
greater of (i) the Gross Margin and (ii) the rate indicated in
Exhibit E hereto as the "NOTE FLOOR", which rate may be
applicable
to such Mortgage Loan at any time during the life of such
Mortgage
Loan.
Monthly Payment: With respect
to any Mortgage Loan
(including any REO Property) and any Due Date, the payment of
principal and interest due thereon in accordance with the
amortization schedule at the time applicable thereto (after
adjustment, if any, for Curtailments and for Deficient Valuations
occurring prior to such Due Date but before any adjustment to
such
amortization schedule by reason of any bankruptcy, other than a
Deficient Valuation, or similar proceeding or any moratorium or
similar waiver or grace period).
Moody's: Moody's Investors
Service, Inc., or its successor in interest.
Mortgage: The mortgage, deed
of trust or other comparable instrument creating a first lien on
an estate in fee simple or leasehold interest in real property
securing a Mortgage Note.
Mortgage File: The mortgage
documents listed in Section 2.01 pertaining to a particular
Mortgage Loan and any additional
documents required to be added to the Mortgage File pursuant to
this Agreement.
Mortgage Loan Schedule: The
list of the Mortgage Loans attached hereto as Exhibit E (as
amended from time to time to reflect the addition of Qualified
Substitute Mortgage Loans), which
list shall set forth at a minimum the following information as to
each Mortgage Loan:
(i) the Mortgage Loan
identifying number ("RFC LOAN #");
(ii) the street address of
the Mortgaged Property
including state and zip code ("ADDRESS");
(iii) the maturity of the
Mortgage Note ("MATURITY DT");
(iv) the Mortgage Rate as of
the Cut-off Date ("CURR RATE");
(v) the Adjusted Mortgage
Rate as of the Cut-off Date ("CURR NET");
(vi) the Net Mortgage Rate
as of the Cut-off Date ("NET
MTG RT");
(vii) the scheduled monthly
payment of principal, if
any, and interest as of the Cut-off Date ("CURRENT P & I");
(viii) the Cut-off Date
Principal Balance
("PRINCIPAL BAL");
(ix) the Loan-to-Value Ratio
at origination ("LTV");
(x) the rate at which the
Subservicing Fee accrues as
of the Cut-off Date("SUBSERV FEE");
(xi) the Maximum Interest
Rate ("NOTE CEILING");
(xii) the maximum Net
Mortgage Rate ("MAX NET MTG RT");
(xiii) the maximum subservicer
pass-through rate
("NET CEILING");
(xiv) the Gross Margin ("NOTE
MARGIN");
(xv) the first Adjustment
Date after the Cut-off Date
("NXT INT CHG DT");
(xvi) the Periodic Cap
("PERIODIC DECR" or "PERIODIC
INCR");
(xvii) the rounding of the
adjustment to the
Mortgage Rate ("NOTE METHOD");
(xviii) a code "T", "BT" or
"CT" under the column
"LN FEATURE," indicating that the Mortgage Loan is secured by a
second or vacation residence (the absence of any such code means
the
Mortgage Loan is secured by a first residence);
(xix) a code "N" under the
column "OCCP CODE",
indicating that the Mortgage Loan is secured by a non-owner
occupied
residence (the absence of any such code means the Mortgage Loan
is
secured by an owner occupied residence); and
(xx) with respect to each
Mortgage Loan with a Minimum
Interest Rate greater than the related Gross Margin, the Minimum
Interest Rate ("NOTE FLOOR").
Such schedule may consist of multiple reports that collectively
set
forth all of the information requested.
Mortgage Loans: Such of the
mortgage loans transferred
and assigned to the Trustee pursuant to Section 2.01 as from time
to
time are held or deemed to be held as a part of the Trust Fund,
the
Mortgage Loans originally so held being identified in the initial
Mortgage Loan Schedule, and Qualified Substitute Mortgage Loans
held
or deemed held as part of the Trust Fund including, without
limitation, each related Mortgage Note, Mortgage and Mortgage
File
and all rights appertaining thereto, or any REO Property related
thereto, if the context so requires.
Mortgage Note: The originally
executed note or other
evidence of indebtedness evidencing the indebtedness of a
Mortgagor
under a Mortgage Loan, together with any modification thereto.
Mortgage Rate: As to any
Mortgage Loan, the interest
rate borne by the related Mortgage Note, or any modification
thereto. The Mortgage Rate will adjust quarterly or semi-annually
on
the Adjustment Date to a rate equal the sum (rounded to the
nearest
multiple of one-eighth of one percent (0.125%) except in the case
of
11.4% of the Mortgage Loans, by initial Stated Principal Balance
which round up to the nearest multiple of 0.125% and 7.5% of the
Mortgage Loans, by initial Stated Principal Balance which do not
round and are indicated by an "X" on Exhibit E hereto under the
heading "NOTE METHOD"), of the related Index plus the Gross
Margin,
in each case subject to the applicable Periodic Cap, Maximum
Mortgage Rate and Minimum Mortgage Rate.
Mortgaged Property: The
underlying real property
securing a Mortgage Loan.
Mortgagor: The obligor on a
Mortgage Note.
Net Mortgage Rate: With
respect to each Mortgage Loan
and each Due Date occurring on or prior to the first Adjustment
Date
for such Mortgage Loan occurring after the Cut-off Date, the rate
designated as the "NET MTG RT" for such Mortgage Loan on Exhibit
E
hereto. With respect to each Mortgage Loan and each Due Date
occurring after each Adjustment Date, a rate equal to the
Adjusted
Mortgage Rate minus the sum of the per annum rate at which the
Servicing Fee accrues and the Certificate Insurer Premium Rate;
provided that (i) the Net Mortgage Rate becoming effective on any
Adjustment Date shall not be greater or less than the Net
Mortgage
Rate immediately prior to such Adjustment Date plus or minus the
Periodic Cap applicable to such Mortgage Loan, (ii) the Net
Mortgage
Rate shall not exceed a rate equal to the rate per annum
indicated
on Exhibit E hereto as the "MAX NET MTG RT" for such Mortgage
Loan.
With respect to each Converted Mortgage Loan, the Net Mortgage
Rate
on each such Converted Mortgage Loan would equal the Mortgage
Rate
thereon less 0.4464% per annum.
Non-Primary Residence Loans:
The Mortgage Loans
designated as secured by second or vacation residences, or by
non-
owner occupied residences, on the Mortgage Loan Schedule.
Non-United States Person: Any
Person other than a
United States Person.
Nonrecoverable Advance: Any
Advance previously made or
proposed to be made by the Master Servicer in respect of a
Mortgage
Loan (other than a Deleted Mortgage Loan) which, in the good
faith
judgment of the Master Servicer, will not, or, in the case of a
proposed Advance, would not, be ultimately recoverable by the
Master
Servicer from related Late Collections, Insurance Proceeds,
Liquidation Proceeds, REO Proceeds or amounts reimbursable to the
Master Servicer pursuant to Section 4.02(a) hereof.
Nonsubserviced Mortgage Loan:
Any Mortgage Loan that,
at the time of reference thereto, is not subject to a
Subservicing
Agreement.
Officers' Certificate: A
certificate signed by the
Chairman of the Board, the President or a Vice President or
Assistant Vice President, and by the Treasurer, the Director, the
Secretary, or one of the Assistant Treasurers or Assistant
Secretaries of the Company or the Master Servicer, as the case
may
be, and delivered to the Trustee and the Certificate Insurer, as
required by this Agreement.
Opinion of Counsel: A written
opinion of counsel
acceptable to the Trustee and the Master Servicer, and reasonably
acceptable to the Certificate Insurer, who may be counsel for the
Company or the Master Servicer, provided that any opinion of
counsel
(i) referred to in the definition of "Disqualified Organization"
or
(ii) relating to the qualification of the Trust Fund as a REMIC
or
compliance with the REMIC Provisions must, unless otherwise
specified, be an opinion of Independent counsel.
Original Senior Percentage:
97.00%, which is the
fraction, expressed as a percentage, the numerator of which is
the
aggregate Initial Certificate Principal Balance of the Class A
Certificates and the denominator of which is the aggregate
Initial
Certificate Principal Balance of all of the Certificates.
Outstanding Mortgage Loan: As
to any Due Date, a
Mortgage Loan (including an REO Property) which was not the
subject
of a Principal Prepayment in Full, Cash Liquidation or REO
Disposition and which was not purchased, deleted or substituted
for
prior to such Due Date pursuant to Section 2.02, 2.03, 2.04 or
4.07.
Ownership Interest: As to any
Certificate, any
ownership or security interest in such Certificate, including any
interest in such Certificate as the Holder thereof and any other
interest therein, whether direct or indirect, legal or
beneficial,
as owner or as pledgee.
Pass-Through Rate: With
respect to the initial
Distribution Date, the Pass-Through Rate on the Class A
Certificates
is equal to 6.395% per annum. With respect to the Class A
Certificates and any Distribution Date thereafter, a rate equal
to
the least of: (i) LIBOR plus 0.52% per annum; (ii) 10.52% per
annum; (iii) the weighted average of the Maximum Net Interest
Rates
on the Mortgage Loans as of the Due Date in the month immediately
preceding the month in which such Distribution Date occurs,
weighted
on the basis of the respective Stated Principal Balances of such
Mortgage Loans, which Stated Principal Balances shall be the
Stated
Principal Balances of such Mortgage Loans at the close of
business
on the immediately preceding Distribution Date after giving
effect
to distributions thereon allocable to principal (or, in the case
of
the initial Distribution Date, at the close of business on the
Cut-
off Date); and (iv) if during the preceding calendar month the
Trust
Fund included any Converted Mortgage Loan as a result of the
breach
by the applicable Subservicer of its obligation to purchase such
Mortgage Loan and the failure of the Master Servicer to purchase
such Mortgage Loan pursuant to Section 3.21, and if the payment
with
respect to such Mortgage Loan during such calendar month is based
on
the converted fixed rate, the weighted average of the Net
Mortgage
Rates on the Mortgage Loans as of the Due Date in the month
immediately preceding the month in which such Distribution Date
occurs, weighted on the basis of the respective Stated Principal
Balances of such Mortgage Loans, which Stated Principal Balances
shall be the Stated Principal Balances of such Mortgage Loans at
the
close of business on the immediately preceding Distribution Date
after giving effect to distributions thereon allocable to
principal
(or, in the case of the initial Distribution Date, at the close
of
business on the Cut-off Date). With respect to the initial
Distribution Date, the Pass-Through Rate on the Class B
Certificates
is equal to 7.375% per annum. With respect to the Class B
Certificates and any Distribution Date thereafter, a rate equal
to
the least of: (i) LIBOR plus 1.50% per annum; (ii) 10.52% per
annum; (iii) the weighted average of the Maximum Net Interest
Rates
on the Mortgage Loans as of the Due Date in the month immediately
preceding the month in which such Distribution Date occurs,
weighted
on the basis of the respective Stated Principal Balances of such
Mortgage Loans, which Stated Principal Balances shall be the
Stated
Principal Balances of such Mortgage Loans at the close of
business
on the immediately preceding Distribution Date after giving
effect
to distributions thereon allocable to principal (or, in the case
of
the initial Distribution Date, at the close of business on the
Cut-
off Date); and (iv) if during the preceding calendar month the
Trust
Fund included any Converted Mortgage Loan as a result of the
breach
by the applicable Subservicer of its obligation to purchase such
Mortgage Loan and the failure of the Master Servicer to purchase
such Mortgage Loan pursuant to Section 3.21, and if the payment
with
respect to such Mortgage Loan during such calendar month is based
on
the converted fixed rate, the weighted average of the Net
Mortgage
Rates on the Mortgage Loans as of the Due Date in the month
immediately preceding the month in which such Distribution Date
occurs, weighted on the basis of the respective Stated Principal
Balances of such Mortgage Loans, which Stated Principal Balances
shall be the Stated Principal Balances of such Mortgage Loans at
the
close of business on the immediately preceding Distribution Date
after giving effect to distributions thereon allocable to
principal
(or, in the case of the initial Distribution Date, at the close
of
business on the Cut-off Date). The Class R Certificates do not
have a Pass-Through Rate.
Paying Agent: The First
National Bank of Chicago or any
successor Paying Agent appointed by the Trustee.
Percentage Interest: With
respect to any Certificate
(other than a Class R Certificate), the undivided percentage
ownership interest in the related Class evidenced by such
Certificate, which percentage ownership interest shall be equal
to
the Initial Certificate Principal Balance thereof divided by the
aggregate Initial Certificate Principal Balance of all of the
Certificates of the same Class. With respect to a Class R
Certificate, the interest in distributions to be made with
respect
to such Class evidenced thereby, expressed as a percentage, as
stated on the face of each such Certificate.
Periodic Cap: With respect to
each Mortgage Loan (with
the exception of three Mortgage Loans, which do not have a
periodic
rate cap), the periodic rate cap which limits the increase or the
decrease of the related Mortgage Rate on any Adjustment Date.
Permitted Investments: One or
more of the following:
(i) obligations of or guaranteed
as to principal and
interest by the United States or any
agency or
instrumentality thereof when such
obligations are backed by
the full faith and credit of the
United States;
(ii) repurchase agreements on
obligations specified in
clause (i) maturing not more than one
month from the date of
acquisition thereof, provided that the
unsecured obligations
of the party agreeing to repurchase
such obligations are at
the time rated by each Rating Agency
in its highest short-
term rating available;
(iii) federal funds, certificates
of deposit, demand
deposits, time deposits and bankers'
acceptances (which
shall each have an original maturity
of not more than 90
days and, in the case of bankers'
acceptances, shall in no
event have an original maturity of
more than 365 days or a
remaining maturity of more than 30
days) denominated in
United States dollars of any U.S.
depository institution or
trust company incorporated under the
laws of the United
States or any state thereof or of any
domestic branch of a
foreign depository institution or
trust company; provided
that the debt obligations of such
depository institution or
trust company (or, if the only Rating
Agency is Standard &
Poor's, in the case of the principal
depository institution
in a depository institution holding
company, debt
obligations of the depository
institution holding company)
at the date of acquisition thereof
have been rated by each
Rating Agency in its highest
short-term rating available;
and provided further that, if the only
Rating Agency is
Standard & Poor's and if the
depository or trust company is
a principal subsidiary of a bank
holding company and the
debt obligations of such subsidiary
are not separately
rated, the applicable rating shall be
that of the bank
holding company; and, provided further
that, if the original
maturity of such short-term
obligations of a domestic branch
of a foreign depository institution or
trust company shall
exceed 30 days, the short-term rating
of such institution
shall be A-1+ in the case of Standard
& Poor's if Standard
& Poor's is the Rating Agency;
(iv) commercial paper (having
original maturities of
not more than 365 days) of any
corporation incorporated
under the laws of the United States or
any state thereof
which on the date of acquisition has
been rated by each
Rating Agency in its highest
short-term rating available;
provided that such commercial paper
shall have a remaining
maturity of not more than 30 days;
(v) a money market fund or a
qualified investment fund
rated by each Rating Agency in its
highest rating available;
and
(vi) other obligations or
securities that are
acceptable to the Certificate Insurer
and each Rating Agency
as a Permitted Investment hereunder
and will not reduce the
rating assigned to any Class of
Certificates by such Rating
Agency below the lower of the
then-current rating or the
rating assigned to such Certificates
as of the Closing Date
by such Rating Agency, as evidenced in
writing;
provided, however, that no instrument shall be a Permitted
Investment if it represents, either (1) the right to receive only
interest payments with respect to the underlying debt instrument
or
(2) the right to receive both principal and interest payments
derived from obligations underlying such instrument and the
principal and interest payments with respect to such instrument
provide a yield to maturity greater than 120% of the yield to
maturity at par of such underlying obligations. References
herein
to the highest rating available on unsecured long-term debt shall
mean AAA in the case of Standard & Poor's and Fitch and Aaa in
the
case of Moody's, and references herein to the highest rating
available on unsecured commercial paper and short-term debt
obligations shall mean the following: A-1 in the case of Standard
&
Poor's, P-1 in the case of Moody's, either A-1 by Standard &
Poor's,
P-1 by Moody's or F-1 by Fitch in the case of Fitch.
Permitted Transferee: Any
Transferee of a Class R
Certificate, other than a Disqualified Organization or Non-United
States Person.
Person: Any individual,
corporation, limited liability
company, partnership, joint venture, association, joint-stock
company, trust, unincorporated organization or government or any
agency or political subdivision thereof.
Policy: The Certificate
Guaranty Insurance Policy
No. 604850 issued by the Certificate Insurer in respect of the
Class A Certificates, a copy of which is attached hereto as
Exhibit O.
Pool Stated Principal Balance:
As to any date of
determination, the aggregate of the Stated Principal Balances of
each Mortgage Loan that was an Outstanding Mortgage Loan on the
Due
Date in the month preceding the month of such date of
determination.
Prepayment Assumption: A
prepayment assumption of 18%
CPR of the constant prepayment rate, used for determining the
accrual of original issue discount and premium and market
discount
on the Certificates for federal income tax purposes. The
constant
prepayment rate assumes that the stated percentage of the
outstanding principal balance of the pool is prepaid over the
course
of a year.
Prepayment Distribution
Percentage: With respect to any
Distribution Date and each Class of Class B Certificates, under
the
applicable circumstances set forth below, the respective
percentages
set forth below:
(i) For any Distribution Date:
(a) in the case of the Class of
Class B Certificates then
outstanding with the lowest
numerical designation and each
other Class of Class B
Certificates for which the
related Prepayment Distribution
Trigger has been satisfied, a
fraction, expressed as a
percentage, the numerator of
which is the Certificate
Principal Balance of such Class
immediately prior to such date
and the denominator of which is
the sum of the Certificate
Principal Balances immediately
prior to such date of
(1) the
Class of Class B Certificates
then outstanding with the
lowest numerical designation
and (2) all other Classes of
Class B Certificates for which
the respective Prepayment
Distribution Triggers have been
satisfied; and
b) in the case of each other Class
of Class B Certificates for
which the Prepayment
Distribution Triggers have not
beensatisfied, 0%.
ii) Notwithstanding the foregoing,
if the
application of the foregoing
percentages on any Distribution
Date as provided in
Section 4.02 (determined without
regard to the proviso to the
definition of
(Subordinate Principal Distribution
Amount") would result in a
distribution in respect of
principal of any Class or
Classes of Class B Certificates in an
amount greater than the remaining
Certificate Principal Balance thereof (any
such class, a "Maturing Class"), then: (a)
the Prepayment Distribution Percentage of
each Maturing Class shall be reduced to a
level that, when applied as described
above, would exactly reduce the Certificate
Principal Balance of such Class to zero;
(b) the Prepayment Distribution Percentage
of each other Class of Class B Certificates
(any such Class, a "Non-Maturing Class")
shall be recalculated in accordance with
the provisions in paragraph (i) above, as
if the Certificate Principal Balance of
each Maturing Class had been reduced to
zero (such percentage as recalculated, the
"Recalculated Percentage"); (c) the total
amount of the reductions in the Prepayment
Distribution Percentages of the Maturing
Class or Classes pursuant to clause (a) of
this sentence, expressed as an aggregate
percentage, shall be allocated among the
Non-Maturing Classes in proportion to their
respective Recalculated Percentages (the
portion of such aggregate reduction so
allocated to any Non-Maturing Class, the
"Adjustment Percentage"); and (d) for
purposes of such Distribution Date, the
Prepayment Distribution Percentage of each
Non-Maturing Class shall be equal to the
sum of (1) the Prepayment Distribution
Percentage thereof, calculated in
accordance with the provisions in paragraph
(ii) above as if the Certificate Principal
Balance of each Maturing Class had not been
reduced to zero,plus (2) the related
Adjustment Percentage.
Prepayment Distribution
Trigger: The Class B-2
Prepayment Distribution Trigger or Class B-3 Prepayment
Distribution
Trigger.
Prepayment Interest Shortfall:
As to any Distribution
Date and any Mortgage Loan (other than a Mortgage Loan relating
to
an REO Property) that was the subject of (a) a Principal
Prepayment
in Full during the related Prepayment Period, an amount equal to
the
excess of one month's interest at the Net Mortgage Rate on the
Stated Principal Balance of such Mortgage Loan over the amount of
interest (adjusted to the Net Mortgage Rate) paid by the
Mortgagor
for such Prepayment Period to the date of such Principal
Prepayment
in Full or (b) a Curtailment during the prior calendar month, an
amount equal to one month's interest at the Net Mortgage Rate on
the
amount of such Curtailment.
Prepayment Period: As to any
Distribution Date, the
calendar month preceding the month of distribution.
Primary Insurance Policy: Each
primary policy of
mortgage guaranty insurance or any replacement policy therefor
referred to in Section 2.03(b)(iv) and (v).
Principal Prepayment: Any
payment of principal or other
recovery on a Mortgage Loan, including a recovery that takes the
form of Liquidation Proceeds or Insurance Proceeds, which is
received in advance of its scheduled Due Date and is not
accompanied
by an amount as to interest representing scheduled interest on
such
payment due on any date or dates in any month or months
subsequent
to the month of prepayment.
Principal Prepayment in Full:
Any Principal Prepayment
made by a Mortgagor of the entire principal balance of a Mortgage
Loan.
Program Guide: Collectively,
the Seller Guide and the
Servicer Guide for Residential Funding's mortgage loan purchase
and
conduit servicing program and all supplements and amendments
thereto
published by Residential Funding from time to time.
Purchase Price: With respect
to any Mortgage Loan (or
related REO Property) required to be purchased on any date
pursuant
to Section 2.02, 2.03, 2.04 or 4.07, an amount equal to the sum
of
(i) 100% of the Stated Principal Balance thereof plus the
principal
portion of any related unreimbursed Advances and (ii) unpaid
accrued
interest at the Adjusted Mortgage Rate (or at the Net Mortgage
Rate
plus a rate per annum equal to the Certificate Insurer Premium
Rate
in the case of a purchase made by the Master Servicer) on the
Stated
Principal Balance thereof to the first day of the month following
the month of purchase from the Due Date to which interest was
last
paid by the Mortgagor.
Qualified Substitute Mortgage
Loan: A Mortgage Loan
substituted by Residential Funding or the Company for a Deleted
Mortgage Loan which must, on the date of such substitution, as
confirmed in an Officers' Certificate delivered to the Trustee,
(i)
have an outstanding principal balance, after deduction of the
principal portion of the monthly payment due in the month of
substitution (or in the case of a substitution of more than one
Mortgage Loan for a Deleted Mortgage Loan, an aggregate
outstanding
principal balance, after such deduction), not in excess of the
Stated Principal Balance of the Deleted Mortgage Loan (the amount
of
any shortfall to be deposited by Residential Funding, in the
Custodial Account in the month of substitution); (ii) have a
Mortgage Rate and a Net Mortgage Rate no lower than and not more
than 1% per annum higher than the Mortgage Rate and Net Mortgage
Rate, respectively, of the Deleted Mortgage Loan as of the date
of
substitution; (iii) have a Loan-to-Value Ratio at the time of
substitution no higher than that of the Deleted Mortgage Loan at
the
time of substitution; (iv) have a remaining term to stated
maturity
not greater than (and not more than one year less than) that of
the
Deleted Mortgage Loan; (v) have a Gross Margin and Net Note
Margin
not less than that of the Deleted Mortgage Loan; (vi) have a
Periodic Rate Cap that is equal to that of the Deleted Mortgage
Loan; (vii) have a next Adjustment Date no later than that of the
Deleted Mortgage Loan; and (viii) comply with each representation
and warranty set forth in Sections 2.03 and 2.04 hereof and
Section
4 of the Assignment Agreement.
Rating Agency: Standard &
Poor's and Moody's, with
respect to the Class A Certificates, and Moody's, with respect to
the Class B-1 and Class B-2 Certificates. If either agency or a
successor is no longer in existence, "Rating Agency" shall be
such
statistical credit rating agency, or other comparable Person,
designated by the Company and the Certificate Insurer, notice of
which designation shall be given to the Trustee and the Master
Servicer.
Realized Loss: With respect to
each Mortgage Loan (or
REO Property) as to which a Cash Liquidation or REO Disposition
has
occurred, an amount (not less than zero) equal to (i) the Stated
Principal Balance of the Mortgage Loan (or REO Property) as of
the
date of Cash Liquidation or REO Disposition, plus (ii) interest
(and
REO Imputed Interest, if any) at the Net Mortgage Rate from the
Due
Date as to which interest was last paid or advanced to
Certificateholders up to the last day of the month in which the
Cash
Liquidation (or REO Disposition) occurred on the Stated Principal
Balance of such Mortgage Loan (or REO Property) outstanding
during
each Due Period that such interest was not paid or advanced,
minus
(iii) the proceeds, if any, received during the month in which
such
Cash Liquidation (or REO Disposition) occurred, to the extent
applied as recoveries of interest at the Net Mortgage Rate and to
principal of the Mortgage Loan, net of the portion thereof
reimbursable to the Master Servicer or any Subservicer with
respect
to related Advances or expenses as to which the Master Servicer
or
Subservicer is entitled to reimbursement thereunder but which
have
not been previously reimbursed. With respect to each Mortgage
Loan
which has become the subject of a Deficient Valuation, the
difference between the principal balance of the Mortgage Loan
outstanding immediately prior to such Deficient Valuation and the
principal balance of the Mortgage Loan as reduced by the
Deficient
Valuation. With respect to each Mortgage Loan which has become
the
object of a Debt Service Reduction, the amount of such Debt
Service
Reduction.
Record Date: With respect to
each Distribution Date,
the close of business on the last Business Day of the month next
preceding the month in which the related Distribution Date
occurs.
Reference Banks: Bankers Trust
Company, Barclay's Bank
PLC, The Bank of Tokyo and National Westminster Bank PLC and
their
successors in interest; provided that if any of the foregoing
banks
are not suitable to serve as a Reference Bank, then any leading
banks selected by the Trustee which are engaged in transactions
in
Eurodollar deposits in the international Eurocurrency market (i)
with an established place of business in London, (ii) not
controlling, under the control of or under common control with
the
Company or any Affiliate thereof, (iii) whose quotations appear
on
the Reuters Screen LIBO Page on the relevant Interest
Determination
Date and (iv) which have been designated as such by the Trustee.
Regular Certificate: Any of
the Certificates other than a Class R Certificate.
Relief Act: The Soldiers' and
Sailors' Civil Relief Act of 1940, as amended.
REMIC: A "real estate mortgage
investment conduit" within the meaning of Section 860D of the
Code.
REMIC Provisions: Provisions
of the federal income tax
law relating to real estate mortgage investment conduits, which
appear at Sections 860A through 860G of Subchapter M of Chapter 1
of
the Code, and related provisions, and temporary and final
regulations (or, to the extent not inconsistent with such
temporary
or final regulations, proposed regulations) and published
rulings,
notices and announcements promulgated thereunder, as the
foregoing
may be in effect from time to time.
REO Acquisition: The
acquisition by the Master Servicer
on behalf of the Trustee for the benefit of the
Certificateholders
of any REO Property pursuant to Section 3.14.
REO Disposition: As to any REO
Property, a
determination by the Master Servicer that it has received all
Insurance Proceeds, Liquidation Proceeds, REO Proceeds and other
payments and recoveries (including proceeds of a final sale)
which
the Master Servicer expects to be finally recoverable from the
sale
or other disposition of the REO Property.
REO Imputed Interest: As to
any REO Property, for any
period, an amount equivalent to interest (at the Net Mortgage
Rate
that would have been applicable to the related Mortgage Loan had
it
been outstanding) on the unpaid principal balance of the Mortgage
Loan as of the date of acquisition thereof for such period.
REO Proceeds: Proceeds, net of
expenses, received in
respect of any REO Property (including, without limitation,
proceeds
from the rental of the related Mortgaged Property) which proceeds
are required to be deposited into the Custodial Account only upon
the related REO Disposition.
REO Property: A Mortgaged
Property acquired by the
Master Servicer through foreclosure or deed in lieu of
foreclosure in connection with a defaulted Mortgage Loan.
Request for Release: A request
for release, the forms of which are attached as Exhibit G hereto.
Required Insurance Policy:
With respect to any Mortgage Loan, any insurance policy which is
required to be maintained from
time to time under this Agreement, the Program Guide or the
related Subservicing Agreement in respect of such Mortgage Loan.
Reserve Interest Rate: With
respect to any Interest
Determination Date, the rate per annum that the Trustee
determines
to be either (i) the arithmetic mean (rounded upwards if
necessary
to the nearest whole multiple of 0.0625%) of the one-month U.S.
dollar lending rates which New York City banks selected by the
Trustee are quoting on the relevant Interest Determination Date
to
the principal London offices of leading banks in the London
interbank market or (ii) in the event that the Trustee can
determine
no such arithmetic mean, the lowest one-month U.S. dollar lending
rate which New York City banks selected by the Trustee are
quoting
on such Interest Determination Date to leading European banks.
Residential Funding:
Residential Funding Corporation,
a Delaware corporation, in its capacity as seller of the Mortgage
Loans to the Company and any successor thereto.
Responsible Officer: When used
with respect to the
Trustee, any officer of the Corporate Trust Department of the
Trustee, including any Senior Vice President, any Vice President,
any Assistant Vice President, any Assistant Secretary, any Trust
Officer or Assistant Trust Officer, or any other officer of the
Trustee customarily performing functions similar to those
performed
by any of the above designated officers to whom, with respect to
a particular matter, such matter is referred.
Seller: As to any Mortgage
Loan, a Person, including any Subservicer, that executed a
Seller's Agreement applicable to such Mortgage Loan.
Seller's Agreement: An
agreement for the origination
and sale of Mortgage Loans generally in the form of the Seller
Contract referred to or contained in the Program Guide, or in
such
other form as has been approved by the Master Servicer and the
Company, each containing representations and warranties in
respect of one or more Mortgage Loans.
Senior Accelerated Distribution
Percentage: With respect to any Distribution Date, the
percentage indicated below:
Accelerated
Distribution Date Distribution Percentage
September 1995 through 100%
August 2005
September 2005 through The Senior Percentage, plus 70%
of the sum
August 2006 of the Class B Percentages
September 2006 through The Senior Percentage, plus 60%
of the sum
August 2007 of the Class B Percentages
September 2007 through The Senior Percentage, plus 40%
of the sum
August 2008 of the Class B Percentages
September 2008 through The Senior Percentage, plus 20%
of the sum
August 2009 of the Class B Percentages
September 2009 and The Senior Percentage;
thereafter
provided, however, (i) that any scheduled reduction to the Senior
Accelerated Distribution Percentage described above shall not
occur
as of any Distribution Date unless either (a) (1) the outstanding
principal balance of Mortgage Loans delinquent 60 days or more
averaged over the last six months, as a percentage of the
aggregate
outstanding principal balance of all Mortgage Loans averaged over
the last six months, does not exceed 2% and (2) Realized Losses
on
the Mortgage Loans to date for such Distribution Date occurring
during the eleventh, twelfth, thirteenth or fourteenth year or
any
year thereafter after the Closing Date, are less than 30%, 35%,
40%,
45% and 50%, respectively, of the sum of the Initial Certificate
Principal Balances of the Class B Certificates or (b) (1) the
outstanding principal balance of the Mortgage Loans delinquent 60
days or more averaged over the last six months, as a percentage
of
the aggregate outstanding principal balance of all Mortgage Loans
averaged over the last six months, does not exceed 4% and (2)
Realized Losses on the Mortgage Loans prior to such Distribution
Date are less than 10% of the sum of the Initial Certificate
Principal Balances of the Class B Certificates and (ii) that for
any
Distribution Date on which the Senior Percentage is greater than
the
Original Senior Percentage, the Senior Accelerated Distribution
Percentage for such Distribution Date shall be 100%.
Notwithstanding the foregoing, if on any such
Distribution Date (a) the sum of the Class B Percentages, prior
to
giving effect to any distribution on such Distribution Date,
equals
or exceeds 6.00% (twice the sum of the initial Class B
Percentages),
and (b) both of the conditions set forth in either clause (a) or
clause (b) above have been met, then the Senior Accelerated
Distribution Percentage for such Distribution Date will equal the
sum of (i) the Senior Percentage for such Distribution Date and
(ii)
50% of the sum of the Class B Percentages for such Distribution
Date, if such Distribution Date is prior to September 25, 1998,
and
will equal the Senior Percentage for such Distribution Date if
such
Distribution Date is on or after September 25, 1998.
Senior Percentage: As of any Distribution Date, the
lesser of 100% and a fraction, expressed as a percentage, the
numerator of which is the aggregate Certificate Principal Balance
of
the Class A Certificates immediately prior to such Distribution
Date
and the denominator of which is the aggregate Certificate
Principal
Balance of all of the Certificates immediately prior to such
Distribution Date.
Servicing Accounts: The account or accounts created
and maintained pursuant to Section 3.08.
Servicing Advances: All customary, reasonable and
necessary "out of pocket" costs and expenses incurred in
connection
with a default, delinquency or other unanticipated event in the
performance by the Master Servicer of its servicing obligations,
including, but not limited to, the cost of (i) the preservation,
restoration and protection of a Mortgaged Property, (ii) any
enforcement or judicial proceedings, including foreclosures,
(iii)
the management and liquidation of any REO Property and (iv)
compliance with the obligations under Sections 3.01, 3.08,
3.12(a)
and 3.14.
Servicing Fee: With respect to any Mortgage Loan and
Distribution Date, the fee payable monthly to the Master Servicer
in
respect of master servicing compensation that accrues at an
annual
rate designated as "MSTR SERV FEE" in Exhibit E, as may be
adjusted
with respect to successor Master Servicers as provided in Section
7.02.
Servicing Officer: Any officer of the Master Servicer
involved in, or responsible for, the administration and servicing
of
the Mortgage Loans whose name and specimen signature appear on a
list of servicing officers furnished to the Trustee and the
Certificate Insurer by the Master Servicer, as such list may from
time to time be amended.
Special Hazard Amount: As of any Distribution Date, an
amount equal to $2,135,141 minus the sum of (i) the aggregate
amount of Special Hazard Losses allocated solely to one or more
specific Classes of Certificates in accordance with Section 4.05
and
(ii) the Adjustment Amount (as defined below) as most recently
calculated. For each anniversary of the Cut-off Date, the
Adjustment Amount shall be equal to the amount, if any, by which
the
amount calculated in accordance with the preceding sentence
(without
giving effect to the deduction of the Adjustment Amount for such
anniversary) exceeds the greatest of (i) twice the outstanding
principal balance of the Mortgage Loan in the Trust Fund which
has
the largest outstanding principal balance on the Distribution
Date
immediately preceding such anniversary, (ii) the product of 1.00%
multiplied by the outstanding principal balance of all Mortgage
Loans on the Distribution Date immediately preceding such
anniversary and (iii) the aggregate outstanding principal balance
(as of the immediately preceding Distribution Date) of the
Mortgage
Loans in any single five-digit California zip code area with the
largest amount of Mortgage Loans by aggregate principal balance
as
of such anniversary.
The Special Hazard Amount may be further reduced by the
Master Servicer (including accelerating the manner in which
coverage
is reduced) provided that prior to any such reduction, the Master
Servicer shall (i) obtain written approval of the Certificate
Insurer and written confirmation from each Rating Agency that
such
reduction shall not reduce the rating assigned to any Class of
Certificates by such Rating Agency below the lower of the then-
current rating or the rating assigned to such Certificates as of
the
Closing Date by such Rating Agency and (ii) provide a copy of
such
written confirmation to the Trustee and the Certificate Insurer.
Special Hazard Loss: Any Realized Loss not in excess
of
the lesser of the cost of repair or the cost of replacement of a
Mortgaged Property suffered by such Mortgaged Property on account
of
direct physical loss, exclusive of (i) any loss of a type covered
by
a hazard policy or a flood insurance policy required to be
maintained in respect of such Mortgaged Property pursuant to
Section
3.12(a), except to the extent of the portion of such loss not
covered as a result of any coinsurance provision and (ii) any
Extraordinary Loss.
Standard & Poor's: Standard & Poor's Ratings Services,
a division of The McGraw-Hill Companies, Inc., or its successor
in interest.
Stated Principal Balance: With respect to any Mortgage
Loan or related REO Property, at any given time, (i) the Cut-off
Date Principal Balance of the Mortgage Loan, minus (ii) the sum
of
(a) the principal portion of the Monthly Payments due with
respect
to such Mortgage Loan or REO Property during each Due Period
ending
prior to the most recent Distribution Date which were received or
with respect to which an Advance was made, and (b) all Principal
Prepayments with respect to such Mortgage Loan or REO Property,
and
all Insurance Proceeds, Liquidation Proceeds and REO Proceeds, to
the extent applied by the Master Servicer as recoveries of
principal
in accordance with Section 3.14 with respect to such Mortgage
Loan
or REO Property, in each case which were distributed pursuant to
Section 4.02 on any previous Distribution Date, and (c) any
Realized
Loss allocated to Certificateholders with respect thereto for any
previous Distribution Date.
Subordinate Principal Distribution Amount: With
respect
to any Distribution Date and each Class of Class B Certificates,
(a)
the sum of (i) the product of (x) the related Class B Percentage
for
such Class and (y) the aggregate of the amounts calculated for
such
Distribution Date under clauses (1), (2) and (3) of Section
4.02(a)(ii)(A); (ii) such Class's pro rata share, based on the
Certificate Principal Balance of each Class of Class B
Certificates
then outstanding, of the principal collections described in
Section
4.02(a)(ii)(B) to the extent such collections are not otherwise
distributed to the Class A Certificates; (iii) the product of (x)
the related Prepayment Distribution Percentage, (y) 100% minus
the
Senior Accelerated Distribution Percentage and (z) the aggregate
of
all Principal Prepayments in Full and Curtailments received in
the
related Prepayment Period; (iv) if such Class is the most senior
Class of Certificates then outstanding (as established in Section
4.05 hereof), any Excess Subordinate Principal Amount for such
Distribution Date; and (v) any amounts described in clauses (i),
(ii) and (iii) above as determined for any previous Distribution
Date, that remain undistributed to the extent that such amounts
are
not attributable to Realized Losses which have been allocated to
a
subordinate Class of Class B Certificates minus (b) any Excess
Subordinate Principal Amount not payable to such Class on such
Distribution Date pursuant to the definition thereof; provided,
however, that such amount shall in no event exceed the
outstanding
Certificate Principal Balance of such Class of Certificates
immediately prior to such date.
Subserviced Mortgage Loan: Any Mortgage Loan that, at
the time of reference thereto, is subject to a Subservicing
Agreement.
Subservicer: Any Person with whom the Master Servicer
has entered into a Subservicing Agreement and who generally
satisfied the requirements set forth in the Program Guide in
respect
of the qualification of a Subservicer as of the date of its
approval
as a Subservicer by the Master Servicer.
Subservicer Advance: Any delinquent installment of
principal and interest on a Mortgage Loan which is advanced by
the
related Subservicer (net of its Subservicing Fee) pursuant to the
Subservicing Agreement.
Subservicing Account: An account established by a
Subservicer in accordance with Section 3.08.
Subservicing Agreement: The written contract between
the Master Servicer and any Subservicer relating to servicing and
administration of certain Mortgage Loans as provided in Section
3.02, generally in the form of the servicer contract referred to
or
contained in the Program Guide or in such other form as has been
approved by the Master Servicer and the Company.
Subservicing Fee: As to any Mortgage Loan, the fee
payable monthly to the related Subservicer (or, in the case of a
Nonsubserviced Mortgage Loan, to the Master Servicer) in respect
of
subservicing and other compensation that accrues with respect to
each Distribution Date occurring on each Adjustment Date for such
Mortgage Loan after the Cut-off Date, at an annual rate
designated
as "SUBSERV FEE" in Exhibit E.
Tax Returns: The federal income tax return on Internal
Revenue Service Form 1066, U.S. Real Estate Mortgage Investment
Conduit Income Tax Return, including Schedule Q thereto,
Quarterly
Notice to Residual Interest Holders of REMIC Taxable Income or
Net
Loss Allocation, or any successor forms, to be filed on behalf of
the Trust Fund due to its classification as a REMIC under the
REMIC
Provisions, together with any and all other information, reports
or
returns that may be required to be furnished to the
Certificateholders or filed with the Internal Revenue Service or
any
other governmental taxing authority under any applicable
provisions
of federal, state or local tax laws.
Transfer: Any direct or indirect transfer, sale,
pledge, hypothecation or other form of assignment of any
Ownership
Interest in a Certificate.
Transferee: Any Person who is acquiring by Transfer
any Ownership Interest in a Certificate.
Transferor: Any Person who is disposing by Transfer of
any Ownership Interest in a Certificate.
Trust Fund: The segregated pool of assets, with
respect to which a REMIC election is to be made, consisting of:
(i) the Mortgage Loans and the related Mortgage
Files;
(ii) all payments on and collections in respect of the
Mortgage Loans due after the Cut-off Date as
shall be on deposit in the Custodial Account, the
Certificate Account or Insurance Account and
identified as belonging to the Trust Fund;
(iii) property which secured a Mortgage Loan and which
has been acquired for the benefit of the
Certificateholders by foreclosure or deed in lieu
of foreclosure;
(iv) the hazard insurance policies and the Primary
Insurance Policies, if any, and the Policy; and
(v) all proceeds of clauses (i)-(iv) above.
Uninsured Cause: Any cause of damage to property
subject to a Mortgage such that the complete restoration of such
property is not fully reimbursable by the hazard insurance
policies.
United States Person: A citizen or resident of the
United States, a corporation, partnership or other entity created
or
organized in, or under the laws of, the United States or any
political subdivision thereof, or an estate or trust whose income
from sources without the United States is includible in gross
income
for United States federal income tax purposes regardless of its
connection with the conduct of a trade or business within the
United
States. The term "United States" shall have the meaning set
forth
in Section 7701 of the Code or successor provisions.
Voting Rights: The portion of the voting rights of all
of the Certificates which is allocated to any Certificate. 98%
of
all of the Voting Rights shall be allocated among Holders of the
Certificates, other than the Class R Certificates, in proportion
to
the outstanding Certificate Principal Balances of their
respective
Certificates; and the Holders of the Class R Certificates shall
be
entitled to 2% of all of the Voting Rights, allocated among the
Certificates of such Class in accordance with their respective
Percentage Interests.
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans.
(a) The Company, concurrently with the execution and
delivery hereof, does hereby assign to the Trustee without
recourse
all the right, title and interest of the Company in and to the
Mortgage Loans, including all interest and principal received on
or
with respect to the Mortgage Loans after the Cut-off Date (other
than payments of principal and interest due on the Mortgage Loans
on
or before the Cut-off Date). In connection with such transfer
and
assignment, the Company does hereby deliver to the Trustee, the
Policy.
(b) In connection with such assignment, except as set
forth in Section 2.01(c) below, the Company does hereby deliver
to,
and deposit with, the Trustee, or to and with one or more
Custodians, as the duly appointed agent or agents of the Trustee
for
such purpose, the following documents or instruments (or copies
thereof as permitted by this Section) with respect to each
Mortgage
Loan so assigned:
(i) The original Mortgage Note, endorsed without
recourse to the order of the Trustee and showing an unbroken
chain of endorsements from the originator thereof to the
Person endorsing it to the Trustee, or with respect to any
Destroyed Mortgage Note, an original lost note affidavit
from
the related Seller or Residential Funding stating that the
original Mortgage Note was lost, misplaced or destroyed,
together with a copy of the related Mortgage Note;
(ii) The original Mortgage with evidence of recording
indicated thereon or a copy of the Mortgage certified by the
public recording office in which such Mortgage has been
recorded;
(iii) An original Assignment of the Mortgage to the
Trustee with evidence of recording indicated thereon or a
copy
of such assignment certified by the public recording office
in
which such assignment has been recorded;
(iv) The original recorded assignment or assignments of
the Mortgage showing an unbroken chain of title from the
originator thereof to the Person assigning it to the Trustee
or a copy of such assignment or assignments of the Mortgage
certified by the public recording office in which such
assignment or assignments have been recorded; and
(v) The original of each modification, assumption
agreement or preferred loan agreement, if any, relating to
such Mortgage Loan or a copy of each modification,
assumption
agreement or preferred loan agreement certified by the
public
recording office in which such document has been recorded.
(c) The Company may, in lieu of delivering the
documents set forth in Section 2.01(b)(iv) and (v) to the Trustee
or
the Custodian or Custodians, deliver such documents to the Master
Servicer, and the Master Servicer shall hold such documents in
trust
for the use and benefit of all present and future
Certificateholders
until such time as is set forth below. Within ten Business Days
following the earlier of (i) the receipt of the original of each
of
the documents or instruments set forth in Section 2.01(b)(iv) and
(v) (or copies thereof as permitted by such Section) for any
Mortgage Loan and (ii) a written request by the Trustee to
deliver
those documents with respect to any or all of the Mortgage Loans
then being held by the Master Servicer, the Master Servicer shall
deliver a complete set of such documents to the Trustee or the
Custodian or Custodians that are the duly appointed agent or
agents
of the Trustee.
On the Closing Date, the Master Servicer shall certify
that it has in its possession an original or copy of each of the
documents referred to in Section 2.01(b)(iv) and (v) which has
been
delivered to it by the Company. Every six months after the
Closing
Date, for so long as the Master Servicer is holding documents
pursuant to this Section 2.01(c), the Master Servicer shall
deliver
to (i) Moody's, if it is one of the Rating Agencies, (ii)
Standard
& Poor's, if it is one of the Rating Agencies, (iii) the Trustee
and
(iv) each Custodian a report setting forth the status of the
documents which it is holding pursuant to this Section 2.01(c).
(d) In the event that in connection with any Mortgage
Loan the Company cannot deliver the Mortgage, any assignment,
modification, assumption agreement or preferred loan agreement
(or
copy thereof certified by the public recording office) with
evidence
of recording thereon concurrently with the execution and delivery
of
this Agreement solely because of a delay caused by the public
recording office where such Mortgage, assignment, modification,
assumption agreement or preferred loan agreement, as the case may
be, has been delivered for recordation, the Company shall deliver
or
cause to be delivered to the Trustee or the respective Custodian
a
true and correct photocopy of such Mortgage, assignment,
modification, assumption agreement or preferred loan agreement,
with
a copy thereof to the Certificate Insurer.
The Company shall promptly cause to be recorded in the
appropriate public office for real property records the
Assignment
referred to in clause (iii) of Section 2.01(b), except in states
where, in the opinion of counsel acceptable to the Trustee, the
Certificate Insurer and the Master Servicer, such recording is
not
required to protect the Trustee's interests in the Mortgage Loan
against the claim of any subsequent transferee or any successor
to
or creditor of the Company or the originator of such Mortgage
Loan.
If any Assignment is lost or returned unrecorded to the Company
because of any defect therein, the Company shall prepare a
substitute Assignment or cure such defect, as the case may be,
and
cause such Assignment to be recorded in accordance with this
paragraph. The Company shall promptly deliver or cause to be
delivered to the Trustee or the respective Custodian such
Mortgage
or Assignment (or copy thereof certified by the public recording
office) with evidence of recording indicated thereon upon receipt
thereof from the public recording office or from the related
Subservicer.
Any of the items set forth in Section 2.01(b)(iv) and
(v) that may be delivered as a copy rather than the original may
be
delivered in microfiche form.
(e) It is intended that the conveyances by the Company
to the Trustee of the Mortgage Loans as provided for in this
Section
2.01 be construed as a sale by the Company to the Trustee of the
Mortgage Loans for the benefit of the Certificateholders.
Further,
it is not intended that any such conveyance be deemed to be a
pledge
of the Mortgage Loans by the Company to the Trustee to secure a
debt
or other obligation of the Company. However, in the event that
the
Mortgage Loans are held to be property of the Company or of
Residential Funding, or if for any reason this Agreement is held
or
deemed to create a security interest in the Mortgage Loans, then
it
is intended that (a) this Agreement shall also be deemed to be a
security agreement within the meaning of Articles 8 and 9 of the
New
York Uniform Commercial Code and the Uniform Commercial Code of
any
other applicable jurisdiction; (b) the conveyances provided for
in
this Section 2.01 shall be deemed to be (1) a grant by the
Company
to the Trustee of a security interest in all of the Company's
right
(including the power to convey title thereto), title and
interest,
whether now owned or hereafter acquired, in and to (A) the
Mortgage
Loans, including the Mortgage Notes, the Mortgages, any related
insurance policies and all other documents in the related
Mortgage
Files, (B) all amounts payable pursuant to the Mortgage Loans in
accordance with the terms thereof and (C) any and all general
intangibles consisting of, arising from or relating to any of the
foregoing, and all proceeds of the conversion, voluntary or
involuntary, of the foregoing into cash, instruments, securities
or
other property, including without limitation all amounts from
time
to time held or invested in the Certificate Account or the
Custodial
Account, whether in the form of cash, instruments, securities or
other property and (2) an assignment by the Company to the
Trustee
of any security interest in any and all of Residential Funding's
right (including the power to convey title thereto), title and
interest, whether now owned or hereafter acquired, in and to the
property described in the foregoing clauses (1)(A), (B) and (C)
granted by Residential Funding to the Company pursuant to the
Assignment Agreement; (c) the possession by the Trustee, the
Custodian or any other agent of the Trustee of Mortgage Notes or
such other items of property as constitute instruments, money,
negotiable documents or chattel paper shall be deemed to be
"possession by the secured party," or possession by a purchaser
or
a person designated by such secured party, for purposes of
perfecting the security interest pursuant to the Minnesota
Uniform
Commercial Code and the Uniform Commercial Code of any other
applicable jurisdiction (including, without limitation, Section
9-
305, 8-313 or 8-321 thereof); and (d) notifications to persons
holding such property, and acknowledgments, receipts or
confirmations from persons holding such property, shall be deemed
notifications to, or acknowledgments, receipts or confirmations
from, financial intermediaries, bailees or agents (as applicable)
of
the Trustee for the purpose of perfecting such security interest
under applicable law.
The Company and, at the Company's direction,
Residential
Funding and the Trustee shall, to the extent consistent with this
Agreement, take such reasonable actions as may be necessary to
ensure that, if this Agreement were deemed to create a security
interest in the Mortgage Loans and the other property described
above, such security interest would be deemed to be a perfected
security interest of first priority under applicable law and will
be
maintained as such throughout the term of this Agreement.
Without
limiting the generality of the foregoing, the Company shall
prepare
and deliver to the Trustee not less than 15 days prior to any
filing
date and, the Trustee shall forward for filing, or shall cause to
be
forwarded for filing, at the expense of the Company, all filings
necessary to maintain the effectiveness of any original filings
necessary under the Uniform Commercial Code as in effect in any
jurisdiction to perfect the Trustee's security interest in or
lien
on the Mortgage Loans, as evidenced by an Officer's Certificate
of
the Company, with a copy delivered to the Certificate Insurer,
including without limitation (x) continuation statements, and (y)
such other statements as may be occasioned by (1) any change of
name
of Residential Funding, the Company or the Trustee (such
preparation
and filing shall be at the expense of the Trustee, if occasioned
by
a change in the Trustee's name), (2) any change of location of
the
place of business or the chief executive office of Residential
Funding or the Company or (3) any transfer of any interest of
Residential Funding or the Company in any Mortgage Loan.
Section 2.02. Acceptance by Trustee.
The Trustee acknowledges receipt (or, with respect to
Mortgage Loans subject to a Custodial Agreement, and based solely
upon a receipt or certification executed by the Custodian,
receipt
by the respective Custodian as the duly appointed agent of the
Trustee) of the documents referred to in Section 2.01(b)(i)
through
(iii) above (except that for purposes of such acknowledgement
only,
a Mortgage Note may be endorsed in blank and an Assignment of
Mortgage may be in blank) and declares that it, or a Custodian as
its agent, holds and will hold such documents and the other
documents constituting a part of the Mortgage Files delivered to
it,
or a Custodian as its agent, in trust for the use and benefit of
all
present and future Certificateholders. The Trustee or Custodian
(such Custodian being so obligated under a Custodial Agreement)
agrees, for the benefit of Certificateholders, to review each
Mortgage File delivered to it pursuant to Section 2.01(b) within
45
days after the Closing Date to ascertain that all required
documents
(specifically as set forth in Section 2.01(b)), have been
executed
and received, and that such documents relate to the Mortgage
Loans
identified on the Mortgage Loan Schedule, as supplemented, that
have
been conveyed to it. Upon delivery of the Mortgage Files by the
Company or the Master Servicer, the Trustee shall acknowledge
receipt (or, with respect to Mortgage Loans subject to a
Custodial
Agreement, and based solely upon a receipt or certification
executed
by the Custodian, receipt by the respective Custodian as the duly
appointed agent of the Trustee) of the documents referred to in
Section 2.01(c) above. The Trustee or Custodian (such Custodian
being so obligated under a Custodial Agreement) agrees to review
each Mortgage File delivered to it pursuant to Section 2.01(c)
within 45 days after receipt thereof to ascertain that all
documents
required to be delivered pursuant to such Section have been
received, and that such documents relate to the Mortgage Loans
identified on the Mortgage Loan Schedule, as supplemented, that
have
been conveyed to it.
If the Custodian, as the Trustee's agent, finds any
document or documents constituting a part of a Mortgage File to
be
missing or defective in any material respect, the Trustee shall
promptly so notify the Master Servicer and the Company. Pursuant
to
Section 2.3 of the Custodial Agreement, the Custodian will notify
the Master Servicer, the Company and the Trustee of any such
omission or defect found by it in respect of any Mortgage File
held
by it. The Master Servicer shall promptly notify the related
Subservicer or Seller of such omission or defect and request that
such Subservicer or Seller correct or cure such omission or
defect
within 60 days from the date the Master Servicer was notified of
such omission or defect and, if such Subservicer or Seller does
not
correct or cure such omission or defect within such period, that
such Subservicer or Seller purchase such Mortgage Loan from the
Trust Fund at its Purchase Price, in either case within 90 days
from
the date the Master Servicer was notified of such omission or
defect. The Purchase Price for any such Mortgage Loan, whether
purchased by the Seller or the Subservicer, shall be deposited or
caused to be deposited by the Master Servicer in the Custodial
Account maintained by it pursuant to Section 3.07 and, upon
receipt
by the Trustee of written notification of such deposit signed by
a
Servicing Officer, the Trustee or any Custodian, as the case may
be,
shall release to the Master Servicer the related Mortgage File
and
the Trustee shall execute and deliver such instruments of
transfer
or assignment prepared by the Master Servicer, in each case
without
recourse, as shall be necessary to vest in the Seller or its
designee or the Subservicer or its designee, as the case may be,
any
Mortgage Loan released pursuant hereto and thereafter such
Mortgage
Loan shall not be part of the Trust Fund. It is understood and
agreed that the obligation of the Seller or the Subservicer, as
the
case may be, to so cure or purchase any Mortgage Loan as to which
a
material defect in or omission of a constituent document exists
shall constitute the sole remedy respecting such defect or
omission
available to Certificateholders or the Trustee on behalf of
Certificateholders (except for the Certificate Insurer's rights
under Section 3.03(b) of the Insurance Agreement).
Section 2.03. Representations, Warranties and
Covenants of the Master Servicer and
the Company.
(a) The Master Servicer hereby represents and warrants
to the Trustee for the benefit of Certificateholders and the
Certificate Insurer that:
(i) The Master Servicer is a corporation duly
organized, validly existing and in good standing under the
laws governing its creation and existence and is or will be
in
compliance with the laws of each state in which any
Mortgaged
Property is located to the extent necessary to ensure the
enforceability of each Mortgage Loan in accordance with the
terms of this Agreement;
(ii) The execution and delivery of this Agreement by
the Master Servicer and its performance and compliance with
the terms of this Agreement will not violate the Master
Servicer's Certificate of Incorporation or Bylaws or
constitute a default (or an event which, with notice or
lapse
of time, or both, would constitute a material default)
under,
or result in the material breach of, any material contract,
agreement or other instrument to which the Master Servicer
is
a party or which may be applicable to the Master Servicer or
any of its assets;
(iii) This Agreement, assuming due authorization,
execution and delivery by the Trustee and the Company,
constitutes a valid, legal and binding obligation of the
Master Servicer, enforceable against it in accordance with
the
terms hereof subject to applicable bankruptcy, insolvency,
reorganization, moratorium and other laws affecting the
enforcement of creditors' rights generally and to general
principles of equity, regardless of whether such enforcement
is considered in a proceeding in equity or at law;
(iv) The Master Servicer is not in default with
respect to any order or decree of any court or any order,
regulation or demand of any federal, state, municipal or
governmental agency, which default might have consequences
that would materially and adversely affect the condition
(financial or other) or operations of the Master Servicer or
its properties or might have consequences that would
materially adversely affect its performance hereunder;
(v) No litigation is pending or, to the best of the
Master Servicer's knowledge, threatened against the Master
Servicer which would prohibit its entering into this
Agreement
or performing its obligations under this Agreement;
(vi) The Master Servicer will comply in all material
respects in the performance of this Agreement with all
reasonable rules and requirements of each insurer under each
Required Insurance Policy;
(vii) No information, certificate of an officer,
statement furnished in writing or report delivered to the
Company, any Affiliate of the Company or the Trustee by the
Master Servicer will, to the knowledge of the Master
Servicer,
contain any untrue statement of a material fact or omit a
material fact necessary to make the information,
certificate,
statement or report not misleading; and
(viii) The Master Servicer has examined each existing,
and will examine each new, Subservicing Agreement and is or
will be familiar with the terms thereof. The terms of each
existing Subservicing Agreement and each designated
Subservicer are acceptable to the Master Servicer and any
new
Subservicing Agreements will comply with the provisions of
Section 3.02.
It is understood and agreed that the representations and
warranties
set forth in this Section 2.03(a) shall survive delivery of the
respective Mortgage Files to the Trustee or any Custodian.
Upon discovery by either the Company, the Master
Servicer, the Certificate Insurer, the Trustee or any Custodian
of
a breach of any representation or warranty set forth in this
Section
2.03(a) which materially and adversely affects the interests of
the
Certificateholders or the Certificate Insurer in any Mortgage
Loan,
the party discovering such breach shall give prompt written
notice
to the other parties (any Custodian being so obligated under a
Custodial Agreement). Within 90 days of its discovery or its
receipt of notice of such breach, the Master Servicer shall
either
(i) cure such breach in all material respects or (ii) to the
extent
that such breach is with respect to a Mortgage Loan or a related
document, purchase such Mortgage Loan from the Trust Fund at the
Purchase Price and in the manner set forth in Section 2.02. The
obligation of the Master Servicer to cure such breach or to so
purchase such Mortgage Loan shall constitute the sole remedy in
respect of a breach of a representation and warranty set forth in
this Section 2.03(a) available to the Certificateholders or the
Trustee on behalf of the Certificateholders (except for the
Certificate Insurer's rights under Section 3.03(b) of the
Insurance
Agreement).
(b) The Company hereby represents and warrants to the
Trustee for the benefit of Certificateholders and the Certificate
Insurer that as of the Closing Date (or, if otherwise specified
below, as of the date so specified):
(i) No Mortgage Loan is one month or more
delinquent in payment of principal and interest as of the
Cut-
off Date and no Mortgage Loan has been so delinquent more
than
once in the 12-month period prior to the Cut-off Date;
(ii) The information set forth in Exhibit E
hereto with respect to each Mortgage Loan or the Mortgage
Loans, as the case may be, is true and correct in all
material
respects at the date or dates respecting which such
information is furnished;
(iii) The Mortgage Loans are fully-amortizing,
adjustable-rate mortgage loans with Monthly Payments due on
the first day of each month and terms to maturity at
origination or modification of not more than 30 years, with
the exception of one Mortgage Loan with an original term to
maturity of 364 months;
(iv) To the best of the Company's knowledge, if
a Mortgage Loan is secured by a Mortgaged Property with a
Loan-to-Value Ratio at origination in excess of 80%, such
Mortgage Loan is the subject of a Primary Insurance Policy
that insures that portion of the principal balance thereof
that exceeds the amount equal to 75% of the Appraised Value
of
the related Mortgaged Property. To the best of the Company's
knowledge, each such Primary Insurance Policy is in full
force
and effect and the Trustee is entitled to the benefits
thereunder;
(v) The issuers of the Primary Insurance
Policies are insurance companies whose claims-paying
abilities
are currently acceptable to each Rating Agency;
(vi) No more than 2.0% of the Mortgage Loans by
aggregate Stated Principal Balance as of the Cut-off Date are
secured by Mortgaged Properties located in any one zip code
area;
(vii) If the improvements securing a Mortgage Loan
are in a federally designated special flood hazard area,
flood
insurance in the amount required under the Program Guide
covers the related Mortgaged Property (either by coverage
under the federal flood insurance program or by coverage by
private insurers);
(viii) Immediately prior to the assignment of the
Mortgage Loans to the Trustee, the Company had good title to,
and was the sole owner of, each Mortgage Loan free and clear
of any pledge, lien, encumbrance or security interest (other
than rights to servicing and related compensation) and such
assignment validly transfers ownership of the Mortgage Loans
to the Trustee free and clear of any pledge, lien,
encumbrance
or security interest;
(ix) No more than 8.2% of the Mortgage Loans by
aggregate Stated Principal Balance as of the Cut-off Date
were
underwritten under a reduced loan documentation program;
(x) Each Mortgagor represented in its loan
application with respect to the related Mortgage Loan that
the
Mortgaged Property would be owner-occupied except with
respect
to no more than 1.2% of the Mortgage Loans for which the
Mortgagor represented that it was an investor property as of
the date of origination of such Mortgage Loan. No Mortgagor
is a corporation or a partnership;
(xi) Each Mortgage Loan constitutes a qualified
mortgage under Section 860G(a)(3)(A) of the Code and Treasury
regulations Section 1.860G-2(a)(1);
(xii) None of the Mortgage Loans will be buydown
mortgage loans;
(xiii) A policy of title insurance was effective as
of the closing of each Mortgage Loan and is valid and binding
and remains in full force and effect;
(xiv) Interest on each Mortgage Loan is calculated
on the basis of a 360-day year consisting of twelve 30-day
months; and
(xv) The Mortgage Notes for not more than 0.2% of
the Mortgage Loans, by aggregate Stated Principal Balance as
of the Cut-off Date, are Destroyed Mortgage Notes.
It is understood and agreed that the representations and
warranties
set forth in this Section 2.03(b) shall survive delivery of the
respective Mortgage Files to the Trustee or any Custodian.
Upon discovery by any of the Company, the Master
Servicer, the Certificate Insurer, the Trustee or any Custodian
of
a breach of any of the representations and warranties set forth
in
this Section 2.03(b) which materially and adversely affects the
interests of the Certificateholders or the Certificate Insurer in
any Mortgage Loan, the party discovering such breach shall give
prompt written notice to the other parties (including the
Certificate Insurer) (any Custodian being so obligated under a
Custodial Agreement); provided, however, that in the event of a
breach of the representation and warranty set forth in Section
2.03(b)(xi), the party discovering such breach shall give such
notice within five days of discovery. Within 90 days of its
discovery or its receipt of notice of breach, the Company shall
either (i) cure such breach in all material respects or (ii)
purchase such Mortgage Loan from the Trust Fund at the Purchase
Price and in the manner set forth in Section 2.02; provided that
the
Company shall have the option to substitute a Qualified
Substitute
Mortgage Loan or Loans for such Mortgage Loan if such
substitution
occurs within two years following the Closing Date. Any such
substitution shall be effected by the Company under the same
terms
and conditions as provided in Section 2.04 for substitutions by
Residential Funding. It is understood and agreed that the
obligation of the Company to cure such breach or to so purchase
or
substitute for any Mortgage Loan as to which such a breach has
occurred and is continuing shall constitute the sole remedy
respecting such breach available to Certificateholders (other
than
the Certificate Insurer) or the Trustee on behalf of
Certificateholders (other than the Certificate Insurer).
Notwithstanding the foregoing, the Company shall not be required
to
cure breaches or purchase or substitute for Mortgage Loans as
provided in this Section 2.03(b) if the substance of the breach
of
a representation set forth above also constitutes fraud in the
origination of the Mortgage Loan.
Section 2.04. Representations and Warranties of
Sellers.
The Company, as assignee of Residential Funding under
the Assignment Agreement, hereby assigns to the Trustee for the
benefit of Certificateholders all of its right, title and
interest
in respect of the Assignment Agreement and each Seller's
Agreement
applicable to a Mortgage Loan. Insofar as the Assignment
Agreement
or such Seller's Agreement relates to the representations and
warranties made by Residential Funding or the related Seller in
respect of such Mortgage Loan and any remedies provided
thereunder
for any breach of such representations and warranties, such
right,
title and interest may be enforced by the Master Servicer on
behalf
of the Trustee and the Certificateholders. Upon the discovery by
the Company, the Master Servicer, the Trustee, the Certificate
Insurer or any Custodian of a breach of any of the
representations
and warranties made in a Seller's Agreement or the Assignment
Agreement (which, for purposes hereof, will be deemed to include
any
other cause giving rise to a repurchase obligation under the
Assignment Agreement) in respect of any Mortgage Loan which
materially and adversely affects the interests of the
Certificateholders or the Certificate Insurer in such Mortgage
Loan,
the party discovering such breach shall give prompt written
notice
to the other parties (including the Certificate Insurer) (any
Custodian being so obligated under a Custodial Agreement). The
Master Servicer shall promptly notify the related Seller or
Residential Funding, as the case may be, of such breach and
request
that such Seller or Residential Funding, as the case may be,
either
(i) cure such breach in all material respects within 90 days from
the date the Master Servicer was notified of such breach or (ii)
purchase such Mortgage Loan from the Trust Fund at the Purchase
Price and in the manner set forth in Section 2.02; provided that
in
the case of a breach under the Assignment Agreement Residential
Funding shall have the option to substitute a Qualified
Substitute
Mortgage Loan or Loans for such Mortgage Loan if such
substitution
occurs within two years following the Closing Date, except that
if
the breach would cause the Mortgage Loan to be other than a
"qualified mortgage" as defined in Section 860G(a)(3) of the
Code,
any such substitution must occur within 90 days from the date the
Master Servicer was notified of the breach if such 90 day period
expires before two years following the Closing Date. In the
event
that Residential Funding elects to substitute a Qualified
Substitute
Mortgage Loan or Loans for a Deleted Mortgage Loan pursuant to
this
Section 2.04, Residential Funding shall deliver to the Trustee
for
the benefit of the Certificateholders with respect to such
Qualified
Substitute Mortgage Loan or Loans, the original Mortgage Note,
the
Mortgage, an Assignment of the Mortgage in recordable form, and
such
other documents and agreements as are required by Section 2.01,
with
the Mortgage Note endorsed as required by Section 2.01. No
substitution will be made in any calendar month after the
Determination Date for such month. Monthly Payments due with
respect to Qualified Substitute Mortgage Loans in the month of
substitution shall not be part of the Trust Fund and will be
retained by the Master Servicer and remitted by the Master
Servicer
to Residential Funding on the next succeeding Distribution Date.
For the month of substitution, distributions to
Certificateholders
will include the Monthly Payment due on a Deleted Mortgage Loan
for
such month and thereafter Residential Funding shall be entitled
to
retain all amounts received in respect of such Deleted Mortgage
Loan. The Master Servicer shall amend or cause to be amended the
Mortgage Loan Schedule, for the benefit of the Certificateholders
to
reflect the removal of such Deleted Mortgage Loan and the
substitution of the Qualified Substitute Mortgage Loan or Loans
and
the Master Servicer shall deliver the amended Mortgage Loan
Schedule
to the Trustee. Upon such substitution, the Qualified Substitute
Mortgage Loan or Loans shall be subject to the terms of this
Agreement and the related Subservicing Agreement in all respects,
the related Seller shall be deemed to have made the
representations
and warranties with respect to the Qualified Substitute Mortgage
Loan contained in the related Seller's Agreement as of the date
of
substitution, and the Company and the Master Servicer shall be
deemed to have made with respect to any Qualified Substitute
Mortgage Loan or Loans, as of the date of substitution, the
covenants, representations and warranties set forth in this
Section
2.04, in Section 2.03 hereof and in Section 4 of the Assignment
Agreement, and the Master Servicer shall be obligated to
repurchase
or substitute for any Qualified Substitute Mortgage Loan as to
which
a Repurchase Event (as defined in the Assignment Agreement) has
occurred pursuant to Section 4 of the Assignment Agreement.
In connection with the substitution of one or more
Qualified Substitute Mortgage Loans for one or more Deleted
Mortgage
Loans, the Master Servicer will determine the amount (if any) by
which the aggregate principal balance of all such Qualified
Substitute Mortgage Loans as of the date of substitution is less
than the aggregate Stated Principal Balance of all such Deleted
Mortgage Loans (in each case after application of the principal
portion of the Monthly Payments due in the month of substitution
that are to be distributed to Certificateholders in the month of
substitution). Residential Funding shall deposit the amount of
such
shortfall into the Custodial Account on the day of substitution,
without any reimbursement therefor. Residential Funding shall
give
notice in writing to the Trustee of such event, which notice
shall
be accompanied by an Officers' Certificate as to the calculation
of
such shortfall and by an Opinion of Counsel to the effect that
such
substitution will not cause (a) any federal tax to be imposed on
the
Trust Fund, including without limitation, any federal tax imposed
on
"prohibited transactions" under Section 860F(a)(1) of the Code or
on
"contributions after the startup date" under Section 860G(d)(1)
of
the Code or (b) any portion of the Trust Fund to fail to qualify
as
a REMIC at any time that any Certificate is outstanding.
It is understood and agreed that the obligation of the
Seller or Residential Funding, as the case may be, to cure such
breach or purchase (or in the case of Residential Funding to
substitute for) such Mortgage Loan as to which such a breach has
occurred and is continuing shall constitute the sole remedy
respecting such breach available to Certificateholders (other
than
the Certificate Insurer) or the Trustee on behalf of
Certificateholders (other than the Certificate Insurer). If the
Master Servicer is Residential Funding, then the Trustee shall
also
have the right to give the notification and require the purchase
or
substitution provided for in the second preceding paragraph in
the
event of such a breach of a representation or warranty made by
Residential Funding in the Assignment Agreement. In connection
with
the purchase of or substitution for any such Mortgage Loan by
Residential Funding, the Trustee shall assign to Residential
Funding
all of the right, title and interest in respect of the Seller's
Agreement and the Assignment Agreement applicable to such
Mortgage
Loan.
Section 2.05. Execution and Authentication of
Certificates.
The Trustee acknowledges the assignment to it of the
Mortgage Loans and the delivery of the Mortgage Files to it, or
any
Custodian on its behalf, subject to any exceptions noted,
together
with the assignment to it of all other assets included in the
Trust
Fund, receipt of which is hereby acknowledged. Concurrently with
such delivery and in exchange therefor, the Trustee, pursuant to
the
written request of the Company executed by an officer of the
Company, has executed and caused to be authenticated and
delivered
to or upon the order of the Company the Certificates in
authorized
denominations which evidence ownership of the entire Trust Fund.
ARTICLE III
ADMINISTRATION AND SERVICING
OF MORTGAGE LOANS
Section 3.01. Master Servicer to Act as Servicer.
(a) The Master Servicer shall service and
administer the Mortgage Loans in accordance with the terms of
this
Agreement and the respective Mortgage Loans and shall have full
power and authority, acting alone or through Subservicers as
provided in Section 3.02, to do any and all things which it may
deem
necessary or desirable in connection with such servicing and
administration. Without limiting the generality of the
foregoing,
the Master Servicer in its own name or in the name of a
Subservicer
is hereby authorized and empowered by the Trustee when the Master
Servicer or the Subservicer, as the case may be, believes it
appropriate in its best judgment, to execute and deliver, on
behalf
of the Certificateholders and the Trustee or any of them, any and
all instruments of satisfaction or cancellation, or of partial or
full release or discharge, or of consent to assumption or
modification in connection with a proposed conveyance, or of
assignment of any Mortgage and Mortgage Note in connection with
the
repurchase of a Mortgage Loan and all other comparable
instruments,
or with respect to the modification or re-recording of a Mortgage
for the purpose of correcting the Mortgage, the subordination of
the
lien of the Mortgage in favor of a public utility company or
government agency or unit with powers of eminent domain, the
taking
of a deed in lieu of foreclosure, the completion of judicial or
non-
judicial foreclosure, the conveyance of a Mortgaged Property to
an
Insurer, the acquisition of any property acquired by foreclosure
or
deed in lieu of foreclosure, or the management, marketing and
conveyance of any property acquired by foreclosure or deed in
lieu
of foreclosure with respect to the Mortgage Loans and with
respect
to the Mortgaged Properties. Notwithstanding anything in this
Agreement to the contrary, the Master Servicer shall not (unless
the
Mortgagor is in default with respect to the Mortgage Loan or such
default is, in the judgment of the Master Servicer, reasonably
foreseeable) make or permit any modification, waiver, or
amendment
of any term of any Mortgage Loan that would both (i) effect an
exchange or reissuance of such Mortgage Loan under Section 1001
of
the Code (or final, temporary or proposed Treasury regulations
promulgated thereunder) and (ii) cause the Trust Fund to fail to
qualify as a REMIC under the Code or the imposition of any tax on
"prohibited transactions" or "contributions" after the startup
date
under the REMIC Provisions. The Trustee shall furnish the Master
Servicer with any powers of attorney and other documents
necessary
or appropriate to enable the Master Servicer to service and
administer the Mortgage Loans. In servicing and administering
any
Nonsubserviced Mortgage Loan, the Master Servicer shall act
reasonably and in good faith and, to the extent not inconsistent
with this Agreement, comply with the Program Guide as if it were
the
originator of such Mortgage Loan and had retained the servicing
rights and obligations in respect thereof.
(b) All costs incurred by the Master Servicer or
by Subservicers in effecting the timely payment of taxes and
assessments on the properties subject to the Mortgage Loans shall
not, for the purpose of calculating monthly distributions to
Certificateholders, be added to the amount owing under the
related
Mortgage Loans, notwithstanding that the terms of such Mortgage
Loan
so permit, and such costs shall be recoverable to the extent
permitted by Section 3.10(a)(ii).
(c) The Master Servicer may enter into one or more
agreements in connection with the offering of pass-through
certificates evidencing interests in one or more of the
Certificates
providing for the payment by the Master Servicer of amounts
received
by the Master Servicer as servicing compensation hereunder and
required to cover certain Prepayment Interest Shortfalls on the
Mortgage Loans, which payment obligation will thereafter be an
obligation of the Master Servicer hereunder.
Section 3.02. Subservicing Agreements Between
Master Servicer and Subservicers;
Enforcement of Subservicers' and
Sellers' Obligations.
(a) The Master Servicer may continue in effect
Subservicing Agreements entered into by Residential Funding and
Subservicers prior to the execution and delivery of this
Agreement,
and may enter into new Subservicing Agreements with Subservicers,
for the servicing and administration of all or some of the
Mortgage
Loans. Each Subservicer of a Mortgage Loan shall be entitled to
receive and retain, as provided in the related Subservicing
Agreement and in Section 3.07, the related Subservicing Fee from
payments of interest received on such Mortgage Loan after payment
of
all amounts required to be remitted to the Master Servicer in
respect of such Mortgage Loan. For any Mortgage Loan that is a
Nonsubserviced Mortgage Loan, the Master Servicer shall be
entitled
to receive and retain an amount equal to the Subservicing Fee
from
payments of interest. Unless the context otherwise requires,
references in this Agreement to actions taken or to be taken by
the
Master Servicer in servicing the Mortgage Loans include actions
taken or to be taken by a Subservicer on behalf of the Master
Servicer. Each Subservicing Agreement will be upon such terms
and
conditions as are generally required or permitted by the Program
Guide and are not inconsistent with this Agreement and as the
Master
Servicer and the Subservicer have agreed. A representative form
of
Subservicing Agreement is attached to this Agreement as Exhibit
F.
With the approval of the Master Servicer, a Subservicer may
delegate
its servicing obligations to third-party servicers, but such
Subservicer will remain obligated under the related Subservicing
Agreement. The Master Servicer and a Subservicer may enter into
amendments thereto or a different form of Subservicing Agreement,
and the form referred to or included in the Program Guide is
merely
provided for information and shall not be deemed to limit in any
respect the discretion of the Master Servicer to modify or enter
into different Subservicing Agreements; provided, however, that
any
such amendments or different forms shall be consistent with and
not
violate the provisions of either this Agreement or the Program
Guide
in a manner which would materially and adversely affect the
interests of the Certificateholders.
(b) As part of its servicing activities
hereunder, the Master Servicer, for the benefit of the Trustee
and
the Certificateholders, shall use its best reasonable efforts to
enforce the obligations of each Subservicer under the related
Subservicing Agreement and of each Seller under the related
Seller's
Agreement, to the extent that the non-performance of any such
obligation would have a material and adverse effect on the
interests
of the Certificateholders in a Mortgage Loan, including, without
limitation, the obligation to purchase a Mortgage Loan on account
of
defective documentation, as described in Section 2.02, or on
account
of a breach of a representation or warranty, as described in
Section
2.04. Such enforcement, including, without limitation, the legal
prosecution of claims, termination of Subservicing Agreements or
Seller's Agreements, as appropriate, and the pursuit of other
appropriate remedies, shall be in such form and carried out to
such
an extent and at such time as the Master Servicer would employ in
its good faith business judgment and which are normal and usual
in
its general mortgage servicing activities. The Master Servicer
shall pay the costs of such enforcement at its own expense, and
shall be reimbursed therefor only (i) from a general recovery
resulting from such enforcement to the extent, if any, that such
recovery exceeds all amounts due in respect of the related
Mortgage
Loan or (ii) from a specific recovery of costs, expenses or
attorneys fees against the party against whom such enforcement is
directed.
Section 3.03. Successor Subservicers.
The Master Servicer shall be entitled to terminate any
Subservicing Agreement that may exist in accordance with the
terms
and conditions of such Subservicing Agreement and without any
limitation by virtue of this Agreement; provided, however, that
in
the event of termination of any Subservicing Agreement by the
Master
Servicer or the Subservicer, the Master Servicer shall either act
as
servicer of the related Mortgage Loan or enter into a
Subservicing
Agreement with a successor Subservicer which will be bound by the
terms of the related Subservicing Agreement. If the Master
Servicer
or any Affiliate of Residential Funding acts as servicer, it will
not assume liability for the representations and warranties of
the
Subservicer which it replaces. If the Master Servicer enters
into
a Subservicing Agreement with a successor Subservicer, the Master
Servicer shall use reasonable efforts to have the successor
Subservicer assume liability for the representations and
warranties
made by the terminated Subservicer in respect of the related
Mortgage Loans and, in the event of any such assumption by the
successor Subservicer, the Master Servicer may, in the exercise
of
its business judgment, release the terminated Subservicer from
liability for such representations and warranties.
Section 3.04. Liability of the Master Servicer.
Notwithstanding any Subservicing Agreement, any of the
provisions of this Agreement relating to agreements or
arrangements
between the Master Servicer or a Subservicer or reference to
actions
taken through a Subservicer or otherwise, the Master Servicer
shall
remain obligated and liable to the Trustee, the Certificate
Insurer
and Certificateholders for the servicing and administering of the
Mortgage Loans in accordance with the provisions of Section 3.01
without diminution of such obligation or liability by virtue of
such
Subservicing Agreements or arrangements or by virtue of
indemnification from the Subservicer or the Company and to the
same
extent and under the same terms and conditions as if the Master
Servicer alone were servicing and administering the Mortgage
Loans.
The Master Servicer shall be entitled to enter into any agreement
with a Subservicer or Seller for indemnification of the Master
Servicer and nothing contained in this Agreement shall be deemed
to
limit or modify such indemnification.
Section 3.05. No Contractual Relationship Between
Subservicer and Trustee or
Certificateholders.
Any Subservicing Agreement that may be entered into
and any other transactions or services relating to the Mortgage
Loans involving a Subservicer in its capacity as such and not as
an
originator shall be deemed to be between the Subservicer and the
Master Servicer alone and the Trustee and Certificateholders
shall
not be deemed parties thereto and shall have no claims, rights,
obligations, duties or liabilities with respect to the
Subservicer
in its capacity as such except as set forth in Section 3.06. The
foregoing provision shall not in any way limit a Subservicer's
obligation to cure an omission or defect or to repurchase a
Mortgage
Loan as referred to in Section 2.02 hereof.
Section 3.06. Assumption or Termination of
Subservicing Agreements by Trustee.
(a) In the event the Master Servicer shall for
any reason no longer be the master servicer (including by reason
of
an Event of Default), the Trustee, its designee or its successor
shall thereupon assume all of the rights and obligations of the
Master Servicer under each Subservicing Agreement that may have
been
entered into. The Trustee, its designee or the successor
servicer
for the Trustee shall be deemed to have assumed all of the Master
Servicer's interest therein and to have replaced the Master
Servicer
as a party to the Subservicing Agreement to the same extent as if
the Subservicing Agreement had been assigned to the assuming
party
except that the Master Servicer shall not thereby be relieved of
any
liability or obligations under the Subservicing Agreement.
(b) The Master Servicer shall, upon request of
the Trustee but at the expense of the Master Servicer, deliver to
the assuming party all documents and records relating to each
Subservicing Agreement and the Mortgage Loans then being serviced
and an accounting of amounts collected and held by it and
otherwise
use its best efforts to effect the orderly and efficient transfer
of
each Subservicing Agreement to the assuming party.
Section 3.07. Collection of Certain Mortgage Loan
Payments; Deposits to Custodial
Account.
(a) The Master Servicer shall make reasonable
efforts to collect all payments called for under the terms and
provisions of the Mortgage Loans, and shall, to the extent such
procedures shall be consistent with this Agreement and the terms
and
provisions of any related Primary Insurance Policy, follow such
collection procedures as it would employ in its good faith
business
judgment and which are normal and usual in its general mortgage
servicing activities. Consistent with the foregoing, the Master
Servicer may in its discretion (i) waive any late payment charge
or
any prepayment charge or penalty interest in connection with the
prepayment of a Mortgage Loan and (ii) extend the Due Date for
payments due on a Mortgage Loan in accordance with the Program
Guide, provided, however, that the Master Servicer shall first
determine that any such waiver or extension will not impair the
coverage of any related Primary Insurance Policy or materially
adversely affect the lien of the related Mortgage or the interest
of
the Certificateholders. Consistent with the terms of this
Agreement, the Master Servicer may also waive, modify or vary any
term of any Mortgage Loan or consent to the postponement of
strict
compliance with any such term or in any manner grant indulgence
to
any Mortgagor if in the Master Servicer's determination such
waiver,
modification, postponement or indulgence is not materially
adverse
to the interests of the Certificateholders, provided, however,
that
the Master Servicer may not modify materially or permit any
Subservicer to modify any Mortgage Loan, including without
limitation any modification that would change the Mortgage Rate,
forgive the payment of any principal or interest (unless in
connection with the liquidation of the related Mortgage Loan or
except in connection with prepayments to the extent that such
reamortization is not inconsistent with the terms of the Mortgage
Loan), or extend the final maturity date of such Mortgage Loan,
unless such Mortgage Loan is in default or, in the judgment of
the
Master Servicer, such default is reasonably foreseeable. In the
event of any such arrangement, the Master Servicer shall make
timely
Advances on the related Mortgage Loan during the scheduled period
in
accordance with the amortization schedule of such Mortgage Loan
without modification thereof by reason of such arrangements.
(b) The Master Servicer shall establish and
maintain a Custodial Account in which the Master Servicer shall
deposit or cause to be deposited on a daily basis, except as
otherwise specifically provided herein, the following payments
and
collections remitted by Subservicers or received by it in respect
of
the Mortgage Loans subsequent to the Cut-off Date (other than in
respect of principal and interest on the Mortgage Loans due on or
before the Cut-off Date):
(i) All payments on account of principal,
including Principal Prepayments made by Mortgagors on the
Mortgage Loans and the principal component of any Subservicer
Advance or of any REO Proceeds received in connection with an
REO Property for which an REO Disposition has occurred;
(ii) All payments on account of interest at the
Adjusted Mortgage Rate on the Mortgage Loans, and the
interest
component of any Subservicer Advance or of any REO Proceeds
received in connection with an REO Property for which an REO
Disposition has occurred;
(iii) Insurance Proceeds and Liquidation Proceeds (net
of any related expenses of the Subservicer);
(iv) All proceeds of any Mortgage Loans purchased
pursuant to Section 2.02, 2.03, 2.04 or 3.21 and all amounts
required to be deposited in connection with the substitution
of a Qualified Substitute Mortgage Loan pursuant to Section
2.03 or 2.04;
(v) Any amounts required to be deposited
pursuant to Section 3.07(c); and
(vi) All amounts transferred from the Certificate
Account to the Custodial Account in accordance with Section
4.02(a).
The foregoing requirements for deposit in the Custodial Account
shall be exclusive, it being understood and agreed that, without
limiting the generality of the foregoing, payments on the
Mortgage
Loans which are not part of the Trust Fund (consisting of
payments
in respect of principal and interest on the Mortgage Loans due on
or
before the Cut-off Date) and payments or collections in the
nature
of prepayment charges or late payment charges or assumption fees
may
but need not be deposited by the Master Servicer in the Custodial
Account. In the event any amount not required to be deposited in
the Custodial Account is so deposited, the Master Servicer may at
any time withdraw such amount from the Custodial Account, any
provision herein to the contrary notwithstanding. The Custodial
Account may contain funds that belong to one or more trust funds
created for mortgage pass-through certificates of other series
and
may contain other funds respecting payments on mortgage loans
belonging to the Master Servicer or serviced or master serviced
by
it on behalf of others. Notwithstanding such commingling of
funds,
the Master Servicer shall keep records that accurately reflect
the
funds on deposit in the Custodial Account that have been
identified
by it as being attributable to the Mortgage Loans.
With respect to Insurance Proceeds, Liquidation
Proceeds, REO Proceeds and the proceeds of the purchase of any
Mortgage Loan pursuant to Sections 2.02, 2.03 and 2.04 received
in
any calendar month, the Master Servicer may elect to treat such
amounts as included in the Available Distribution Amount for the
Distribution Date in the month of receipt, but is not obligated
to
do so. If the Master Servicer so elects, such amounts will be
deemed to have been received (and any related Realized Loss shall
be
deemed to have occurred) on the last day of the month prior to
the
receipt thereof.
(c) The Master Servicer shall use its best
efforts to cause the institution maintaining the Custodial
Account
to invest the funds in the Custodial Account attributable to the
Mortgage Loans in Permitted Investments which shall mature not
later
than the Certificate Account Deposit Date next following the date
of
such investment (with the exception of the Amount Held for Future
Distribution) and which shall not be sold or disposed of prior to
their maturities. All income and gain realized from any such
investment shall be for the benefit of the Master Servicer as
additional servicing compensation and shall be subject to its
withdrawal or order from time to time. The amount of any losses
incurred in respect of any such investments attributable to the
investment of amounts in respect of the Mortgage Loans shall be
deposited in the Custodial Account by the Master Servicer out of
its
own funds immediately as realized.
(d) The Master Servicer shall give notice to the
Trustee and the Company of any change in the location of the
Custodial Account and the location of the Certificate Account
prior
to the use thereof.
Section 3.08. Subservicing Accounts; Servicing
Accounts.
(a) In those cases where a Subservicer is
servicing a Mortgage Loan pursuant to a Subservicing Agreement,
the
Master Servicer shall cause the Subservicer, pursuant to the
Subservicing Agreement, to establish and maintain one or more
Subservicing Accounts which shall be an Eligible Account or, if
such
account is not an Eligible Account, shall generally satisfy the
requirements of the Program Guide and be otherwise acceptable to
the
Master Servicer and each Rating Agency. The Subservicer will be
required thereby to deposit into the Subservicing Account on a
daily
basis all proceeds of Mortgage Loans received by the Subservicer,
less its Subservicing Fees and unreimbursed advances and
expenses,
to the extent permitted by the Subservicing Agreement. If the
Subservicing Account is not an Eligible Account, the Master
Servicer
shall be deemed to have received such monies upon receipt thereof
by
the Subservicer. The Subservicer shall not be required to
deposit
in the Subservicing Account payments or collections in the nature
of
prepayment charges or late charges or assumption fees. On or
before
the date specified in the Program Guide, but in no event later
than
the Determination Date, the Master Servicer shall cause the
Subservicer, pursuant to the Subservicing Agreement, to remit to
the
Master Servicer for deposit in the Custodial Account all funds
held
in the Subservicing Account with respect to each Mortgage Loan
serviced by such Subservicer that are required to be remitted to
the
Master Servicer. The Subservicer will also be required, pursuant
to
the Subservicing Agreement, to advance on such scheduled date of
remittance amounts equal to any scheduled monthly installments of
principal and interest less its Subservicing Fees on any Mortgage
Loans for which payment was not received by the Subservicer.
This
obligation to advance with respect to each Mortgage Loan will
continue up to and including the first of the month following the
date on which the related Mortgaged Property is sold at a
foreclosure sale or is acquired by the Trust Fund by deed in lieu
of
foreclosure or otherwise. All such advances received by the
Master
Servicer shall be deposited promptly by it in the Custodial
Account.
(b) The Subservicer may also be required,
pursuant to the Subservicing Agreement, to remit to the Master
Servicer for deposit in the Custodial Account interest at the
Adjusted Mortgage Rate on any Curtailment received by such
Subservicer in respect of a Mortgage Loan from the related
Mortgagor
during any month that is to be applied by the Subservicer to
reduce
the unpaid principal balance of the related Mortgage Loan as of
the
first day of such month, from the date of application of such
Curtailment to the first day of the following month. Any amounts
paid by a Subservicer pursuant to the preceding sentence shall be
for the benefit of the Master Servicer as additional servicing
compensation and shall be subject to its withdrawal or order from
time to time pursuant to Sections 3.10(a)(iv) and (v).
(c) In addition to the Custodial Account and the
Certificate Account, the Master Servicer shall for any
Nonsubserviced Mortgage Loan, and shall cause the Subservicers
for
Subserviced Mortgage Loans to, establish and maintain one or more
Servicing Accounts and deposit and retain therein all collections
from the Mortgagors (or advances from Subservicers) for the
payment
of taxes, assessments, hazard insurance premiums, Primary
Insurance
Policy premiums, if applicable, or comparable items for the
account
of the Mortgagors. Each Servicing Account shall satisfy the
requirements for a Subservicing Account and, to the extent
permitted
by the Program Guide or as is otherwise acceptable to the Master
Servicer, may also function as a Subservicing Account.
Withdrawals
of amounts related to the Mortgage Loans from the Servicing
Accounts
may be made only to effect timely payment of taxes, assessments,
hazard insurance premiums, Primary Insurance Policy premiums, if
applicable, or comparable items, to reimburse the Master Servicer
or
Subservicer out of related collections for any payments made
pursuant to Sections 3.11 (with respect to the Primary Insurance
Policy) and 3.12(a) (with respect to hazard insurance), to refund
to
any Mortgagors any sums as may be determined to be overages, to
pay
interest, if required, to Mortgagors on balances in the Servicing
Account or to clear and terminate the Servicing Account at the
termination of this Agreement in accordance with Section 9.01 or
in
accordance with the Program Guide. As part of its servicing
duties,
the Master Servicer shall, and the Subservicers will, pursuant to
the Subservicing Agreements, be required to pay to the Mortgagors
interest on funds in this account to the extent required by law.
(d) The Master Servicer shall advance the
payments referred to in the preceding subsection that are not
timely
paid by the Mortgagors or advanced by the Subservicers on the
date
when the tax, premium or other cost for which such payment is
intended is due, but the Master Servicer shall be required so to
advance only to the extent that such advances, in the good faith
judgment of the Master Servicer, will be recoverable by the
Master
Servicer out of Insurance Proceeds, Liquidation Proceeds or
otherwise.
Section 3.09. Access to Certain Documentation and
Information Regarding the Mortgage
Loans.
In the event that compliance with this Section 3.09
shall make any Class of Certificates legal for investment by
federally insured savings and loan associations, the Master
Servicer
shall provide, or cause the Subservicers to provide, to the
Trustee,
the Office of Thrift Supervision or the FDIC and the supervisory
agents and examiners thereof access to the documentation
regarding
the Mortgage Loans required by applicable regulations of the
Office
of Thrift Supervision, such access being afforded without charge
but
only upon reasonable request and during normal business hours at
the
offices designated by the Master Servicer. The Master Servicer
shall permit such representatives to photocopy any such
documentation and shall provide equipment for that purpose at a
charge reasonably approximating the cost of such photocopying to
the
Master Servicer.
Section 3.10. Permitted Withdrawals from the
Custodial Account.
(a) The Master Servicer may, from time to time
as provided herein, make withdrawals from the Custodial Account
of
amounts on deposit therein pursuant to Section 3.07 that are
attributable to the Mortgage Loans for the following purposes:
(i) to make deposits into the Certificate
Account in the amounts and in the manner provided for in
Sections 4.01 and 4.02;
(ii) to reimburse itself or the related
Subservicer for previously unreimbursed advances or expenses
made pursuant to Sections 3.01, 3.08, 3.11, 3.12(a), 3.14 and
4.04 or otherwise reimbursable pursuant to the terms of this
Agreement, such withdrawal right being limited to amounts
received on particular Mortgage Loans (including, for this
purpose, REO Proceeds, Insurance Proceeds, Liquidation
Proceeds and proceeds from the purchase of a Mortgage Loan
pursuant to Section 2.02, 2.03 or 2.04) which represent (A)
Late Collections of Monthly Payments for which any such
advance was made in the case of Subservicer Advances or
Advances pursuant to Section 4.04 and (B) late recoveries of
the payments for which such advances were made in the case of
Servicing Advances;
(iii) to pay to itself or the related Subservicer
(if not previously retained by such Subservicer) out of each
payment received by the Master Servicer on account of
interest
on a Mortgage Loan as contemplated by Sections 3.14 and 3.16,
an amount equal to that remaining portion of any such payment
as to interest (but not in excess of the Servicing Fee and
the
Subservicing Fee, if not previously retained) which, when
deducted, will result in the remaining amount of such
interest
being interest at a rate per annum equal to the sum of the
Net
Mortgage Rate plus the Certificate Insurer Premium Rate on
the
amount specified in the amortization schedule of the related
Mortgage Loan as the principal balance thereof at the
beginning of the period respecting which such interest was
paid after giving effect to any previous Curtailments;
(iv) to pay to itself as additional servicing
compensation any interest or investment income earned on
funds
deposited in the Custodial Account that it is entitled to
withdraw pursuant to Section 3.07(c);
(v) to pay to itself as additional servicing
compensation any Foreclosure Profits, and any amounts
remitted
by Subservicers as interest in respect of Curtailments
pursuant to Section 3.08(b);
(vi) to pay to itself, a Subservicer, a Seller,
Residential Funding, the Company or any other appropriate
Person, as the case may be, with respect to each Mortgage
Loan
or property acquired in respect thereof that has been
purchased or otherwise transferred pursuant to Section 2.02,
2.03, 2.04, 4.07 or 9.01, all amounts received thereon and
not
required to be distributed to Certificateholders as of the
date on which the related Stated Principal Balance or
Purchase
Price is determined;
(vii) to reimburse itself or the related
Subservicer for any Nonrecoverable Advance or Advances in the
manner and to the extent provided in subsection (c) below or
any Advance reimbursable to the Master Servicer pursuant to
Section 4.02(a)(iii);
(viii) to reimburse itself or the Company for
expenses incurred by and reimbursable to it or the Company
pursuant to Section 3.13, 3.14(c), 6.03, 10.01 or otherwise,
provided, however, that reimbursements to the Company
pursuant
to this subclause shall in the aggregate not exceed $25,000
in
any calendar year;
(ix) to reimburse itself for amounts expended by
it (a) pursuant to Section 3.14 in good faith in connection
with the restoration of property damaged by an Uninsured
Cause, and (b) in connection with the liquidation of a
Mortgage Loan or disposition of an REO Property to the extent
not otherwise reimbursed pursuant to clause (ii) or (viii)
above; and
(x) to withdraw any amount deposited in the
Custodial Account that was not required to be deposited
therein pursuant to Section 3.07.
(b) Since, in connection with withdrawals
pursuant to clauses (ii), (iii), (v) and (vi) above, the Master
Servicer's entitlement thereto is limited to collections or other
recoveries on the related Mortgage Loan, the Master Servicer
shall
keep and maintain separate accounting, on a Mortgage Loan by
Mortgage Loan basis, for the purpose of justifying any withdrawal
from the Custodial Account pursuant to such clauses.
(c) The Master Servicer shall be entitled to
reimburse itself or the related Subservicer for any advance made
in
respect of a Mortgage Loan that the Master Servicer determines to
be
a Nonrecoverable Advance by withdrawal from the Custodial Account
of
amounts on deposit therein attributable to the Mortgage Loans on
any
Certificate Account Deposit Date succeeding the date of such
determination. Such right of reimbursement in respect of a
Nonrecoverable Advance on any such Certificate Account Deposit
Date
shall be limited to an amount not exceeding the portion of such
advance previously paid to Certificateholders (and not
theretofore
reimbursed to the Master Servicer or the related Subservicer).
Section 3.11. Maintenance of the Primary Insurance
Policies; Collections Thereunder.
(a) The Master Servicer shall not take, or
permit any Subservicer to take, any action which would result in
non-coverage under any applicable Primary Insurance Policy of any
loss which, but for the actions of the Master Servicer or
Subservicer, would have been covered thereunder. To the extent
coverage is available, the Master Servicer shall keep or cause to
be
kept in full force and effect each such Primary Insurance Policy
until the principal balance of the related Mortgage Loan secured
by
a Mortgaged Property is reduced to 80% or less of the Appraised
Value in the case of such a Mortgage Loan having a Loan-to-Value
Ratio at origination in excess of 80%, provided that such Primary
Insurance Policy was in place as of the Cut-off Date and the
Company
had knowledge of such Primary Insurance Policy. In the event
that
the Company gains knowledge that as of the Closing Date, a
Mortgage
Loan had a Loan-to-Value Ratio at origination in excess of 80%
and
is not the subject of a Primary Insurance Policy (and was not
included in any exception to the representation in Section
2.03(b)(iv)) and that such Mortgage Loan has a current
Loan-to-Value
Ratio in excess of 80% then the Master Servicer shall use its
reasonable efforts to obtain and maintain a Primary Insurance
Policy
to the extent that such a policy is obtainable at a reasonable
price. The Master Servicer shall not cancel or refuse to renew
any
such Primary Insurance Policy applicable to a Nonsubserviced
Mortgage Loan, or consent to any Subservicer canceling or
refusing
to renew any such Primary Insurance Policy applicable to a
Mortgage
Loan subserviced by it, that is in effect at the date of the
initial
issuance of the Certificates and is required to be kept in force
hereunder unless the replacement Primary Insurance Policy for
such
canceled or non-renewed policy is maintained with an insurer
whose
claims-paying ability is acceptable to each Rating Agency for
mortgage pass-through certificates having a rating equal to or
better than the lower of the then-current rating or the rating
assigned to the Certificates as of the Closing Date by such
Rating
Agency.
(b) In connection with its activities as
administrator and servicer of the Mortgage Loans, the Master
Servicer agrees to present or to cause the related Subservicer to
present, on behalf of the Master Servicer, the Subservicer, if
any,
the Trustee and Certificateholders, claims to the Insurer under
any
Primary Insurance Policies, in a timely manner in accordance with
such policies, and, in this regard, to take or cause to be taken
such reasonable action as shall be necessary to permit recovery
under any Primary Insurance Policies respecting defaulted
Mortgage
Loans. Pursuant to Section 3.07, any Insurance Proceeds
collected
by or remitted to the Master Servicer under any Primary Insurance
Policies shall be deposited in the Custodial Account, subject to
withdrawal pursuant to Section 3.10.
Section 3.12. Maintenance of Fire Insurance and
Omissions and Fidelity Coverage.
(a) The Master Servicer shall cause to be
maintained for each Mortgage Loan fire insurance with extended
coverage in an amount which is equal to the lesser of the
principal
balance owing on such Mortgage Loan or 100 percent of the
insurable
value of the improvements; provided, however, that such coverage
may
not be less than the minimum amount required to fully compensate
for
any loss or damage on a replacement cost basis. To the extent it
may do so without breaching the related Subservicing Agreement,
the
Master Servicer shall replace any Subservicer that does not cause
such insurance, to the extent it is available, to be maintained.
The Master Servicer shall also cause to be maintained on property
acquired upon foreclosure, or deed in lieu of foreclosure, fire
insurance with extended coverage in an amount which is at least
equal to the amount necessary to avoid the application of any co-
insurance clause contained in the related hazard insurance
policy.
Pursuant to Section 3.07, any amounts collected by the Master
Servicer under any such policies (other than amounts to be
applied
to the restoration or repair of the related Mortgaged Property or
property thus acquired or amounts released to the Mortgagor in
accordance with the Master Servicer's normal servicing
procedures)
shall be deposited in the Custodial Account, subject to
withdrawal
pursuant to Section 3.10. Any cost incurred by the Master
Servicer
in maintaining any such insurance shall not, for the purpose of
calculating monthly distributions to Certificateholders, be added
to
the amount owing under the Mortgage Loan, notwithstanding that
the
terms of the Mortgage Loan so permit. Such costs shall be
recoverable by the Master Servicer out of related late payments
by
the Mortgagor or out of Insurance Proceeds and Liquidation
Proceeds
to the extent permitted by Section 3.10. It is understood and
agreed that no earthquake or other additional insurance is to be
required of any Mortgagor or maintained on property acquired in
respect of a Mortgage Loan other than pursuant to such applicable
laws and regulations as shall at any time be in force and as
shall
require such additional insurance. When the improvements
securing
a Mortgage Loan are located at the time of origination of such
Mortgage Loan in a federally designated special flood hazard
area,
the Master Servicer shall cause flood insurance (to the extent
available) to be maintained in respect thereof. Such flood
insurance shall be in an amount equal to the lesser of (i) the
amount required to compensate for any loss or damage to the
Mortgaged Property on a replacement cost basis and (ii) the
maximum
amount of such insurance available for the related Mortgaged
Property under the national flood insurance program (assuming
that
the area in which such Mortgaged Property is located is
participating in such program).
In the event that the Master Servicer shall obtain and
maintain a blanket fire insurance policy with extended coverage
insuring against hazard losses on all of the Mortgage Loans, it
shall conclusively be deemed to have satisfied its obligations as
set forth in the first sentence of this Section 3.12(a), it being
understood and agreed that such policy may contain a deductible
clause, in which case the Master Servicer shall, in the event
that
there shall not have been maintained on the related Mortgaged
Property a policy complying with the first sentence of this
Section
3.12(a) and there shall have been a loss which would have been
covered by such policy, deposit in the Certificate Account the
amount not otherwise payable under the blanket policy because of
such deductible clause. Any such deposit by the Master Servicer
shall be made on the Certificate Account Deposit Date next
preceding
the Distribution Date which occurs in the month following the
month
in which payments under any such policy would have been deposited
in
the Custodial Account. In connection with its activities as
administrator and servicer of the Mortgage Loans, the Master
Servicer agrees to present, on behalf of itself, the Trustee and
Certificateholders, claims under any such blanket policy.
(b) The Master Servicer shall obtain and
maintain at its own expense and keep in full force and effect
throughout the term of this Agreement a blanket fidelity bond and
an
errors and omissions insurance policy covering the Master
Servicer's
officers and employees and other persons acting on behalf of the
Master Servicer in connection with its activities under this
Agreement. The amount of coverage shall be at least equal to the
coverage that would be required by FNMA or FHLMC, whichever is
greater, with respect to the Master Servicer if the Master
Servicer
were servicing and administering the Mortgage Loans for FNMA or
FHLMC. In the event that any such bond or policy ceases to be in
effect, the Master Servicer shall obtain a comparable replacement
bond or policy from an issuer or insurer, as the case may be,
meeting the requirements, if any, of the Program Guide and
acceptable to the Company. Coverage of the Master Servicer under
a
policy or bond obtained by an Affiliate of the Master Servicer
and
providing the coverage required by this Section 3.12(b) shall
satisfy the requirements of this Section 3.12(b).
Section 3.13. Enforcement of Due-on-Sale Clauses;
Assumption and Modification
Agreements; Certain Assignments.
(a) When any Mortgaged Property is conveyed by
the Mortgagor, the Master Servicer or Subservicer, to the extent
it
has knowledge of such conveyance, shall enforce any due-on-sale
clause contained in any Mortgage Note or Mortgage, to the extent
permitted under applicable law and governmental regulations, but
only to the extent that such enforcement will not adversely
affect
or jeopardize coverage under any Required Insurance Policy.
Notwithstanding the foregoing:
(i) the Master Servicer shall not be deemed to
be in default under this Section 3.13(a) by reason of any
transfer or assumption which the Master Servicer is
restricted
by law from preventing; and
(ii) if the Master Servicer determines that it is
reasonably likely that any Mortgagor will bring, or if any
Mortgagor does bring, legal action to declare invalid or
otherwise avoid enforcement of a due-on-sale clause contained
in any Mortgage Note or Mortgage, the Master Servicer shall
not be required to enforce the due-on-sale clause or to
contest such action.
(b) Subject to the Master Servicer's duty to
enforce any due-on-sale clause to the extent set forth in Section
3.13(a), in any case in which a Mortgaged Property is to be
conveyed
to a Person by a Mortgagor, and such Person is to enter into an
assumption or modification agreement or supplement to the
Mortgage
Note or Mortgage which requires the signature of the Trustee, or
if
an instrument of release signed by the Trustee is required
releasing
the Mortgagor from liability on the Mortgage Loan, the Master
Servicer is authorized, subject to the requirements of the
sentence
next following, to execute and deliver, on behalf of the Trustee,
the assumption agreement with the Person to whom the Mortgaged
Property is to be conveyed and such modification agreement or
supplement to the Mortgage Note or Mortgage or other instruments
as
are reasonable or necessary to carry out the terms of the
Mortgage
Note or Mortgage or otherwise to comply with any applicable laws
regarding assumptions or the transfer of the Mortgaged Property
to
such Person; provided, however, none of such terms and
requirements
shall both constitute a "significant modification" effecting an
exchange or reissuance of such Mortgage Loan under the Code (or
final, temporary or proposed Treasury regulations promulgated
thereunder) and cause the Trust Fund to fail to qualify as a
REMIC
under the Code or the imposition of any tax on "prohibited
transactions" or "contributions" after the startup date under the
REMIC Provisions. The Master Servicer shall execute and deliver
such documents only if it reasonably determines that (i) its
execution and delivery thereof will not conflict with or violate
any
terms of this Agreement or cause the unpaid balance and interest
on
the Mortgage Loan to be uncollectible in whole or in part, (ii)
any
required consents of insurers under any Required Insurance
Policies
have been obtained and (iii) subsequent to the closing of the
transaction involving the assumption or transfer (A) the Mortgage
Loan will continue to be secured by a first mortgage lien
pursuant
to the terms of the Mortgage, (B) such transaction will not
adversely affect the coverage under any Required Insurance
Policies,
(C) the Mortgage Loan will fully amortize over the remaining term
thereof, (D) no material term of the Mortgage Loan (including the
interest rate on the Mortgage Loan) will be altered nor will the
term of the Mortgage Loan be changed and (E) if the
seller/transferor of the Mortgaged Property is to be released
from
liability on the Mortgage Loan, such release will not (based on
the
Master Servicer's or Subservicer's good faith determination)
adversely affect the collectability of the Mortgage Loan. Upon
receipt of appropriate instructions from the Master Servicer in
accordance with the foregoing, the Trustee shall execute any
necessary instruments for such assumption or substitution of
liability as directed by the Master Servicer. Upon the closing
of
the transactions contemplated by such documents, the Master
Servicer
shall cause the originals or true and correct copies of the
assumption agreement, the release (if any), or the modification
or
supplement to the Mortgage Note or Mortgage to be delivered to
the
Trustee or the Custodian and deposited with the Mortgage File for
such Mortgage Loan. Any fee collected by the Master Servicer or
such related Subservicer for entering into an assumption or
substitution of liability agreement will be retained by the
Master
Servicer or such Subservicer as additional servicing
compensation.
(c) The Master Servicer or the related
Subservicer, as the case may be, shall be entitled to approve a
request from a Mortgagor for a partial release of the related
Mortgaged Property, the granting of an easement thereon in favor
of
another Person, any alteration or demolition of the related
Mortgaged Property or other similar matters if it has determined,
exercising its good faith business judgment in the same manner as
it
would if it were the owner of the related Mortgage Loan, that the
security for, and the timely and full collectability of, such
Mortgage Loan would not be adversely affected thereby and that
the
Trust Fund would not fail to continue to qualify as a REMIC under
the Code as a result thereof. Any fee collected by the Master
Servicer or the related Subservicer for processing such a request
will be retained by the Master Servicer or such Subservicer as
additional servicing compensation.
(d) Subject to any other applicable terms and
conditions of this Agreement, the Trustee and Master Servicer
shall
be entitled to approve an assignment in lieu of satisfaction with
respect to any Mortgage Loan, provided the obligee with respect
to
such Mortgage Loan following such proposed assignment provides
the
Trustee and Master Servicer with a "Lender Certification for
Assignment of Mortgage Loan" in the form attached hereto as
Exhibit
N, in form and substance satisfactory to the Trustee and Master
Servicer, providing the following: (i) that the Mortgage Loan is
secured by Mortgaged Property located in a jurisdiction in which
an
assignment in lieu of satisfaction is required to preserve lien
priority, minimize or avoid mortgage recording taxes or otherwise
comply with, or facilitate a refinancing under, the laws of such
jurisdiction; (ii) that the substance of the assignment is, and
is
intended to be, a refinancing of such Mortgage Loan and that the
form of the transaction is solely to comply with, or facilitate
the
transaction under, such local laws; (iii) that the Mortgage Loan
following the proposed assignment will have a rate of interest at
least 0.25 percent below or above the rate of interest on such
Mortgage Loan prior to such proposed assignment; and (iv) that
such
assignment is at the request of the borrower under the related
Mortgage Loan. Upon approval of an assignment in lieu of
satisfaction with respect to any Mortgage Loan, the Master
Servicer
shall receive cash in an amount equal to the unpaid principal
balance of and accrued interest on such Mortgage Loan and the
Master
Servicer shall treat such amount as a Principal Prepayment in
Full
with respect to such Mortgage Loan for all purposes hereof.
Section 3.14. Realization Upon Defaulted Mortgage
Loans.
(a) The Master Servicer shall foreclose upon or
otherwise comparably convert (which may include an REO
Acquisition)
the ownership of properties securing such of the Mortgage Loans
as
come into and continue in default and as to which no satisfactory
arrangements can be made for collection of delinquent payments
pursuant to Section 3.07. In connection with such foreclosure or
other conversion, the Master Servicer shall, consistent with
Section
3.11, follow such practices and procedures as it shall deem
necessary, reasonable or advisable, as shall be normal and usual
in
its general mortgage servicing activities and as shall be
required
or permitted by the Program Guide; provided that the Master
Servicer
shall not be liable in any respect hereunder if the Master
Servicer
is acting in connection with any such foreclosure or other
conversion in a manner that is consistent with the provisions of
this Agreement. The Master Servicer, however, shall not be
required
to expend its own funds in connection with any foreclosure, or
attempted foreclosure which is not completed, or towards the
restoration of any property unless it shall determine (i) that
such
restoration and/or foreclosure will increase the proceeds of
liquidation of the Mortgage Loan to Holders of Certificates of
one
or more Classes or the Certificate Insurer after reimbursement to
itself for such expenses and (ii) that such expenses will be
recoverable to it through Liquidation Proceeds, Insurance
Proceeds,
or REO Proceeds (respecting which it shall have priority for
purposes of withdrawals from the Custodial Account pursuant to
Section 3.10, whether or not such expenses are actually
recoverable
from related Liquidation Proceeds, Insurance Proceeds or REO
Proceeds). In the event of such a determination by the Master
Servicer pursuant to this Section 3.14(a), the Master Servicer
shall
be entitled to reimbursement of its funds so expended pursuant to
Section 3.10. Concurrently with the foregoing, the Master
Servicer
may pursue any remedies that may be available in connection with
a
breach of a representation and warranty with respect to any such
Mortgage Loan in accordance with Sections 2.03 and 2.04.
However,
the Master Servicer is not required to continue to pursue both
foreclosure (or similar remedies) with respect to the Mortgage
Loans
and remedies in connection with a breach of a representation and
warranty if the Master Servicer determines in its reasonable
discretion that one such remedy is more likely to result in a
greater recovery as to the Mortgage Loan. Upon the occurrence of
a
Cash Liquidation or REO Disposition, following the deposit in the
Custodial Account of all Insurance Proceeds, Liquidation Proceeds
and other payments and recoveries referred to in the definition
of
"Cash Liquidation" or "REO Disposition," as applicable, upon
receipt
by the Trustee of written notification of such deposit signed by
a
Servicing Officer, the Trustee or any Custodian, as the case may
be,
shall release to the Master Servicer the related Mortgage File
and
the Trustee shall execute and deliver such instruments of
transfer
or assignment prepared by the Master Servicer, in each case
without
recourse, as shall be necessary to vest in the Master Servicer or
its designee, as the case may be, the related Mortgage Loan, and
thereafter such Mortgage Loan shall not be part of the Trust
Fund.
Notwithstanding the foregoing or any other provision of this
Agreement, in the Master Servicer's sole discretion with respect
to
any defaulted Mortgage Loan or REO Property as to either of the
following provisions, (i) a Cash Liquidation or REO Disposition
may
be deemed to have occurred if substantially all amounts expected
by
the Master Servicer to be received in connection with the related
defaulted Mortgage Loan or REO Property have been received, and
(ii)
for purposes of determining the amount of any Liquidation
Proceeds,
Insurance Proceeds, REO Proceeds or any other unscheduled
collections or the amount of any Realized Loss, the Master
Servicer
may take into account minimal amounts of additional receipts
expected to be received or any estimated additional liquidation
expenses expected to be incurred in connection with the related
defaulted Mortgage Loan or REO Property.
(b) In the event that title to any Mortgaged
Property is acquired by the Trust Fund as an REO Property by
foreclosure or by deed in lieu of foreclosure, the deed or
certificate of sale shall be issued to the Trustee or to its
nominee
on behalf of Certificateholders. Notwithstanding any such
acquisition of title and cancellation of the related Mortgage
Loan,
such REO Property shall (except as otherwise expressly provided
herein) be considered to be an Outstanding Mortgage Loan held in
the
Trust Fund until such time as the REO Property shall be sold.
Consistent with the foregoing for purposes of all calculations
hereunder so long as such REO Property shall be considered to be
an
Outstanding Mortgage Loan it shall be assumed that,
notwithstanding
that the indebtedness evidenced by the related Mortgage Note
shall
have been discharged, such Mortgage Note and the related
amortization schedule in effect at the time of any such
acquisition
of title (after giving effect to any previous Curtailments and
before any adjustment thereto by reason of any bankruptcy or
similar
proceeding or any moratorium or similar waiver or grace period)
remain in effect.
(c) In the event that the Trust Fund acquires
any REO Property as aforesaid or otherwise in connection with a
default or imminent default on a Mortgage Loan, the Master
Servicer,
on behalf of the Trust Fund, shall sell any REO Property either
(i)
within two years after its acquisition by the Trust Fund as
determined for the purposes of Section 860G(a)(8) of the Code or
(ii) prior to the expiration of any extension to such two-year
grace
period which is requested on behalf of the Trust Fund by the
Master
Servicer (at the expense of the Trust Fund) more than 60 days
prior
to the end of such two-year grace period and granted by the
Internal
Revenue Service, unless the Master Servicer has delivered to the
Trustee an Opinion of Counsel, addressed to the Trustee and the
Master Servicer, to the effect that the holding by the Trust Fund
of
such REO Property subsequent to two years after its acquisition
will
not result in the imposition on the Trust Fund of taxes on
"prohibited transactions" as defined in Section 860F of the Code,
or
cause the Trust Fund to fail to qualify as a REMIC under Federal
law
at any time that any Certificates are outstanding, in which case
the
Trust Fund may continue to hold such REO Property (subject to any
conditions contained in such Opinion of Counsel). The Master
Servicer shall be entitled to be reimbursed from the Custodial
Account for any costs incurred in obtaining such Opinion of
Counsel,
as provided in Section 3.10. Notwithstanding any other provision
of
this Agreement, no REO Property acquired by the Trust Fund shall
be
rented (or allowed to continue to be rented) or otherwise used by
or
on behalf of the Trust Fund in such a manner or pursuant to any
terms that would (i) cause such REO Property to fail to qualify
as
"foreclosure property" within the meaning of Section 860G(a)(8)
of
the Code or (ii) subject the Trust Fund to the imposition of any
federal income taxes on the income earned from such REO Property,
including any taxes imposed by reason of Section 860G(c) of the
Code, unless the Master Servicer has agreed to indemnify and hold
harmless the Trust Fund with respect to the imposition of any
such
taxes.
(d) The proceeds of any Cash Liquidation, REO
Disposition or purchase or repurchase of any Mortgage Loan
pursuant
to the terms of this Agreement, as well as any recovery resulting
from a collection of Liquidation Proceeds, Insurance Proceeds or
REO
Proceeds, will be applied in the following order of priority:
first,
to reimburse the Master Servicer or the related Subservicer in
accordance with Section 3.10(a)(ii); second, to the
Certificateholders to the extent of accrued and unpaid interest
on
the Mortgage Loan, and any related REO Imputed Interest, at the
Net
Mortgage Rate, to the Due Date prior to the Distribution Date on
which such amounts are to be distributed; third, to the
Certificateholders as a recovery of principal on the Mortgage
Loan
(or REO Property); fourth, to all Servicing Fees and Subservicing
Fees payable therefrom (and the Master Servicer and the
Subservicer
shall have no claims for any deficiencies with respect to such
fees
which result from the foregoing allocation); fifth, to the
payment
of the Certificate Insurer Premium related thereto and for
reimbursement for any payments made under the Policy; and sixth,
to
Foreclosure Profits.
Section 3.15. Trustee to Cooperate; Release of
Mortgage Files.
(a) Upon becoming aware of the payment in full
of any Mortgage Loan, or upon the receipt by the Master Servicer
of
a notification that payment in full will be escrowed in a manner
customary for such purposes, the Master Servicer will immediately
notify the Trustee (if it holds the related Mortgage File) or the
Custodian by a certification of a Servicing Officer (which
certification shall include a statement to the effect that all
amounts received or to be received in connection with such
payment
which are required to be deposited in the Custodial Account
pursuant
to Section 3.07 have been or will be so deposited), substantially
in
one of the forms attached hereto as Exhibit G requesting delivery
to
it of the Mortgage File. Upon receipt of such certification and
request, the Trustee shall promptly release, or cause the
Custodian
to release, the related Mortgage File to the Master Servicer.
The
Master Servicer is authorized to execute and deliver to the
Mortgagor the request for reconveyance, deed of reconveyance or
release or satisfaction of mortgage or such instrument releasing
the
lien of the Mortgage, together with the Mortgage Note with, as
appropriate, written evidence of cancellation thereon. No
expenses
incurred in connection with any instrument of satisfaction or
deed
of reconveyance shall be chargeable to the Custodial Account or
the
Certificate Account.
(b) From time to time as is appropriate for the
servicing or foreclosure of any Mortgage Loan, the Master
Servicer
shall deliver to the Custodian, with a copy to the Trustee, a
certificate of a Servicing Officer substantially in one of the
forms
attached as Exhibit G hereto, requesting that possession of all,
or
any document constituting part of, the Mortgage File be released
to
the Master Servicer and certifying as to the reason for such
release
and that such release will not invalidate any insurance coverage
provided in respect of the Mortgage Loan under any Required
Insurance Policy. Upon receipt of the foregoing, the Trustee
shall
deliver, or cause the Custodian to deliver, the Mortgage File or
any
document therein to the Master Servicer. The Master Servicer
shall
cause each Mortgage File or any document therein so released to
be
returned to the Trustee, or the Custodian as agent for the
Trustee
when the need therefor by the Master Servicer no longer exists,
unless (i) the Mortgage Loan has been liquidated and the
Liquidation
Proceeds relating to the Mortgage Loan have been deposited in the
Custodial Account or (ii) the Mortgage File or such document has
been delivered directly or through a Subservicer to an attorney,
or
to a public trustee or other public official as required by law,
for
purposes of initiating or pursuing legal action or other
proceedings
for the foreclosure of the Mortgaged Property either judicially
or
non-judicially, and the Master Servicer has delivered directly or
through a Subservicer to the Trustee a certificate of a Servicing
Officer certifying as to the name and address of the Person to
which
such Mortgage File or such document was delivered and the purpose
or
purposes of such delivery. In the event of the liquidation of a
Mortgage Loan, the Trustee shall deliver the Request for Release
with respect thereto to the Master Servicer upon deposit of the
related Liquidation Proceeds in the Custodial Account.
(c) The Trustee or the Master Servicer on the
Trustee's behalf shall execute and deliver to the Master
Servicer,
if necessary, any court pleadings, requests for trustee's sale or
other documents necessary to the foreclosure or trustee's sale in
respect of a Mortgaged Property or to any legal action brought to
obtain judgment against any Mortgagor on the Mortgage Note or
Mortgage or to obtain a deficiency judgment, or to enforce any
other
remedies or rights provided by the Mortgage Note or Mortgage or
otherwise available at law or in equity. Together with such
documents or pleadings (if signed by the Trustee), the Master
Servicer shall deliver to the Trustee a certificate of a
Servicing
Officer requesting that such pleadings or documents be executed
by
the Trustee and certifying as to the reason such documents or
pleadings are required and that the execution and delivery
thereof
by the Trustee will not invalidate any insurance coverage under
any
Required Insurance Policy or invalidate or otherwise affect the
lien
of the Mortgage, except for the termination of such a lien upon
completion of the foreclosure or trustee's sale.
Section 3.16. Servicing and Other Compensation;
Compensating Interest.
(a) The Master Servicer, as compensation for its
activities hereunder, shall be entitled to receive on each
Distribution Date the amounts provided for by clauses (iii), (iv)
and (v) of Section 3.10(a), subject to clause (e) below. The
amount
of servicing compensation provided for in such clauses shall be
accounted for on a Mortgage Loan-by-Mortgage Loan basis. In the
event that Liquidation Proceeds, Insurance Proceeds and REO
Proceeds
(net of amounts reimbursable therefrom pursuant to Section
3.10(a)(ii)) in respect of a Cash Liquidation or REO Disposition
exceed the unpaid principal balance of such Mortgage Loan plus
unpaid interest accrued thereon (including REO Imputed Interest)
at
a per annum rate equal to the sum of the related Net Mortgage
Rate
plus the Certificate Insurance Premium Rate, the Master Servicer
shall be entitled to retain therefrom and to pay to itself and/or
the related Subservicer any Servicing Fee or Subservicing Fee
considered to be accrued but unpaid.
(b) Additional servicing compensation in the
form of prepayment charges, assumption fees, late payment
charges,
investment income on amounts in the Custodial Account or the
Certificate Account or otherwise shall be retained by the Master
Servicer or the Subservicer to the extent provided herein,
subject
to clause (e) below.
(c) The Master Servicer shall be required to
pay, or cause to be paid, all expenses incurred by it in
connection
with its servicing activities hereunder (including payment of
premiums for the Primary Insurance Policies, if any, to the
extent
such premiums are not required to be paid by the related
Mortgagors,
and the fees and expenses of the Trustee and any Custodian) and
shall not be entitled to reimbursement therefor except as
specifically provided in Sections 3.10 and 3.14.
(d) The Master Servicer's right to receive
servicing compensation may not be transferred in whole or in part
except in connection with the transfer of all of its
responsibilities and obligations of the Master Servicer under
this
Agreement.
(e) Notwithstanding any other provision herein,
the amount of servicing compensation that the Master Servicer
shall
be entitled to receive for its activities hereunder for the
period
ending on each Distribution Date shall be reduced (not below
zero)
by an amount equal to Compensating Interest (if any) for such
Distribution Date. Such reduction shall be applied during such
period as follows: first, to any Servicing Fee or Subservicing
Fee
to which the Master Servicer is entitled pursuant to Section
3.10(a)(iii); second, to any income or gain realized from any
investment of funds held in the Custodial Account or the
Certificate
Account to which the Master Servicer is entitled pursuant to
Sections 3.07(c) or 4.01(c), respectively; and third, to any
amounts
of servicing compensation to which the Master Servicer is
entitled
pursuant to Section 3.10(a)(v) or (vi). In making such
reduction,
the Master Servicer (i) will not withdraw from the Custodial
Account
any such amount representing all or a portion of the Servicing
Fee
to which it is entitled pursuant to Section 3.10(a)(iii); (ii)
will
not withdraw from the Custodial Account or Certificate Account
any
such amount to which it is entitled pursuant to Section 3.07(c)
or
4.01(c); and (iii) will not withdraw from the Custodial Account
any
such amount of servicing compensation to which it is entitled
pursuant to Section 3.10(a)(v) or (vi).
Section 3.17. Reports to the Trustee and the
Company.
Not later than fifteen days after each Distribution
Date, the Master Servicer shall forward to the Trustee and the
Company a statement, certified by a Servicing Officer, setting
forth
the status of the Custodial Account as of the close of business
on
such Distribution Date as it relates to the Mortgage Loans and
showing, for the period covered by such statement, the aggregate
of
deposits in or withdrawals from the Custodial Account in respect
of
the Mortgage Loans for each category of deposit specified in
Section
3.07 and each category of withdrawal specified in Section 3.10.
Section 3.18. Annual Statement as to Compliance.
The Master Servicer will deliver to the Company, the
Trustee and the Certificate Insurer on or before March 31 of each
year, beginning with the first March 31 that occurs at least six
months after the Cut-off Date, an Officers' Certificate stating,
as
to each signer thereof, that (i) a review of the activities of
the
Master Servicer during the preceding calendar year and of its
performance under the pooling and servicing agreements, including
this Agreement, has been made under such officers' supervision,
(ii)
to the best of such officers' knowledge, based on such review,
the
Master Servicer has fulfilled all of its material obligations in
all
material respects throughout such year, or, if there has been a
default in the fulfillment in all material respects of any such
obligation relating to this Agreement, specifying each such
default
known to such officer and the nature and status thereof and (iii)
to
the best of such officers' knowledge, each Subservicer has
fulfilled
its material obligations under its Subservicing Agreement in all
material respects, or if there has been a material default in the
fulfillment of such obligations relating to this Agreement,
specifying such default known to such officer and the nature and
status thereof.
Section 3.19. Annual Independent Public
Accountants' Servicing Report.
On or before March 31 of each year, beginning with the
first March 31 that occurs at least six months after the Cut-off
Date, the Master Servicer at its expense shall cause a firm of
Independent public accountants which is a member of the American
Institute of Certified Public Accountants to furnish a statement
to
the Company, the Trustee and the Certificate Insurer to the
effect
that such firm has examined certain documents and records
relating
to the servicing of the mortgage loans under pooling and
servicing
agreements (including this Agreement) substantially similar one
to
another (such statement to have attached thereto a schedule
setting
forth the pooling and servicing agreements covered thereby,
including this Agreement) and that, on the basis of such
examination
conducted substantially in compliance with the Uniform Single
Audit
Program for Mortgage Bankers or the Audit Program for Mortgages
serviced for FHLMC, such servicing has been conducted in
compliance
with such pooling and servicing agreements except for such
significant exceptions or errors in records that, in the opinion
of
such firm, the Uniform Single Audit Program for Mortgage Bankers
or
the Audit Program for Mortgages serviced for FHLMC requires it to
report. In rendering such statement, such firm may rely, as to
matters relating to direct servicing of mortgage loans by
Subservicers, upon comparable statements for examinations
conducted
substantially in compliance with the Uniform Single Audit Program
for Mortgage Bankers or the Audit Program for Mortgages serviced
for
FHLMC (rendered within one year of such statement) of Independent
public accountants with respect to the related Subservicer. For
purposes of such statement, such firm may conclusively assume
that
all pooling and servicing agreements among the Company, the
Master
Servicer and the Trustee relating to Mortgage Pass-Through
Certificates evidencing an interest in first mortgage loans are
substantially similar one to another except for any such pooling
and
servicing agreement which, by its terms, specifically states
otherwise.
Section 3.20. Rights of the Company in Respect of
the Master Servicer.
The Master Servicer shall afford the Company, upon
reasonable notice, during normal business hours access to all
records maintained by the Master Servicer in respect of its
rights
and obligations hereunder and access to officers of the Master
Servicer responsible for such obligations. Upon request, the
Master
Servicer shall furnish the Company with its most recent financial
statements and such other information as the Master Servicer
possesses regarding its business, affairs, property and
condition,
financial or otherwise. The Master Servicer shall also cooperate
with all reasonable requests for information including, but not
limited to, notices, tapes and copies of files, regarding itself,
the Mortgage Loans or the Certificates from any Person or Persons
identified by the Company or Residential Funding. The
Certificate
Insurer hereby is so identified. The Company may, but is not
obligated to, enforce the obligations of the Master Servicer
hereunder and may, but is not obligated to, perform, or cause a
designee to perform, any defaulted obligation of the Master
Servicer
hereunder or exercise the rights of the Master Servicer
hereunder;
provided that the Master Servicer shall not be relieved of any of
its obligations hereunder by virtue of such performance by the
Company or its designee. The Company shall not have any
responsibility or liability for any action or failure to act by
the
Master Servicer and is not obligated to supervise the performance
of
the Master Servicer under this Agreement or otherwise.
Section 3.21. Converted Mortgage Loans; Certain
Procedures and Purchasers.
(a) The Trustee, as Note Holder (as defined in the
Mortgage Notes for the Mortgage Loans), hereby authorizes and
directs the Master Servicer, on behalf of the Note Holder, to
determine fixed interest rates into which Mortgagors under
Convertible Mortgage Loans may convert the adjustable interest
rates
on their Mortgage Notes in accordance with the fixed formula set
forth in such Mortgage Notes. The Master Servicer agrees to make
such determinations and otherwise administer the Program
contemplated in the Mortgage Note for the Convertible Mortgage
Loans
until the later to occur (i) the date on which all the
Convertible
Mortgage Loans have become Converted Mortgage Loans, and (ii) the
last date on which Mortgagors have the option to convert the
adjustable interest rates on their Mortgage Notes to fixed
interest
rates.
(b) Upon becoming aware of the conversion of any
Convertible Mortgage Loan, the Master Servicer will promptly
notify
the Trustee (if it holds the related Mortgage File) or the
Custodian. Prior to the day on which a Convertible Mortgage Loan
has become a Converted Mortgage Loan, the related Subservicer
shall
be obligated under the Program Guide to purchase any Converting
Mortgage Loan at the Purchase Price. In the event that such
Subservicer fails to so purchase a Converting Mortgage Loan, the
Master Servicer shall use its best efforts to purchase such
Converting Mortgage Loan during the one-month period following
the
date of conversion to a Converted Mortgage Loan. All amounts
paid
by a Subservicer or a Master Servicer in connection with the
purchase of a Converting Mortgage Loan or Converted Mortgage
Loan,
as the case may be, will be deposited in the Custodial Account.
(c) Notwithstanding that the Mortgage Loan becomes a
Converting Mortgage Loan or Converted Mortgage Loan in any month,
such Converting Mortgage Loan or Converted Mortgage Loan shall
remain in the Trust Fund and all payments in respect thereof
shall
remain in the Trust Fund unless and until such Converting
Mortgage
Loan or Converted Mortgage Loan, as the case may be, is purchased
by
the related Subservicer or the Master Servicer, pursuant to
Section
3.21(b). Pursuant to the Program Guide, each related Subservicer
is
obligated to repurchase Converting Mortgage Loans. The Master
Servicer will use its best reasonable efforts to enforce such
obligation with respect to each Subservicer. A failure by the
related Subservicer to purchase a Converting Mortgage Loan
constitutes an event of default under the Program Guide,
provided,
however, that in the event the Master Service is acting as
Subservicer to fail to purchase a Converting Mortgage Loan shall
not
constitute an Event of Default hereunder.
(d) In the event that any Converting Mortgage Loan or
Converted Mortgage Loan is not purchased as provided in Section
3.21(b), the amount of the conversion fee, if any, paid by the
Mortgagor in connection with the conversion of the adjustable
rate
on such Converted Mortgage Loan into a fixed rate shall be
deposited
by the Master Servicer into the Custodial Account on or before
2:00
P.M. New York time on the Business Day immediately preceding the
Distribution Date on which the proceeds of such Converted
Mortgage
Loan were to be distributed to Certificateholders. The
obligation
of the Master Servicer to deposit the amounts, if any, required
by
this subsection (d) shall not limit or affect any purchase under
subsection (b) above.
(e) Upon any purchase of a Converting Mortgage Loan or
Converted Mortgage Loan, as the case may be, by the related
Subservicer or the Master Servicer pursuant to Section 3.21(b)
and
the deposit in the Custodial Account of the Purchase Price, the
Master Servicer shall give the Trustee written notice thereof
and,
based thereon, the Trustee shall release, or cause any Custodian
to
release, the related Mortgage File and convey such Mortgage Loan
to
the purchaser whereupon such purchased Converted Mortgage Loan
shall
cease to be part of the Trust Fund.
(f) The undertaking by the Master Servicer to use its
best efforts to purchase any Converted Mortgage Loan as provided
in
this Section 3.21 shall terminate without further action upon the
day which is one month after the date of conversion of such
Converted Mortgage Loan. The undertaking by the Master Servicer
under this Section 3.21 shall be construed as an agreement
independent of any other provisions of this Agreement. No party
to
this Agreement or any successor to any such party shall be
required
to purchase any Converted Mortgage Loan.
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
Section 4.01. Certificate Account.
(a) The Master Servicer on behalf of the Trustee shall
establish and maintain a Certificate Account in which the Master
Servicer shall cause to be deposited on behalf of the Trustee on
or
before 2:00 P.M. New York time on each Certificate Account
Deposit
Date by wire transfer of immediately available funds an amount
equal
to the sum of (i) any Advance for the immediately succeeding
Distribution Date, (ii) any amount required to be deposited in
the
Certificate Account pursuant to Section 3.12(a), (iii) any amount
that the Master Servicer is not permitted to withdraw from the
Certificate Account pursuant to Section 3.16(e), (iv) any amount
required to be deposited in the Certificate Account pursuant to
Section 4.07, (v) any amount required to be deposited in the
Certificate Account pursuant to Section 9.01 and (vi) all other
amounts constituting the Available Distribution Amount for the
immediately succeeding Distribution Date.
(b) On each Distribution Date, prior to making any other
distributions referred to in Section 4.02 herein, the Trustee
shall
withdraw from the Certificate Account and pay to the Certificate
Insurer, by wire transfer of immediately available funds, the
Certificate Insurer Premium for such Distribution Date.
(c) The Trustee shall, upon written request from the
Master Servicer, invest or cause the institution maintaining the
Certificate Account to invest the funds in the Certificate
Account
in Permitted Investments designated in the name of the Trustee
for
the benefit of the Certificateholders, which shall mature not
later
than the Business Day next preceding the Distribution Date next
following the date of such investment (except that (i) any
investment in the institution with which the Certificate Account
is
maintained may mature on such Distribution Date and (ii) any
other
investment may mature on such Distribution Date if the Trustee
shall
advance funds on such Distribution Date to the Certificate
Account
in the amount payable on such investment on such Distribution
Date,
pending receipt thereof to the extent necessary to make
distributions on the Certificates) and shall not be sold or
disposed
of prior to maturity. All income and gain realized from any such
investment shall be for the benefit of the Master Servicer and
shall
be subject to its withdrawal or order from time to time. The
amount
of any losses incurred in respect of any such investments shall
be
deposited in the Certificate Account by the Master Servicer out
of
its own funds immediately as realized.
Section 4.02. Distributions.
(a) On each Distribution Date, the Master Servicer on
behalf of the Trustee or the Paying Agent appointed by the
Trustee,
shall distribute to the Master Servicer, in the case of a
distribution pursuant to Section 4.02(a)(iii), the amount
required
to be distributed to the Master Servicer or a Subservicer
pursuant
to Section 4.02(a)(iii), and to each Certificateholder of record
on
the next preceding Record Date (other than as provided in Section
9.01 respecting the final distribution) either in immediately
available funds (by wire transfer or otherwise) to the account of
such Certificateholder at a bank or other entity having
appropriate
facilities therefor, if such Certificateholder has so notified
the
Master Servicer or the Paying Agent, as the case may be, or, if
such
Certificateholder has not so notified the Master Servicer or the
Paying Agent by the Record Date, by check mailed to such
Certificateholder at the address of such Holder appearing in the
Certificate Register such Certificateholder's share (based on the
aggregate of the Percentage Interests represented by Certificates
of
the applicable Class held by such Holder) of the following
amounts,
in the following order of priority, in each case to the extent of
the Available Distribution Amount:
(i) to the Class A Certificateholders, Accrued
Certificate Interest on such Class of Certificates for such
Distribution Date, plus any Accrued Certificate Interest
thereon remaining unpaid from any previous Distribution Date,
except as provided below, minus the portion of any Interest
Differential Amount allocated thereto on such Distribution
Date pursuant to Section 4.02(e);
(ii) to the Class A Certificateholders the sum of the
following (applied to reduce the Certificate Principal
Balances of the Class A Certificates):
(A) the Senior Percentage for such Distribution
Date times the sum of the following:
(1) the principal portion of each Monthly
Payment due during the related Due Period on each
Outstanding Mortgage Loan, whether or not
received, minus the principal portion of any Debt
Service Reduction which together with other
Bankruptcy Losses exceeds the Bankruptcy Amount;
(2) the Stated Principal Balance of any
Mortgage Loan repurchased during the related
Prepayment Period (or deemed to have been so
repurchased in accordance with Section 3.07(b))
pursuant to Section 2.02, 2.03, 2.04 or 4.07 and
the amount of any shortfall deposited in the
Custodial Account in connection with the
substitution of a Deleted Mortgage Loan pursuant
to Section 2.03 or 2.04 during the related
Prepayment Period; and
(3) the principal portion of all other
unscheduled collections (other than Principal
Prepayments in Full and Curtailments and amounts
received in connection with a Cash Liquidation or
REO Disposition of a Mortgage Loan described in
Section 4.02(a)(ii)(B)), including without
limitation Insurance Proceeds, Liquidation
Proceeds and REO Proceeds, received during the
related Prepayment Period (or deemed to have been
so received in accordance with Section 3.07(b))
to the extent applied by the Master Servicer as
recoveries of principal of the related Mortgage
Loan pursuant to Section 3.14;
(B) with respect to each Mortgage Loan for which
a Cash Liquidation or an REO Disposition occurred during the
related Prepayment Period (or was deemed to have occurred
during such period in accordance with Section 3.07(b)) and
did
not result in any Excess Special Hazard Losses, Excess Fraud
Losses, Excess Bankruptcy Losses or Extraordinary Losses, an
amount equal to the lesser of (a) the Senior Percentage for
such Distribution Date times the Stated Principal Balance of
such Mortgage Loan and (b) the Senior Accelerated
Distribution
Percentage for such Distribution Date times the related
collections (including without limitation Insurance Proceeds,
Liquidation Proceeds and REO Proceeds) to the extent applied
by the Master Servicer as recoveries of principal of the
related Mortgage Loan pursuant to Section 3.14;
(C) the Senior Accelerated Distribution
Percentage for such Distribution Date times the aggregate of
all Principal Prepayments in Full and Curtailments received
in
the related Prepayment Period;
(D) any Excess Subordinate Principal Amount for
such Distribution Date;
(E) any amounts described in subsection (ii),
clauses (A), (B) and (C) of this Section 4.02(a), as
determined for any previous Distribution Date, which remain
unpaid after application of amounts previously distributed
pursuant to this clause (E) to the extent that such amounts
are not attributable to Realized Losses which have been
allocated to the Class B Certificates;
(iii) if the Certificate Principal Balances of the Class
B Certificates have not been reduced to zero; to the Master
Servicer or a Subservicer, by remitting for deposit to the
Custodial Account, to the extent of and in reimbursement for
any Advances or Subservicer Advances previously made with
respect to any Mortgage Loan or REO Property which remain
unreimbursed in whole or in part following the Cash
Liquidation or REO Disposition of such Mortgage Loan or REO
Property, minus any such Advances that were made with respect
to delinquencies that ultimately constituted Excess Special
Hazard Losses, Excess Fraud Losses, Excess Bankruptcy Losses
or Extraordinary Losses;
(iv) to the Holders of the Class B-1 Certificates, the
Accrued Certificate Interest thereon for such Distribution
Date, plus any Accrued Certificate Interest thereon remaining
unpaid from any previous Distribution Date, except as
provided
below, minus the portion of any Interest Differential Amount
allocated thereto on such Distribution Date pursuant to
Section 4.02(e);
(v) to the Holders of the Class B-1 Certificates, an
amount equal to the Subordinate Principal Distribution Amount
for such Class of Certificates for such Distribution Date
applied in reduction of the Certificate Principal Balance of
the Class B-1 Certificates;
(vi) to the Holders of the Class B-2 Certificates, the
Accrued Certificate Interest thereon for such Distribution
Date, plus any Accrued Certificate Interest thereon remaining
unpaid from any previous Distribution Date, except as
provided
below, minus the portion of any Interest Differential Amount
allocated thereto on such Distribution Date pursuant to
Section 4.02(e);
(vii) to the Holders of the Class B-2 Certificates, an
amount equal to the Subordinate Principal Distribution Amount
for such Class of Certificates for such Distribution Date
applied in reduction of the Certificate Principal Balance of
the Class B-2 Certificates;
(viii) to the Holders of the Class B-3 Certificates, the
Accrued Certificate Interest thereon for such Distribution
Date, plus any Accrued Certificate Interest thereon remaining
unpaid from any previous Distribution Date, except as
provided
below, minus the portion of any Interest Differential Amount
allocated thereto on such Distribution Date pursuant to
Section 4.02(e);
(ix) to the Holders of the Class B-3 Certificates, an
amount equal to the Subordinate Principal Distribution Amount
for such Class of Certificates for such Distribution Date
applied in reduction of the Certificate Principal Balance of
the Class B-3 Certificates;
(x) to the Class A Certificateholders, the portion, if
any, of the Available Distribution Amount remaining after the
foregoing distributions, but in no event more than the
portion
thereof attributable to any Interest Differential Amount and
accrued and unpaid interest thereon for each previous Accrual
Period at the then applicable Pass-Through Rate on the then
outstanding Interest Differential Amount with respect to such
Class A Certificates previously allocated thereto pursuant to
Section 4.02(e) and not previously reduced by payments
pursuant to this clause;
(xi) to the Class B Certificateholders, the portion, if
any of the Available Distribution Amount remaining after the
foregoing distributions, to each Class of Class B
Certificates
then outstanding beginning with such Class with the lowest
numerical designation, but in no event more than the portion
thereof attributable to any Interest Differential Amount and
accrued and unpaid interest thereon for each previous Accrual
Period at the then applicable Pass-Through Rate on the then
outstanding Interest Differential Amount with respect to such
Class of Class B Certificates previously allocated thereto
pursuant to Section 4.02(e) and not previously reduced by
payments pursuant to this clause;
(xii) to the Class R Certificateholders, an amount equal
to the Excess Spread;
(xiii) provided that no Certificate Insurer Default has
occurred, to the Certificate Insurer, to reimburse the
Certificate Insurer for claims under the Policy, to the
extent
of Cumulative Insurance Payments on the Class A Certificates
and any other amounts due to the Certificate Insurer under
the
Insurance Agreement as certified to the Trustee by the
Certificate Insurer; and
(xiv) to the Class R Certificateholders, the balance, if
any, of the Available Distribution Amount.
Notwithstanding the foregoing, on any Distribution Date,
with respect to the Class of Class B Certificates outstanding on
such Distribution Date with the highest numerical designation, or
in
the event the Class B Certificates are no longer outstanding, the
Class A Certificates, Accrued Certificate Interest thereon
remaining
unpaid from any previous Distribution Date will be distributable
only to the extent that such unpaid Accrued Certificate Interest
was
attributable to interest shortfalls relating to Nonrecoverable
Advances as determined by the Master Servicer with respect to the
related Mortgage Loan where such Mortgage Loan has not yet been
the
subject of a Cash Liquidation or REO Disposition.
(b) In addition to the foregoing distributions, with respect
to any Mortgage Loan that was previously the subject of a Cash
Liquidation or an REO Disposition that resulted in a Realized
Loss,
in the event that within two years of the date on which such
Realized Loss was determined to have occurred the Master Servicer
receives amounts, which the Master Servicer reasonably believes
to
represent subsequent recoveries (net of any related liquidation
expenses), or determines that it holds surplus amounts previously
reserved to cover estimated expenses, specifically related to
such
Mortgage Loan (including, but not limited to, recoveries in
respect
of the representations and warranties made by the related Seller
pursuant to the applicable Seller's Agreement), the Master
Servicer
shall distribute such amounts to the applicable
Certificateholders
of the Class or Classes to which such Realized Loss was allocated
(with the amounts to be distributed allocated among such Classes
in
the same proportions as such Realized Loss was allocated),
subject
to the following. No such distribution shall be in an amount
that
would result in total distributions on the Certificates of any
such
Class in excess of the total amounts of principal and interest
that
would have been distributable thereon if such Cash Liquidation or
REO Disposition had occurred but had resulted in a Realized Loss
equal to zero. Notwithstanding the foregoing, no such
distribution
shall be made with respect to the Certificates of any Class to
the
extent that either (i) such Class was protected against the
related
Realized Loss pursuant to any instrument or fund established
under
Section 11.01(e) or (ii) such Class of Certificates has been
deposited into a separate trust fund or other structuring vehicle
and separate certificates or other instruments representing
interests therein have been issued in one or more classes, and
any
of such separate certificates or other instruments was protected
against the related Realized Loss pursuant to any limited
guaranty,
payment obligation, irrevocable letter of credit, surety bond,
insurance policy or similar instrument or a reserve fund, or a
combination thereof. Any amount to be so distributed with
respect
to the Certificates of any Class shall be distributed by the
Master
Servicer to the Certificateholders of record as of the Record
Date
immediately preceding the date of such distribution, on a pro
rata
basis based on the Percentage Interest represented by each
Certificate of such Class as of such Record Date. Any amounts to
be
so distributed shall not be remitted to or distributed from the
Trust Fund, and shall constitute subsequent recoveries with
respect
to Mortgage Loans that are no longer assets of the Trust Fund.
(c) Each distribution with respect to a Book-Entry
Certificate shall be paid to the Depository, as Holder thereof,
and
the Depository shall be responsible for crediting the amount of
such
distribution to the accounts of its Depository Participants in
accordance with its normal procedures. Each Depository
Participant
shall be responsible for disbursing such distribution to the
Certificate Owners that it represents and to each indirect
participating brokerage firm (a "brokerage firm" or "indirect
participating firm") for which it acts as agent. Each brokerage
firm shall be responsible for disbursing funds to the Certificate
Owners that it represents. None of the Trustee, the Certificate
Registrar, the Company or the Master Servicer shall have any
responsibility therefor except as otherwise provided by this
Agreement or applicable law.
(d) Except as otherwise provided in Section 9.01, if the
Master Servicer anticipates that a final distribution with
respect
to any Class of Certificates will be made on the next
Distribution
Date, the Master Servicer shall, no later than the Determination
Date in the month of such final distribution, notify the Trustee
and
the Certificate Insurer and the Trustee shall, no later than two
(2)
Business Days after such Determination Date, mail on such date to
each Holder of such Class of Certificates a notice to the effect
that: (i) the Trustee anticipates that the final distribution
with
respect to such Class of Certificates will be made on such
Distribution Date but only upon presentation and surrender of
such
Certificates at the office of the Trustee or as otherwise
specified
therein, and (ii) no interest shall accrue on such Certificates
from
and after the end of the prior calendar month. In the event that
Certificateholders do not surrender their Certificates for final
cancellation, the Trustee shall cause such funds to be withdrawn
from the Certificate Account and credited to a separate escrow
account for the benefit of such Certificateholders as provided in
Section 9.01(d).
(e) On each Distribution Date, an amount equal to the
Interest Differential Amount for such Distribution Date shall be
allocated first, to the Class B-3 Certificates, second to the the
Class B-2 Certificates, third to the Class B-1 Certificates, and
fourth to the Class A Certificates, in each case to the extent of
the Accrued Certificate Interest otherwise payable on such Class
of
Certificate on such Distribution Date.
Section 4.03. Statements to Certificateholders.
(a) Concurrently with each distribution charged to the
Certificate Account and with respect to each Distribution Date
the
Master Servicer shall forward to the Trustee and the Trustee
shall
forward by mail to each Holder, the Company and the Certificate
Insurer a statement setting forth the following information as to
each Class of Certificates to the extent applicable:
(i) (a) the amount of such distribution to the
Certificateholders of such Class applied to reduce the
Certificate Principal Balance thereof, and (b) the aggregate
amount included therein representing Principal Prepayments;
(ii) the amount of such distribution to the
Certificateholders of such Class allocable to interest;
(iii) if the distribution to the Certificateholders of
such Class is less than the full amount that would be
distributable to such Certificateholders if there were
sufficient funds available therefor, the amount of the
shortfall;
(iv) the amount of any Advance by the Master Servicer
pursuant to Section 4.04;
(v) the number and Pool Stated Principal Balance of
the Mortgage Loans after giving effect to the distribution of
principal on such Distribution Date;
(vi) the aggregate Certificate Principal Balance of
each Class of Certificates, and each of the Senior, Class
B-1,
Class B-2 and Class B-3 Percentages, after giving effect to
the amounts distributed on such Distribution Date, separately
identifying any reduction thereof due to Realized Losses
other
than pursuant to an actual distribution of principal;
(vii) the Interest Differential Amount for each Class of
Certificates for such Distribution Date, and the sum of the
Interest Differential Amounts for each Class of Certificates
previously allocated to each such Class and not repaid;
(viii) the amount distributed to each Class of
Certificates for such Distribution Date as reimbursement for
any Interest Differential Amounts previously allocated to
such
Class of Certificates;
(ix) the accrued interest on the Interest Differential
Amount previously allocated to each Class of Certificates for
such Distribution Date;
(x) the amount distributed to each Class of
Certificates for such Distribution Date as payment for any
accrued interest on any Interest Differential Amounts
previously allocated to such Class of Certificates;
(xi) the related Subordinate Principal Distribution
Amount and Prepayment Distribution Percentage, if applicable;
(xii) on the basis of the most recent reports furnished
to it by Subservicers, the number and aggregate principal
balances of Mortgage Loans that are delinquent (A) one month,
(B) two months and (C) three months and the number and
aggregate principal balance of Mortgage Loans that are in
foreclosure;
(xiii) the number, aggregate principal balance and book
value of any REO Properties;
(xiv) the aggregate Accrued Certificate Interest
remaining unpaid, if any, for each Class of Certificates,
after giving effect to the distribution made on such
Distribution Date;
(xv) the Special Hazard Amount, Fraud Loss Amount and
Bankruptcy Amount as of the close of business on such
Distribution Date and a description of any change in the
calculation of such amounts;
(xvi) the Pass-Through Rate on the Class A Certificates
and Class B Certificates for such Distribution Date;
(xvii) the Senior Accelerated Distribution Percentage
applicable to such distribution;
(xviii) the Senior Percentage for such Distribution Date;
(xix) the aggregate amount of Realized Losses for such
Distribution Date;
(xx) the aggregate amount of any recoveries on
previously foreclosed loans from Sellers due to a breach of
representation or warranty;
(xxi) the weighted average remaining term to maturity of
the Mortgage Loans after giving effect to the amounts
distributed on such Distribution Date;
(xxii) the weighted average Mortgage Rates of the
Mortgage Loans after giving effect to the amounts distributed
on such Distribution Date;
(xxiii) the amount of any Insured Payment made on such
Distribution Date, the amount of any reimbursement payment
made to the Certificate Insurer on such Distribution Date
pursuant to Section 4.02(a) and the amount of Cumulative
Insurance Payments after giving effect to any such Insured
Payment or any such reimbursement payment to the Certificate
Insurer; and
(xxiv) the aggregate principal balance of all Converting
Mortgage Loans and Converted Mortgage Loans, as the case may
be, purchased by the related Subservicer or the Master
Servicer pursuant to Section 3.21, the proceeds of which are
being distributed on such Distribution Date, and the
aggregate
principal balance of all Converted Mortgage Loans which have
not been so purchased pursuant to Section 3.21.
In the case of information furnished pursuant to clauses (i) and
(ii) above, the amounts shall be expressed as a dollar amount per
Certificate with a $1,000 denomination. In addition to the
statement provided to the Trustee as set forth in this Section
4.03(a), the Master Servicer shall provide to any manager of a
trust
fund consisting of some or all of the Certificates, upon
reasonable
request, such additional information as is reasonably obtainable
by
the Master Servicer at no additional expense to the Master
Servicer.
(b) Within a reasonable period of time after the end
of each calendar year, the Master Servicer shall prepare, or
cause
to be prepared, and the Trustee shall forward, or cause to be
forwarded, to each Person who at any time during the calendar
year
was the Holder of a Certificate, other than a Class R
Certificate,
a statement containing the information set forth in clauses (i)
and
(ii) of subsection (a) above aggregated for such calendar year or
applicable portion thereof during which such Person was a
Certificateholder. Such obligation of the Master Servicer and
Trustee shall be deemed to have been satisfied to the extent that
substantially comparable information shall be provided by the
Master
Servicer and Trustee pursuant to any requirements of the Code.
(c) Within a reasonable period of time after the end
of each calendar year, the Master Servicer shall prepare, or
cause
to be prepared, and the Trustee shall forward, or cause to be
forwarded, to each Person who at any time during the calendar
year
was the Holder of a Class R Certificate, a statement containing
the
applicable distribution information provided pursuant to this
Section 4.03 aggregated for such calendar year or applicable
portion
thereof during which such Person was the Holder of a Class R
Certificate. Such obligation of the Master Servicer and Trustee
shall be deemed to have been satisfied to the extent that
substantially comparable information shall be provided by the
Master
Servicer and Trustee pursuant to any requirements of the Code.
(d) Upon the written request of any Certificateholder,
the Master Servicer, as soon as reasonably practicable, shall
provide the requesting Certificateholder with such information as
is
necessary and appropriate, in the Master Servicer's sole
discretion,
for purposes of satisfying applicable reporting requirements
under
Rule 144A.
Section 4.04. Distribution of Reports to the
Trustee and the Company; Advances by
the Master Servicer.
(a) Prior to the close of business on the Business Day
next succeeding each Determination Date, the Master Servicer
shall
furnish a written statement to the Trustee, the Certificate
Insurer,
any Paying Agent and the Company (the information in such
statement
to be made available to Certificateholders by the Master Servicer
on
request) setting forth (i) the Available Distribution Amount,
(ii)
the amounts required to be withdrawn from the Custodial Account
and
deposited into the Certificate Account on the immediately
succeeding
Certificate Account Deposit Date pursuant to clause (iii) of
Section
4.01(a), (iii) the Certificate Insurer Premium, if any, (iv) if
the
Master Servicer determines that the Deficiency Amount for such
Distribution Date is greater than zero, the amount necessary to
complete clauses (ii) and (iii) of the notice in the form of
Exhibit
A to the Policy (the "Notice") and (v) Cumulative Insurance
Payments
after giving effect to the distributions to be made on such
Distribution Date. The determination by the Master Servicer of
such
amounts shall, in the absence of obvious error, be presumptively
deemed to be correct for all purposes hereunder and the Trustee
shall be protected in relying upon the same without any
independent
check or verification.
(b) On or before 2:00 P.M. New York time on each
Certificate Account Deposit Date, the Master Servicer shall
either
(i) deposit in the Certificate Account from its own funds, or
funds
received therefor from the Subservicers, an amount equal to the
Advances to be made by the Master Servicer in respect of the
related
Distribution Date, which shall be in an aggregate amount equal to
the aggregate amount of Monthly Payments (with each interest
portion
thereof adjusted to a per annum rate equal to the sum of to the
Net
Mortgage Rate plus the Certificate Insurer Premium Rate), less
the
amount of any related Debt Service Reductions or reductions in
the
amount of interest collectable from the Mortgagor pursuant to the
Relief Act or similar legislation or regulations then in effect,
on
the Outstanding Mortgage Loans as of the related Due Date, which
Monthly Payments were delinquent as of the close of business as
of
the related Determination Date; provided that no Advance shall be
made if it would be a Nonrecoverable Advance, (ii) withdraw from
amounts on deposit in the Custodial Account and deposit in the
Certificate Account all or a portion of the Amount Held for
Future
Distribution in discharge of any such Advance, or (iii) make
advances in the form of any combination of (i) and (ii)
aggregating
the amount of such Advance. Any portion of the Amount Held for
Future Distribution so used shall be replaced by the Master
Servicer
by deposit in the Certificate Account on or before 11:00 A.M. New
York time on any future Certificate Account Deposit Date to the
extent that funds attributable to the Mortgage Loans that are
available in the Custodial Account for deposit in the Certificate
Account on such Certificate Account Deposit Date shall be less
than
payments to Certificateholders required to be made on the
following
Distribution Date. The Master Servicer shall be entitled to use
any
Advance made by a Subservicer as described in Section 3.07(b)
that
has been deposited in the Custodial Account on or before such
Distribution Date as part of the Advance made by the Master
Servicer
pursuant to this Section 4.04. The amount of any reimbursement
pursuant to Section 4.02(a)(iii) in respect of outstanding
Advances
on any Distribution Date shall be allocated to specific Monthly
Payments due but delinquent for previous Due Periods, which
allocation shall be made, to the extent practicable, to Monthly
Payments which have been delinquent for the longest period of
time.
Such allocations shall be conclusive for purposes of
reimbursement
to the Master Servicer from recoveries on related Mortgage Loans
pursuant to Section 3.10.
The determination by the Master Servicer that it has
made a Nonrecoverable Advance or that any proposed Advance, if
made,
would constitute a Nonrecoverable Advance, shall be evidenced by
a
certificate of a Servicing Officer delivered to the Company and
the
Trustee.
In the event that the Master Servicer determines as of
the Business Day preceding any Certificate Account Deposit Date
that
it will be unable to deposit in the Certificate Account an amount
equal to the Advance required to be made for the immediately
succeeding Distribution Date, it shall give notice to the Trustee
of
its inability to advance (such notice may be given by telecopy),
not
later than 3:00 P.M., New York time, on such Business Day,
specifying the portion of such amount that it will be unable to
deposit. Not later than 3:00 P.M., New York time, on the
Certificate Account Deposit Date the Trustee shall, unless by
12:00
Noon, New York time, on such day the Trustee shall have been
notified in writing (by telecopy) that the Master Servicer shall
have directly or indirectly deposited in the Certificate Account
such portion of the amount of the Advance as to which the Master
Servicer shall have given notice pursuant to the preceding
sentence,
pursuant to Section 7.01, (a) terminate all of the rights and
obligations of the Master Servicer under this Agreement in
accordance with Section 7.01 and (b) assume the rights and
obligations of the Master Servicer hereunder, including the
obligation to deposit in the Certificate Account an amount equal
to
the Advance for the immediately succeeding Distribution Date.
The Trustee shall deposit all funds it receives pursuant
to this Section 4.04 into the Certificate Account.
Section 4.05. Allocation of Realized Losses.
Prior to each Distribution Date, the Master Servicer
shall determine the total amount of Realized Losses, if any, that
resulted from any Cash Liquidation, Debt Service Reduction,
Deficient Valuation or REO Disposition that occurred during the
related Prepayment Period. The amount of each Realized Loss
shall
be evidenced by an Officers' Certificate. All Realized Losses,
other than Excess Special Hazard Losses, Excess Bankruptcy
Losses,
Excess Fraud Losses or Extraordinary Losses shall be allocated as
follows: first, to the Class B-3 Certificates until the
Certificate
Principal Balance thereof has been reduced to zero; second, to
the
Class B-2 Certificates until the Certificate Principal Balance
thereof has been reduced to zero; third, to the Class B-1
Certificates until the Certificate Principal Balance thereof has
been reduced to zero; and, thereafter, to the Class A
Certificates
until the Certificate Principal Balance thereof has been reduced
to
zero. Any Excess Special Hazard Losses, Excess Bankruptcy
Losses,
Excess Fraud Losses and Extraordinary Losses will be allocated
among
the Class A Certificates and Class B Certificates on a pro rata
basis, as described below.
As used herein, an allocation of a Realized Loss on a
"pro rata basis" among two or more specified Classes of
Certificates
means an allocation on a pro rata basis, among the various
Classes
so specified, to each such Class of Certificates on the basis of
their then outstanding Certificate Principal Balances prior to
giving effect to distributions to be made on such Distribution
Date
in the case of the principal portion of a Realized Loss or based
on
the Accrued Certificate Interest thereon in the case of an
interest
portion of a Realized Loss. Except as provided in the following
sentence, any allocation of the principal portion of Realized
Losses
(other than Debt Service Reductions) to a Class of Certificates
shall be made by reducing the Certificate Principal Balance
thereof
by the amount so allocated, which allocation shall be deemed to
have
occurred on such Distribution Date. Any allocation of the
principal
portion of Realized Losses (other than Debt Service Reductions)
to
the Class of Class B Certificates then outstanding with the
highest
numerical designation shall be made by operation of the
definition
of "Certificate Principal Balance" and by operation of the
provisions of Section 4.02(a). Allocations of the interest
portions
of Realized Losses shall be made by operation of the definition
of
"Accrued Certificate Interest" and by operation of the provisions
of
Section 4.02(a). Allocations of the principal portion of Debt
Service Reductions shall be made by operation of the provisions
of
Section 4.02(a). All Realized Losses and all other losses
allocated
to a Class of Certificates hereunder will be allocated among the
Certificates of such Class in proportion to the Percentage
Interests
evidenced thereby.
Section 4.06. Reports of Foreclosures and
Abandonment of Mortgaged Property.
The Master Servicer or the Subservicers shall file
information returns with respect to the receipt of a mortgage
interest received in a trade or business, the reports of
foreclosures and abandonments of any Mortgaged Property and the
information returns relating to cancellation of indebtedness
income
with respect to any Mortgaged Property required by Sections
6050H,
6050J and 6050P, respectively, of the Code, and deliver to the
Trustee an Officers' Certificate on or before March 31 of each
year
stating that such reports have been filed. Such reports shall be
in
form and substance sufficient to meet the reporting requirements
imposed by Sections 6050H, 6050J and 6050P of the Code.
Section 4.07. Optional Purchase of Defaulted
Mortgage Loans.
As to any Mortgage Loan which is delinquent in payment
by 90 days or more, the Master Servicer may, at its option,
purchase
such Mortgage Loan from the Trustee at the Purchase Price
therefor.
If at any time the Master Servicer makes a payment to the
Certificate Account covering the amount of the Purchase Price for
such a Mortgage Loan, and the Master Servicer provides to the
Trustee a certification signed by a Servicing Officer stating
that
the amount of such payment has been deposited in the Certificate
Account, then the Trustee shall execute the assignment of such
Mortgage Loan at the request of the Master Servicer without
recourse
to the Master Servicer which shall succeed to all the Trustee's
right, title and interest in and to such Mortgage Loan, and all
security and documents relative thereto. Such assignment shall
be
an assignment outright and not for security. The Master Servicer
will thereupon own such Mortgage Loan, and all such security and
documents, free of any further obligation to the Trustee or the
Certificateholders with respect thereto. Notwithstanding
anything
to the contrary in this Section 4.07, the Master Servicer shall
continue to service any such Mortgage Loan after the date of such
purchase in accordance with the terms of this Agreement and, if
any
Realized Loss with respect to such Mortgage Loan occurs, allocate
such Realized Loss in accordance with the terms hereof as if such
Mortgage Loan had not been so purchased. For purposes of this
Agreement, a payment of the Purchase Price by the Master Servicer
pursuant to this Section 4.07 will be viewed as an advance and
any
Realized Loss shall be recoverable pursuant to the provisions for
the recovery of advances as set forth herein.
Section 4.08. The Policy.
(a) If pursuant to Section 4.04(a)(iv), the Master
Servicer determines that the Deficiency Amount for such
Distribution
Date is greater than zero, the Trustee shall complete the Notice
in
the form of Exhibit A to the Policy and submit such Notice in
accordance with the Policy to the Certificate Insurer no later
than
12:00 P.M., New York City time, on the Business Day immediately
preceding each Distribution Date, as a claim for an Insured
Payment
in an amount equal to such Deficiency Amount.
(b) The Trustee shall establish and maintain the
Insurance Account on behalf of the Holders of the Class A
Certificates. Upon receipt of an Insured Payment from the
Certificate Insurer on behalf of the Class A Certificateholders,
the
Trustee shall deposit such Insured Payment in the Insurance
Account.
All amounts on deposit in the Insurance Account shall remain
uninvested. On each Distribution Date, the Trustee shall
transfer
any Insured Payment then on deposit in the Insurance Account to
the
Certificate Account. The Trustee shall distribute on each
Distribution Date the Deficiency Amount for such Distribution
Date
from the Certificate Account together with and in the manner
provided for the distributions due to the Class A
Certificateholders
on such Distribution Date pursuant to Section 4.02.
(c) The Trustee shall (i) receive as attorney-in-fact
of each Class A Certificateholder any Insured Payment from the
Certificate Insurer and (ii) distribute such Insured Payment to
such
Class A Certificateholders as set forth in subsection (b) above.
Insured Payments disbursed by the Trustee from proceeds of the
Policy shall not be considered payment by the Trust Fund with
respect to the Class A Certificates, nor shall such disbursement
of
such Insured Payments discharge the obligations of the Trust Fund
with respect to the amounts thereof, and the Certificate Insurer
shall become owner of such amounts to the extent covered by such
Insured Payments as the deemed assignee of such Class A
Certificateholders. The Trustee hereby agrees on behalf of each
Class A Certificateholder (and each Class A Certificateholder, by
its acceptance of its Class A Certificates, hereby agrees) for
the
benefit of the Certificate Insurer that the Trustee shall
recognize
that to the extent the Certificate Insurer makes Insured
Payments,
either directly or indirectly (as by paying through the Trustee),
to
the Class A Certificateholders, the Certificate Insurer will be
entitled to be subrogated to the rights of the Class A
Certificateholders to the extent of such payments.
ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates.
(a) The Class A, Class B and Class R Certificates,
respectively, shall be substantially in the forms set forth in
Exhibits A, B and C and shall, on original issue, be executed and
delivered by the Trustee to the Certificate Registrar for
authentication and delivery to or upon the order of the Company
upon
receipt by the Trustee or one or more Custodians of the documents
specified in Section 2.01. The Certificates other than the Class
R
Certificates shall be issuable in minimum dollar denominations of
$250,000 and integral multiples of $1,000 in excess thereof,
except
that one Certificate of the Class B-1, Class B-2 and Class B-3
Certificates may be issued in a denomination equal to the
denomination set forth as follows for such Class or the sum of
such
denomination and an integral multiple of $1,000:
Class B-1: $250,700.00
Class B-3: $250,098.39
Class B-2: $250,300.00
The Class R Certificates shall be issuable in minimum
denominations of not less than a 20% Percentage Interest;
provided,
however, that one Class R Certificate will be issuable to
Residential Funding as "tax matters person" pursuant to Section
10.01(c) in a minimum denomination representing a Percentage
Interest of not less than 0.01%.
The Certificates shall be executed by manual or
facsimile signature on behalf of an authorized officer of the
Trustee. Certificates bearing the manual or facsimile signatures
of
individuals who were at any time the proper officers of the
Trustee
shall bind the Trustee, notwithstanding that such individuals or
any
of them have ceased to hold such offices prior to the
authentication
and delivery of such Certificate or did not hold such offices at
the
date of such Certificates. No Certificate shall be entitled to
any
benefit under this Agreement, or be valid for any purpose, unless
there appears on such Certificate a certificate of authentication
substantially in the form provided for herein executed by the
Certificate Registrar by manual signature, and such certificate
upon
any Certificate shall be conclusive evidence, and the only
evidence,
that such Certificate has been duly authenticated and delivered
hereunder. All Certificates shall be dated the date of their
authentication.
(b) The Class A Certificates shall initially be issued
as one or more Certificates registered in the name of the
Depository
or its nominee and, except as provided below, registration of
such
Certificates may not be transferred by the Trustee except to
another
Depository that agrees to hold such Certificates for the
respective
Certificate Owners with Ownership Interests therein. The
Certificate Owners shall hold their respective Ownership
Interests
in and to the Class A Certificates through the book-entry
facilities
of the Depository and, except as provided below, shall not be
entitled to Definitive Certificates in respect of such Ownership
Interests. All transfers by Certificate Owners of their
respective
Ownership Interests in the Book-Entry Certificates shall be made
in
accordance with the procedures established by the Depository
Participant or brokerage firm representing such Certificate
Owner.
Each Depository Participant shall transfer the Ownership
Interests
only in the Book-Entry Certificates of Certificate Owners it
represents or of brokerage firms for which it acts as agent in
accordance with the Depository's normal procedures.
The Trustee, the Master Servicer and the Company may for
all purposes (including the making of payments due on the
respective
Classes of Book-Entry Certificates) deal with the Depository as
the
authorized representative of the Certificate Owners with respect
to
the respective Classes of Book-Entry Certificates for the
purposes
of exercising the rights of Certificateholders hereunder. The
rights of Certificate Owners with respect to the respective
Classes
of Book-Entry Certificates shall be limited to those established
by
law and agreements between such Certificate Owners and the
Depository Participants and brokerage firms representing such
Certificate Owners. Multiple requests and directions from, and
votes of, the Depository as Holder of any Class of Book-Entry
Certificates with respect to any particular matter shall not be
deemed inconsistent if they are made with respect to different
Certificate Owners. The Trustee may establish a reasonable
record
date in connection with solicitations of consents from or voting
by
Certificateholders and shall give notice to the Depository of
such
record date.
If (i)(A) the Company advises the Trustee in writing
that the Depository is no longer willing or able to properly
discharge its responsibilities as Depository and (B) the Company
is
unable to locate a qualified successor or (ii) the Company at its
option advises the Trustee in writing that it elects to terminate
the book-entry system through the Depository, the Trustee shall
notify all Certificate Owners, through the Depository, of the
occurrence of any such event and of the availability of
Definitive
Certificates to Certificate Owners requesting the same. Upon
surrender to the Trustee of the Book-Entry Certificates by the
Depository, accompanied by registration instructions from the
Depository for registration of transfer, the Trustee shall issue
the
Definitive Certificates. Such Definitive Certificates will be
issued in minimum denominations of $25,000, except that any
beneficial ownership interest that was represented by a
Book-Entry
Certificate in an amount less than $25,000 immediately prior to
the
issuance of a Definitive Certificate shall be issued in a minimum
denomination equal to the amount represented by such beneficial
ownership interest. Neither the Company, the Master Servicer nor
the Trustee shall be liable for any actions taken by the
Depository
or its nominee, including, without limitation, any delay in
delivery
of such instructions and may conclusively rely on, and shall be
protected in relying on, such instructions. Upon the issuance of
Definitive Certificates all references herein to obligations
imposed
upon or to be performed by the Company in connection with the
issuance of the Definitive Certificates pursuant to this Section
5.01 shall be deemed to be imposed upon and performed by the
Trustee, and the Trustee and the Master Servicer shall recognize
the
Holders of the Definitive Certificates as Certificateholders
hereunder.
Section 5.02. Registration of Transfer and Exchange
of Certificates.
(a) The Trustee shall cause to be kept at one of the
offices or agencies to be appointed by the Trustee in accordance
with the provisions of Section 8.12 a Certificate Register in
which,
subject to such reasonable regulations as it may prescribe, the
Trustee shall provide for the registration of Certificates and of
transfers and exchanges of Certificates as herein provided. The
Trustee is initially appointed Certificate Registrar for the
purpose
of registering Certificates and transfers and exchanges of
Certificates as herein provided. The Certificate Registrar, or
the
Trustee, shall provide the Master Servicer with a certified list
of
Certificateholders as of each Record Date prior to the related
Determination Date.
(b) Upon surrender for registration of transfer of any
Certificate at any office or agency of the Trustee maintained for
such purpose pursuant to Section 8.12 and, in the case of any
Class
B or Class R Certificate, upon satisfaction of the conditions set
forth below, the Trustee shall execute and the Certificate
Registrar
shall authenticate and deliver, in the name of the designated
transferee or transferees, one or more new Certificates of a like
Class and aggregate Percentage Interest.
(c) At the option of the Certificateholders,
Certificates may be exchanged for other Certificates of
authorized
denominations of a like Class and aggregate Percentage Interest,
upon surrender of the Certificates to be exchanged at any such
office or agency. Whenever any Certificates are so surrendered
for
exchange the Trustee shall execute and the Certificate Registrar
shall authenticate and deliver the Certificates of such Class
which
the Certificateholder making the exchange is entitled to receive.
Every Certificate presented or surrendered for transfer or
exchange
shall (if so required by the Trustee or the Certificate
Registrar)
be duly endorsed by, or be accompanied by a written instrument of
transfer in form satisfactory to the Trustee and the Certificate
Registrar duly executed by, the Holder thereof or his attorney
duly
authorized in writing.
(d) No transfer, sale, pledge or other disposition of
a Class B or Class R Certificate shall be made unless such
transfer,
sale, pledge or other disposition is exempt from the registration
requirements of the Securities Act of 1933, as amended, and any
applicable state securities laws or is made in accordance with
said
Act and laws. Except as otherwise provided in this Section
5.02(d),
and except for the initial transfer of the Class B Certificates,
in
the event that a transfer of a Class B or Class R Certificate
(other
than the initial transfer thereof) is to be made (i) unless the
Company directs the Trustee otherwise, the Trustee shall require
a
written Opinion of Counsel acceptable to and in form and
substance
satisfactory to the Trustee and the Company that such transfer
may
be made pursuant to an exemption, describing the applicable
exemption and the basis therefor, from said Act and laws or is
being
made pursuant to said Act and laws, which Opinion of Counsel
shall
not be an expense of the Trustee, the Company or the Master
Servicer, and (ii) the Trustee shall require the transferee to
execute a representation letter, substantially in the form of
Exhibit I hereto, and the Trustee shall require the transferor to
execute a representation letter, substantially in the form of
Exhibit J hereto, each acceptable to and in form and substance
satisfactory to the Company and the Trustee certifying to the
Company and the Trustee the facts surrounding such transfer,
which
representation letters shall not be an expense of the Trustee,
the
Company or the Master Servicer. In lieu of the requirements set
forth in the preceding sentence, transfers of Class B or Class R
Certificates may be made in accordance with this Section 5.02(d)
if
the prospective transferee of such a Certificate provides the
Trustee and the Master Servicer with an investment letter
substantially in the form of Exhibit K attached hereto, which
investment letter shall not be an expense of the Trustee, the
Company, or the Master Servicer, and which investment letter
states
that, among other things, such transferee (i) is a "qualified
institutional buyer" as defined under Rule 144A, acting for its
own
account or the accounts of other "qualified institutional buyers"
as
defined under Rule 144A, and (ii) is aware that the proposed
transferror intends to rely on the exemption from registration
requirements under the 1933 Act provided by Rule 144A. The
Holder
of a Class B or Class R Certificate desiring to effect any
transfer,
sale, pledge or other disposition shall, and does hereby agree
to,
indemnify the Trustee, the Company, the Master Servicer and the
Certificate Registrar against any liability that may result if
the
transfer, sale, pledge or other disposition is not so exempt or
is
not made in accordance with such federal and state laws and this
Agreement.
(e) In the case of any Class B or Class R Certificate
presented for registration in the name of an employee benefit
plan
or other plan subject to the prohibited transaction provisions of
the Employee Retirement Income Security Act of 1974, as amended
("ERISA") or Section 4975 of the Code (or comparable provisions
of
any subsequent enactments), an investment manager, a named
fiduciary
or a trustee of any such plan or any other Person who is using
"plan
assets" of any plan to effect such acquisition, unless otherwise
directed by the Company, the Trustee shall require an Opinion of
Counsel acceptable to and in form and substance satisfactory to
the
Trustee, the Company and the Master Servicer to the effect that
the
purchase or holding of a Class B or Class R Certificate is
permissible under applicable law, will not constitute or result
in
any non-exempt prohibited transaction under Section 406 of ERISA
or
Section 4975 of the Code, and will not subject the Trustee, the
Company or the Master Servicer to any obligation or liability
(including obligations or liabilities under ERISA or Section 4975
of
the Code) in addition to those undertaken in this Agreement or
any
other liability, which Opinion of Counsel shall not be an expense
of
the Trustee, the Company or the Master Servicer. The Trustee may
require that any prospective transferee of a Class B or Class R
Certificate provide such certifications as the Trustee may deem
desirable or necessary in order to establish that such transferee
or
the Person in whose name such registration is requested is not an
employee benefit plan or other plan subject to the prohibited
transaction provisions of ERISA or Section 4975 of the Code, an
investment manager, a named fiduciary or a trustee of any such
plan,
or any other Person who is using "plan assets" of any such plan
to
effect such acquisition.
(f) (i) Each Person who has or who acquires any
Ownership Interest in a Class R Certificate shall be deemed by
the
acceptance or acquisition of such Ownership Interest to have
agreed
to be bound by the following provisions and to have irrevocably
authorized the Trustee or its designee under clause (iii)(A)
below
to deliver payments to a Person other than such Person and to
negotiate the terms of any mandatory sale under clause (iii)(B)
below and to execute all instruments of transfer and to do all
other
things necessary in connection with any such sale. The rights of
each Person acquiring any Ownership Interest in a Class R
Certificate are expressly subject to the following provisions:
(A) Each Person holding or acquiring any Ownership
Interest in a Class R Certificate shall be a Permitted
Transferee and shall promptly notify the Trustee of any
change
or impending change in its status as a Permitted Transferee.
(B) In connection with any proposed Transfer of any
Ownership Interest in a Class R Certificate, the Trustee
shall
require delivery to it, and shall not register the Transfer
of
any Class R Certificate until its receipt of, (I) an
affidavit
and agreement (a "Transfer Affidavit and Agreement," in the
form attached hereto as Exhibit H-1) from the proposed
Transferee, in form and substance satisfactory to the Master
Servicer, representing and warranting, among other things,
that it is a United States Person and a Permitted Transferee,
that it is not acquiring its Ownership Interest in the Class
R Certificate that is the subject of the proposed Transfer as
a nominee, trustee or agent for any Person who is not a
Permitted Transferee, that for so long as it retains its
Ownership Interest in a Class R Certificate, it will endeavor
to remain a Permitted Transferee, and that it has reviewed
the
provisions of this Section 5.02(f) and agrees to be bound by
them, and (II) a certificate, in the form attached hereto as
Exhibit H-2, from the Holder wishing to transfer the Class R
Certificate, in form and substance satisfactory to the Master
Servicer, representing and warranting, among other things,
that no purpose of the proposed Transfer is to impede the
assessment or collection of tax.
(C) Notwithstanding the delivery of a Transfer
Affidavit and Agreement by a proposed Transferee under clause
(B) above, if a Responsible Officer of the Trustee who is
assigned to this Agreement has actual knowledge that the
proposed Transferee is not a United States Person or not a
Permitted Transferee, no Transfer of an Ownership Interest in
a Class R Certificate to such proposed Transferee shall be
effected.
(D) Each Person holding or acquiring any Ownership
Interest in a Class R Certificate shall agree (x) to require
a Transfer Affidavit and Agreement from any other Person to
whom such Person attempts to transfer its Ownership Interest
in a Class R Certificate and (y) not to transfer its
Ownership
Interest unless it provides a certificate to the Trustee in
the form attached hereto as Exhibit H-2.
(E) Each Person holding or acquiring an Ownership
Interest in a Class R Certificate, by purchasing an Ownership
Interest in such Certificate, agrees to give the Trustee
written notice that it is a "pass-through interest holder"
within the meaning of Temporary Treasury regulations Section
1.67-3T(a)(2)(i)(A) immediately upon acquiring an Ownership
Interest in a Class R Certificate, if it is, or is holding an
Ownership Interest in a Class R Certificate on behalf of, a
"pass-through interest holder."
(ii) The Trustee will register the Transfer of any
Class R Certificate only if it shall have received the Transfer
Affidavit and Agreement, a certificate of the Holder requesting
such
transfer in the form attached hereto as Exhibit H-2 and all of
such
other documents as shall have been reasonably required by the
Trustee as a condition to such registration. Transfers of the
Class
R Certificates to Non-United States Persons and "Disqualified
Organizations" (as defined in Section 860E(e)(5) of the Code) are
prohibited.
(iii) (A) If any "Disqualified Organization" (as
defined in Section 860E(e)(5) of the Code) shall become a holder
of
a Class R Certificate, then the last preceding Permitted
Transferee
shall be restored, to the extent permitted by law, to all rights
and
obligations as Holder thereof retroactive to the date of
registration of such Transfer of such Class R Certificate. If a
Non-United States Person shall become a holder of a Class R
Certificate, then the last preceding United States Person shall
be
restored, to the extent permitted by law, to all rights and
obligations as Holder thereof retroactive to the date of
registration of such Transfer of such Class R Certificate. If a
transfer of a Class R Certificate is disregarded pursuant to the
provisions of Treasury regulations Section 1.860E-1 or Section
1.860G-3, then the last preceding Permitted Transferee shall be
restored, to the extent permitted by law, to all rights and
obligations as Holder thereof retroactive to the date of
registration of such Transfer of such Class R Certificate. The
Trustee shall be under no liability to any Person for any
registration of Transfer of a Class R Certificate that is in fact
not permitted by this Section 5.02(f) or for making any payments
due
on such Certificate to the holder thereof or for taking any other
action with respect to such holder under the provisions of this
Agreement.
(B) If any purported Transferee shall become a Holder
of a Class R Certificate in violation of the restrictions in this
Section 5.02(f) and to the extent that the retroactive
restoration
of the rights of the Holder of such Class R Certificate as
described
in clause (iii)(A) above shall be invalid, illegal or
unenforceable,
then the Master Servicer shall have the right, without notice to
the
holder or any prior holder of such Class R Certificate, to sell
such
Class R Certificate to a purchaser selected by the Master
Servicer
on such terms as the Master Servicer may choose. Such purported
Transferee shall promptly endorse and deliver each Class R
Certificate in accordance with the instructions of the Master
Servicer. Such purchaser may be the Master Servicer itself or
any
Affiliate of the Master Servicer. The proceeds of such sale, net
of
the commissions (which may include commissions payable to the
Master
Servicer or its Affiliates), expenses and taxes due, if any, will
be
remitted by the Master Servicer to such purported Transferee.
The
terms and conditions of any sale under this clause (iii)(B) shall
be
determined in the sole discretion of the Master Servicer, and the
Master Servicer shall not be liable to any Person having an
Ownership Interest in a Class R Certificate as a result of its
exercise of such discretion.
(iv) The Master Servicer, on behalf of the Trustee,
shall
make available, upon written request from the Trustee, all
information necessary to compute any tax imposed (A) as a result
of
the Transfer of an Ownership Interest in a Class R Certificate to
any Person who is a Disqualified Organization, including the
information regarding "excess inclusions" of such Class R
Certificate required to be provided to the Internal Revenue
Service
and certain Persons as described in Treasury regulations Sections
1.860D-1(b)(5) and 1.860E-2(a)(5), and (B) as a result of any
regulated investment company, real estate investment trust,
common
trust fund, partnership, trust, estate or organization described
in
Section 1381 of the Code that holds an Ownership Interest in a
Class
R Certificate having as among its record holders at any time any
Person who is a Disqualified Organization. Reasonable
compensation
for providing such information may be required by the Master
Servicer from such Person.
(v) The provisions of this Section 5.02(f) set forth
prior to this clause (v) may be modified, added to or eliminated,
provided that there shall have been delivered to the Trustee the
following:
(A) written notification from each Rating Agency to
the effect that the modification, addition to or elimination
of such provisions will not cause such Rating Agency to
downgrade its then-current ratings, if any, of any Class of
the Class A, Class B or Class R Certificates below the lower
of the then-current rating or the rating assigned to such
Certificates as of the Closing Date by such Rating Agency;
and
(B) a certificate of the Master Servicer stating that
the Master Servicer has received an Opinion of Counsel, in
form and substance satisfactory to the Master Servicer, to
the
effect that such modification, addition to or absence of such
provisions will not cause the Trust Fund to cease to qualify
as a REMIC and will not cause (x) the Trust Fund to be
subject
to an entity-level tax caused by the Transfer of any Class R
Certificate to a Person that is a Disqualified Organization
or
(y) a Certificateholder or another Person to be subject to a
REMIC-related tax caused by the Transfer of a Class R
Certificate to a Person that is not a United States Person
and
a Permitted Transferee.
(h) No service charge shall be made for any transfer
or exchange of Certificates of any Class, but the Trustee may
require payment of a sum sufficient to cover any tax or
governmental
charge that may be imposed in connection with any transfer or
exchange of Certificates.
(i) All Certificates surrendered for transfer and
exchange shall be destroyed by the Certificate Registrar.
Section 5.03. Mutilated, Destroyed, Lost or Stolen
Certificates.
If (i) any mutilated Certificate is surrendered to the
Certificate Registrar, or the Trustee and the Certificate
Registrar
receive evidence to their satisfaction of the destruction, loss
or
theft of any Certificate, and (ii) there is delivered to the
Trustee
and the Certificate Registrar such security or indemnity as may
be
required by them to save each of them harmless, then, in the
absence
of notice to the Trustee or the Certificate Registrar that such
Certificate has been acquired by a bona fide purchaser, the
Trustee
shall execute and the Certificate Registrar shall authenticate
and
deliver, in exchange for or in lieu of any such mutilated,
destroyed, lost or stolen Certificate, a new Certificate of like
tenor, Class and Percentage Interest but bearing a number not
contemporaneously outstanding. Upon the issuance of any new
Certificate under this Section, the Trustee may require the
payment
of a sum sufficient to cover any tax or other governmental charge
that may be imposed in relation thereto and any other expenses
(including the fees and expenses of the Trustee and the
Certificate
Registrar) connected therewith. Any duplicate Certificate issued
pursuant to this Section shall constitute complete and
indefeasible
evidence of ownership in the Trust Fund, as if originally issued,
whether or not the lost, stolen or destroyed Certificate shall be
found at any time.
Section 5.04. Persons Deemed Owners.
Prior to due presentation of a Certificate for
registration of transfer, the Company, the Master Servicer, the
Trustee, the Certificate Insurer, the Certificate Registrar and
any
agent of the Company, the Master Servicer, the Trustee, the
Certificate Insurer or the Certificate Registrar may treat the
Person in whose name any Certificate is registered as the owner
of
such Certificate for the purpose of receiving distributions
pursuant
to Section 4.02 and for all other purposes whatsoever, except as
and
to the extent provided in the definition of "Certificateholder"
and
in Section 4.08, and neither the Company, the Master Servicer,
the
Trustee, the Certificate Insurer, the Certificate Registrar nor
any
agent of the Company, the Master Servicer, the Trustee or the
Certificate Registrar shall be affected by notice to the contrary
except as provided in Section 5.02(f).
Section 5.05. Appointment of Paying Agent.
The Trustee may appoint a Paying Agent for the purpose
of making distributions to Certificateholders pursuant to Section
4.02. In the event of any such appointment, on or prior to each
Distribution Date the Master Servicer on behalf of the Trustee
shall
deposit or cause to be deposited with the Paying Agent a sum
sufficient to make the payments to Certificateholders in the
amounts
and in the manner provided for in Section 4.02, such sum to be
held
in trust for the benefit of Certificateholders.
The Trustee shall cause each Paying Agent to execute and
deliver to the Trustee an instrument in which such Paying Agent
shall agree with the Trustee that such Paying Agent will hold all
sums held by it for the payment to Certificateholders in trust
for
the benefit of the Certificateholders entitled thereto until such
sums shall be paid to such Certificateholders. Any sums so held
by
such Paying Agent shall be held only in Eligible Accounts to the
extent such sums are not distributed to the Certificateholders on
the date of receipt by such Paying Agent.
Section 5.06. Optional Purchase of Certificates.
(a) On any Distribution Date on which the Pool Stated
Principal Balance is less than ten percent of the Cut-off Date
Principal Balance of the Mortgage Loans, either the Master
Servicer
or the Company shall have the right, at its option, to purchase
the
Certificates in whole, but not in part, at a price equal to the
sum
of (i) the outstanding Certificate Principal Balance of such
Certificates, (ii) the sum of the Accrued Certificate Interest
for
the related Accrual Period and any previously unpaid Accrued
Certificate Interest and (iii) the aggregate of the Interest
Differential Amounts for each Class of Certificates and accrued
and
unpaid interest thereon for each previous Accrual Period at the
then
applicable Pass-Through Rate on the then outstanding Interest
Differential Amount and not reduced by payments made pursuant to
Section 4.02(a)(x) and (xi).
(b) The Master Servicer or the Company, as applicable,
shall give the Trustee not less than 60 days' prior notice of the
Distribution Date on which the Master Servicer or the Company, as
applicable, anticipates that it will purchase the Certificates
pursuant to Section 5.06(a). Notice of any such purchase,
specifying the Distribution Date upon which the Holders may
surrender their Certificates to the Trustee for payment in
accordance with this Section 5.06, shall be given promptly by the
Master Servicer or the Company, as applicable, by letter to
Certificateholders (with a copy to the Certificate Registrar, the
Certificate Insurer and each Rating Agency) mailed not earlier
than
the 15th day and not later than the 25th day of the month next
preceding the month of such final distribution, specifying:
(i) the Distribution Date upon which purchase of
the Certificates is anticipated to be made upon presentation
and surrender of such Certificates at the office or agency of
the Trustee therein designated,
(ii) the purchase price therefor, if known, and
(iii) that the Record Date otherwise applicable
to
such Distribution Date is not applicable, payments being made
only upon presentation and surrender of the Certificates at
the office or agency of the Trustee therein specified.
If either the Master Servicer or the Company gives the notice
specified above, the Master Servicer or the Company, as
applicable,
shall deposit in the Certificate Account before the Distribution
Date on which the purchase pursuant to Section 5.06(a) is to be
made, in immediately available funds, an amount equal to the
purchase price for the Certificates computed as provided above.
(c) Upon presentation and surrender of the
Certificates to be purchased pursuant to Section 5.06(a) by the
Holders thereof, the Trustee shall distribute to such Holders an
amount equal to the sum of (i) the outstanding Certificate
Principal
Balance thereof, (ii) the sum of Accrued Certificate Interest
thereon for the related Accrual Period and any previously unpaid
Accrued Certificate Interest with respect thereto and (iii) the
aggregate of the Interest Differential Amounts for each Class of
Certificates and accrued and unpaid interest thereon for each
previous Accrual Period at the then applicable Pass-Through Rate
on
the then outstanding Interest Differential Amount and not reduced
by
payments made pursuant to Section 4.02(a)(x) and (xi).
(d) In the event that any Certificateholders do not
surrender their Certificates on or before the Distribution Date
on
which a purchase pursuant to this Section 5.06 is to be made, the
Trustee shall on such date cause all funds in the Certificate
Account deposited therein by the Master Servicer or the Company,
as
applicable, pursuant to Section 5.06(b) to be withdrawn therefrom
and deposited in a separate escrow account for the benefit of
such
Certificateholders, and the Master Servicer or the Company, as
applicable, shall give a second written notice to such
Certificateholders to surrender their Certificates for payment of
the purchase price therefor. If within six months after the
second
notice any Certificate shall not have been surrendered for
cancellation, the Trustee shall take appropriate steps as
directed
by the Master Servicer or the Company, as applicable, to contact
the
Holders of such Certificates concerning surrender of their
Certificates. The costs and expenses of maintaining the escrow
account and of contacting Certificateholders shall be paid out of
the assets which remain in the escrow account. If within nine
months after the second notice any Certificates shall not have
been
surrendered for cancellation in accordance with this Section
5.06,
the Trustee shall pay to the Master Servicer or the Company, as
applicable, all amounts distributable to the Holders thereof and
the
Master Servicer or the Company, as applicable, shall thereafter
hold
such amounts until distributed to such Holders. No interest
shall
accrue or be payable to any Certificateholder on any amount held
in
the escrow account or by the Master Servicer or the Company, as
applicable, as a result of such Certificateholder's failure to
surrender its Certificate(s) for payment in accordance with this
Section 5.06. Any Certificate that is not surrendered on the
Distribution Date on which a purchase pursuant to this Section
5.06
occurs as provided above will be deemed to have been purchased
and
the Holder as of such date will have no rights with respect
thereto
except to receive the purchase price therefor minus any costs and
expenses associated with such escrow account and notices
allocated
thereto. Any Certificates so purchased or deemed to have been
purchased on such Distribution Date shall remain outstanding
hereunder. The Master Servicer or the Company, as applicable,
shall
be for all purposes the Holder thereof as of such date.
ARTICLE VI
THE COMPANY AND THE MASTER SERVICER
Section 6.01. Respective Liabilities of the Company
and the Master Servicer.
The Company and the Master Servicer shall each be liable
in accordance herewith only to the extent of the obligations
specifically and respectively imposed upon and undertaken by the
Company and the Master Servicer herein. By way of illustration
and
not limitation, the Company is not liable for the servicing and
administration of the Mortgage Loans, nor is it obligated by
Section
7.01 or Section 10.01 to assume any obligations of the Master
Servicer or to appoint a designee to assume such obligations, nor
is
it liable for any other obligation hereunder that it may, but is
not
obligated to, assume unless it elects to assume such obligation
in
accordance herewith.
Section 6.02. Merger or Consolidation of the
Company or the Master Servicer;
Assignment of Rights and Delegation
of Duties by Master Servicer.
(a) The Company and the Master Servicer will each keep
in full effect its existence, rights and franchises as a
corporation
under the laws of the state of its incorporation, and will each
obtain and preserve its qualification to do business as a foreign
corporation in each jurisdiction in which such qualification is
or
shall be necessary to protect the validity and enforceability of
this Agreement, the Certificates or any of the Mortgage Loans and
to
perform its respective duties under this Agreement.
(b) Any Person into which the Company or the Master
Servicer may be merged or consolidated, or any corporation
resulting
from any merger or consolidation to which the Company or the
Master
Servicer shall be a party, or any Person succeeding to the
business
of the Company or the Master Servicer, shall be the successor of
the
Company or the Master Servicer, as the case may be, hereunder,
without the execution or filing of any paper or any further act
on
the part of any of the parties hereto, anything herein to the
contrary notwithstanding; provided, however, that the successor
or
surviving Person to the Master Servicer shall be qualified to
service mortgage loans on behalf of FNMA or FHLMC; and provided
further that (i) each Rating Agency's ratings, if any, of the
Class
A, Class B or Class R Certificates in effect immediately prior to
such merger or consolidation will not be qualified, reduced or
withdrawn as a result thereof (as evidenced by a letter to such
effect from each Rating Agency) or (ii) each Rating Agency's
"shadow" rating of the Certificate Insurer in connection with the
issuance of these Certificates shall not be adversely affected.
(c) Notwithstanding anything else in this Section 6.02
and Section 6.04 to the contrary, the Master Servicer may assign
its
rights and delegate its duties and obligations under this
Agreement;
provided that the Person accepting such assignment or delegation
shall be a Person which is qualified to service mortgage loans on
behalf of FNMA or FHLMC, is reasonably satisfactory to the
Trustee,
the Certificate Insurer and the Company, is willing to service
the
Mortgage Loans and executes and delivers to the Company, the
Certificate Insurer and the Trustee an agreement, in form and
substance reasonably satisfactory to the Company, the Certificate
Insurer and the Trustee, which contains an assumption by such
Person
of the due and punctual performance and observance of each
covenant
and condition to be performed or observed by the Master Servicer
under this Agreement; provided further that each Rating Agency's
rating of the Classes of Certificates that have been rated in
effect
immediately prior to such assignment and delegation will not be
qualified, reduced or withdrawn as a result of such assignment
and
delegation (as evidenced by a letter to such effect from each
Rating
Agency). In the case of any such assignment and delegation, the
Master Servicer shall be released from its obligations under this
Agreement, except that the Master Servicer shall remain liable
for
all liabilities and obligations incurred by it as Master Servicer
hereunder prior to the satisfaction of the conditions to such
assignment and delegation set forth in the next preceding
sentence.
Section 6.03. Limitation on Liability of the
Company, the Master Servicer and
Others.
Neither the Company, the Master Servicer nor any of the
directors, officers, employees or agents of the Company or the
Master Servicer shall be under any liability to the Trust Fund or
the Certificateholders for any action taken or for refraining
from
the taking of any action in good faith pursuant to this
Agreement,
or for errors in judgment; provided, however, that this provision
shall not protect the Company, the Master Servicer or any such
Person against any breach of warranties or representations made
herein or any liability which would otherwise be imposed by
reason
of willful misfeasance, bad faith or gross negligence in the
performance of duties or by reason of reckless disregard of
obligations and duties hereunder. The Company, the Master
Servicer
and any director, officer, employee or agent of the Company or
the
Master Servicer may rely in good faith on any document of any
kind
prima facie properly executed and submitted by any Person
respecting
any matters arising hereunder. The Company, the Master Servicer
and
any director, officer, employee or agent of the Company or the
Master Servicer shall be indemnified by the Trust Fund and held
harmless against any loss, liability or expense incurred in
connection with any legal action relating to this Agreement or
the
Certificates, other than any loss, liability or expense related
to
any specific Mortgage Loan or Mortgage Loans (except as any such
loss, liability or expense shall be otherwise reimbursable
pursuant
to this Agreement) and any loss, liability or expense incurred by
reason of willful misfeasance, bad faith or gross negligence in
the
performance of duties hereunder or by reason of reckless
disregard
of obligations and duties hereunder.
Neither the Company nor the Master Servicer shall be
under any obligation to appear in, prosecute or defend any legal
or
administrative action, proceeding, hearing or examination that is
not incidental to its respective duties under this Agreement and
which in its opinion may involve it in any expense or liability;
provided, however, that the Company or the Master Servicer may in
its discretion undertake any such action, proceeding, hearing or
examination that it may deem necessary or desirable in respect to
this Agreement and the rights and duties of the parties hereto
and
the interests of the Certificateholders hereunder. In such
event,
the legal expenses and costs of such action, proceeding, hearing
or
examination and any liability resulting therefrom shall be
expenses,
costs and liabilities of the Trust Fund, and the Company and the
Master Servicer shall be entitled to be reimbursed therefor out
of
amounts attributable to the Mortgage Loans on deposit in the
Custodial Account as provided by Section 3.10 and, on the
Distribution Date(s) following such reimbursement, the aggregate
of
such expenses and costs shall be allocated in reduction of the
Accrued Certificate Interest on each Class entitled thereto in
the
same manner as if such expenses and costs constituted a
Prepayment
Interest Shortfall.
Section 6.04. Company and Master Servicer Not to
Resign.
Subject to the provisions of Section 6.02, neither the
Company nor the Master Servicer shall resign from its respective
obligations and duties hereby imposed on it except upon
determination that its duties hereunder are no longer permissible
under applicable law. Any such determination permitting the
resignation of the Company or the Master Servicer shall be
evidenced
by an Opinion of Counsel to such effect delivered to the Trustee.
No such resignation by the Master Servicer shall become effective
until the Trustee or a successor servicer reasonably acceptable
to
the Certificate Insurer shall have assumed the Master Servicer's
responsibilities and obligations in accordance with Section 7.02.
ARTICLE VII
DEFAULT
Section 7.01. Events of Default.
Event of Default, wherever used herein, means any one of
the following events (whatever reason for such Event of Default
and
whether it shall be voluntary or involuntary or be effected by
operation of law or pursuant to any judgment, decree or order of
any
court or any order, rule or regulation of any administrative or
governmental body):
(i) the Master Servicer shall fail to distribute or
cause to be distributed to Holders of Certificates of any
Class any distribution required to be made under the terms of
the Certificates of such Class and this Agreement and, in
either case, such failure shall continue unremedied for a
period of 5 days after the date upon which written notice of
such failure, requiring such failure to be remedied, shall
have been given to the Master Servicer by the Trustee, the
Certificate Insurer or the Company or to the Master Servicer,
the Company and the Trustee by the Holders of Certificates of
such Class evidencing Percentage Interests aggregating not
less than 25%; or
(ii) the Master Servicer shall fail to observe or
perform in any material respect any other of the covenants or
agreements on the part of the Master Servicer contained in
the
Certificates of any Class or in this Agreement and such
failure shall continue unremedied for a period of 30 days
(except that such number of days shall be 15 in the case of a
failure to pay the premium for any Required Insurance Policy)
after the date on which written notice of such failure,
requiring the same to be remedied, shall have been given to
the Master Servicer by the Trustee, the Certificate Insurer
or
the Company, or to the Master Servicer, the Company and the
Trustee by the Holders of Certificates of any Class
evidencing, as to such Class, Percentage Interests
aggregating
not less than 25%; or
(iii) a decree or order of a court or agency or
supervisory authority having jurisdiction in the premises in
an involuntary case under any present or future federal or
state bankruptcy, insolvency or similar law or appointing a
conservator or receiver or liquidator in any insolvency,
readjustment of debt, marshalling of assets and liabilities
or
similar proceedings, or for the winding-up or liquidation of
its affairs, shall have been entered against the Master
Servicer and such decree or order shall have remained in
force
undischarged or unstayed for a period of 60 days; or
(iv) the Master Servicer shall consent to the
appointment of a conservator or receiver or liquidator in any
insolvency, readjustment of debt, marshalling of assets and
liabilities, or similar proceedings of, or relating to, the
Master Servicer or of, or relating to, all or substantially
all of the property of the Master Servicer; or
(v) the Master Servicer shall admit in writing its
inability to pay its debts generally as they become due, file
a petition to take advantage of, or commence a voluntary case
under, any applicable insolvency or reorganization statute,
make an assignment for the benefit of its creditors, or
voluntarily suspend payment of its obligations; or
(vi) the Master Servicer shall notify the Trustee
pursuant to Section 4.04(b) that it is unable to deposit in
the Certificate Account an amount equal to the Advance.
If an Event of Default described in clauses (i)-(v) of
this Section shall occur, then, and in each and every such case,
so
long as such Event of Default shall not have been remedied,
either
the Company or the Trustee shall, unless a Certificate Insurer
Default is continuing, at the direction of the Certificate
Insurer
or at the direction of Holders of Certificates entitled to at
least
51% of the Voting Rights, to the Master Servicer (and to the
Company
if given by the Trustee or to the Trustee if given by the
Company),
terminate all of the rights and obligations of the Master
Servicer
under this Agreement and in and to the Mortgage Loans and the
proceeds thereof, other than its rights as a Certificateholder
hereunder; provided, however, that unless a Certificate Insurer
Default is continuing the successor to the Master Servicer
appointed
pursuant to Section 7.02 shall be acceptable to the Certificate
Insurer and shall have accepted the duties of Master Servicer
effective upon the resignation of the Master Servicer. If an
Event
of Default described in clause (vi) hereof shall occur, the
Trustee
shall with the consent of the Certificate Insurer, by notice to
the
Master Servicer and the Company, immediately terminate all of the
rights and obligations of the Master Servicer under this
Agreement
and in and to the Mortgage Loans and the proceeds thereof, other
than its rights as a Certificateholder hereunder as provided in
Section 4.04(b). On or after the receipt by the Master Servicer
of
such written notice, all authority and power of the Master
Servicer
under this Agreement, whether with respect to the Certificates
(other than as a Holder thereof) or the Mortgage Loans or
otherwise,
shall subject to Section 7.02 pass to and be vested in the
Trustee
or the Trustee's designee appointed pursuant to Section 7.02;
and,
without limitation, the Trustee is hereby authorized and
empowered
to execute and deliver, on behalf of the Master Servicer, as
attorney-in-fact or otherwise, any and all documents and other
instruments, and to do or accomplish all other acts or things
necessary or appropriate to effect the purposes of such notice of
termination, whether to complete the transfer and endorsement or
assignment of the Mortgage Loans and related documents, or
otherwise. The Master Servicer agrees to cooperate with the
Trustee
in effecting the termination of the Master Servicer's
responsibilities and rights hereunder, including, without
limitation, the transfer to the Trustee or its designee for
administration by it of all cash amounts which shall at the time
be
credited to the Custodial Account or the Certificate Account or
thereafter be received with respect to the Mortgage Loans. No
such
termination shall release the Master Servicer for any liability
that
it would otherwise have hereunder for any act or omission prior
to
the effective time of such termination.
Notwithstanding any termination of the activities of
Residential Funding in its capacity as Master Servicer hereunder,
Residential Funding shall be entitled to receive, out of any late
collection of a Monthly Payment on a Mortgage Loan which was due
prior to the notice terminating Residential Funding's rights and
obligations as Master Servicer hereunder and received after such
notice, that portion to which Residential Funding would have been
entitled pursuant to Sections 3.10(a)(ii), (vi) and (vii) as well
as
its Servicing Fee in respect thereof, and any other amounts
payable
to Residential Funding hereunder the entitlement to which arose
prior to the termination of its activities hereunder. Upon the
termination of Residential Funding as Master Servicer hereunder
the
Company shall deliver to the Trustee a copy of the Program Guide
and
upon request of the Certificate Insurer, a copy of the Program
Guide
to the Certificate Insurer.
Section 7.02. Trustee or Company to Act;
Appointment of Successor.
On and after the time the Master Servicer receives a
notice of termination pursuant to Section 7.01 or resigns in
accordance with Section 6.04, the Certificate Insurer may appoint
a
successor Master Servicer and if the Certificate Insurer fails to
do
so, the Trustee or, upon notice to the Certificate Insurer and
the
Company and with the Company's and the Certificate Insurer's
consent
(which shall not be unreasonably withheld) a designee (which
meets
the standards set forth below) of the Trustee, shall be the
successor in all respects to the Master Servicer in its capacity
as
servicer under this Agreement and the transactions set forth or
provided for herein and shall be subject to all the
responsibilities, duties and liabilities relating thereto placed
on
the Master Servicer (except for the responsibilities, duties and
liabilities contained in Sections 2.02 and 2.03(a), excluding the
duty to notify related Subservicers or Sellers as set forth in
such
Sections, and its obligations to deposit amounts in respect of
losses incurred prior to such notice or termination on the
investment of funds in the Custodial Account or the Certificate
Account pursuant to Sections 3.07(c) and 4.01(c) by the terms and
provisions hereof); provided, however, that any failure to
perform
such duties or responsibilities caused by the preceding Master
Servicer's failure to provide information required by Section
4.04
shall not be considered a default by the Trustee hereunder. As
compensation therefor, the Trustee shall be entitled to all funds
relating to the Mortgage Loans which the Master Servicer would
have
been entitled to charge to the Custodial Account or the
Certificate
Account if the Master Servicer had continued to act hereunder
and,
in addition, shall be entitled to the income from any Permitted
Investments made with amounts attributable to the Mortgage Loans
held in the Custodial Account or the Certificate Account. If the
Trustee has become the successor to the Master Servicer in
accordance with Section 6.04 or Section 7.01, then
notwithstanding
the above, the Certificate Insurer may appoint a successor Master
Servicer and if the Certificate Insurer fails to do so, the
Trustee
may, if it shall be unwilling to so act, or shall, if it is
unable
to so act, appoint, or petition a court of competent jurisdiction
to
appoint, any established housing and home finance institution,
which
is also a FNMA- or FHLMC-approved mortgage servicing institution,
having a net worth of not less than $10,000,000 as the successor
to
the Master Servicer hereunder in the assumption of all or any
part
of the responsibilities, duties or liabilities of the Master
Servicer hereunder. Pending appointment of a successor to the
Master Servicer hereunder, the Trustee shall become successor to
the
Master Servicer and shall act in such capacity as hereinabove
provided. In connection with such appointment and assumption,
the
Trustee may make such arrangements for the compensation of such
successor out of payments on Mortgage Loans as it and such
successor
shall agree; provided, however, that no such compensation shall
be
in excess of that permitted the initial Master Servicer
hereunder.
The Company, the Trustee, the Custodian and such successor shall
take such action, consistent with this Agreement, as shall be
necessary to effectuate any such succession. The Servicing Fee
for
any successor Master Servicer appointed pursuant to this Section
7.02 will be lowered with respect to those Mortgage Loans, if
any,
where the Subservicing Fee accrues at a rate of less than 0.20%
per
annum in the event that the successor Master Servicer is not
servicing such Mortgage Loans directly and it is necessary to
raise
the related Subservicing Fee to a rate of 0.20% per annum in
order
to hire a Subservicer with respect to such Mortgage Loans.
Section 7.03. Notification to Certificateholders.
(a) Upon any such termination or appointment of a
successor to the Master Servicer, the Trustee shall give prompt
written notice thereof to Certificateholders at their respective
addresses appearing in the Certificate Register and the
Certificate
Insurer.
(b) Within 60 days after the occurrence of any Event
of Default, the Trustee shall transmit by mail to all Holders of
Certificates notice of each such Event of Default hereunder known
to
the Trustee, unless such Event of Default shall have been cured
or
waived as provided in Section 7.04 hereof.
Section 7.04. Waiver of Events of Default.
The Certificate Insurer, or the Holders representing at
least 66% of the Voting Rights of Certificates affected by a
default
or Event of Default hereunder, may waive such default or Event of
Default with the consent of the Certificate Insurer, which
consent
shall not be unreasonably withheld; provided, however, that (a) a
default or Event of Default under clause (i) of Section 7.01 may
be
waived only by all of the Holders of Certificates affected by
such
default or Event of Default and (b) no waiver pursuant to this
Section 7.04 shall affect the Holders of Certificates in the
manner
set forth in Section 11.01(b)(i), (ii) or (iii). Upon any such
waiver of a default or Event of Default by the Certificate
Insurer
or the Holders representing the requisite percentage of Voting
Rights of Certificates affected by such default or Event of
Default
with the consent of the Certificate Insurer, which consent shall
not
be unreasonably withheld, such default or Event of Default shall
cease to exist and shall be deemed to have been remedied for
every
purpose hereunder. No such waiver shall extend to any subsequent
or
other default or Event of Default or impair any right consequent
thereon except to the extent expressly so waived.
ARTICLE VIII
CONCERNING THE TRUSTEE
Section 8.01. Duties of Trustee.
(a) The Trustee, prior to the occurrence of an Event
of Default and after the curing of all Events of Default which
may
have occurred, undertakes to perform such duties and only such
duties as are specifically set forth in this Agreement. In case
an
Event of Default has occurred (which has not been cured or
waived),
the Trustee shall exercise such of the rights and powers vested
in
it by this Agreement, and use the same degree of care and skill
in
their exercise as a prudent investor would exercise or use under
the
circumstances in the conduct of such investor's own affairs.
(b) The Trustee, upon receipt of all resolutions,
certificates, statements, opinions, reports, documents, orders or
other instruments furnished to the Trustee which are specifically
required to be furnished pursuant to any provision of this
Agreement, shall examine them to determine whether they conform
to
the requirements of this Agreement. The Trustee shall notify the
Certificateholders and the Certificate Insurer of any such
documents
which do not materially conform to the requirements of this
Agreement in the event that the Trustee, after so requesting,
does
not receive satisfactorily corrected documents.
The Trustee shall forward or cause to be forwarded in a
timely fashion the notices, reports and statements required to be
forwarded by the Trustee pursuant to Sections 4.03, 4.06, 7.03
and
10.01. The Trustee shall furnish in a timely fashion to the
Master
Servicer such information as the Master Servicer may reasonably
request from time to time for the Master Servicer to fulfill its
duties as set forth in this Agreement and the Trustee shall
furnish
in a timely fashion to the Certificate Insurer such information
as
the Certificate Insurer may reasonably request from time to time
for
the Certificate Insurer to fulfill its duties as set forth in the
Policy. The Trustee covenants and agrees that it shall perform
its
obligations hereunder in a manner so as to maintain the status of
the Trust Fund as a REMIC under the REMIC Provisions and to
prevent
the imposition of any federal, state or local income, prohibited
transaction, contribution or other tax on the Trust Fund to the
extent that maintaining such status and avoiding such taxes are
reasonably within the control of the Trustee and are reasonably
within the scope of its duties under this Agreement.
(c) No provision of this Agreement shall be construed
to relieve the Trustee from liability for its own negligent
action,
its own negligent failure to act or its own willful misconduct;
provided, however, that:
(i) Prior to the occurrence of an Event of Default, and
after the curing or waiver of all such Events of Default
which
may have occurred, the duties and obligations of the Trustee
shall be determined solely by the express provisions of this
Agreement, the Trustee shall not be liable except for the
performance of such duties and obligations as are
specifically
set forth in this Agreement, no implied covenants or
obligations shall be read into this Agreement against the
Trustee and, in the absence of bad faith on the part of the
Trustee, the Trustee may conclusively rely, as to the truth
of
the statements and the correctness of the opinions expressed
therein, upon any certificates or opinions furnished to the
Trustee by the Company or the Master Servicer and which on
their face, do not contradict the requirements of this
Agreement;
(ii) The Trustee shall not be personally liable for an
error of judgment made in good faith by a Responsible Officer
or Responsible Officers of the Trustee, unless it shall be
proved that the Trustee was negligent in ascertaining the
pertinent facts;
(iii) The Trustee shall not be personally liable with
respect to any action taken, suffered or omitted to be taken
by it in good faith in accordance with the direction of the
Certificate Insurer or Certificateholders of any Class
holding
Certificates which evidence, as to such Class, Percentage
Interests aggregating not less than 25% (with the consent of
the Certificate Insurer, which consent shall not be
unreasonably withheld) as to the time, method and place of
conducting any proceeding for any remedy available to the
Trustee, or exercising any trust or power conferred upon the
Trustee, under this Agreement;
(iv) The Trustee shall not be charged with knowledge of
any default (other than a default in payment to the Trustee)
specified in clauses (i) and (ii) of Section 7.01 or an Event
of Default under clauses (iii), (iv) and (v) of Section 7.01
unless a Responsible Officer of the Trustee assigned to and
working in the Corporate Trust Office obtains actual
knowledge
of such failure or event or the Trustee receives written
notice of such failure or event at its Corporate Trust Office
from the Master Servicer, the Certificate Insurer, the
Company
or any Certificateholder; and
(v) Except to the extent provided in Section 7.02, no
provision in this Agreement shall require the Trustee to
expend or risk its own funds (including, without limitation,
the making of any Advance) or otherwise incur any personal
financial liability in the performance of any of its duties
as
Trustee hereunder, or in the exercise of any of its rights or
powers, if the Trustee shall have reasonable grounds for
believing that repayment of funds or adequate indemnity
against such risk or liability is not reasonably assured to
it.
(d) The Trustee shall timely pay, from its own funds,
the amount of any and all federal, state and local taxes imposed
on
the Trust Fund or its assets or transactions including, without
limitation, (A) "prohibited transaction" penalty taxes as defined
in
Section 860F of the Code, if, when and as the same shall be due
and
payable, (B) any tax on contributions to a REMIC after the
Closing
Date imposed by Section 860G(d) of the Code and (C) any tax on
"net
income from foreclosure property" as defined in Section 860G(c)
of
the Code, but only if such taxes arise out of a breach by the
Trustee of its obligations hereunder, which breach constitutes
negligence or willful misconduct of the Trustee.
(e) No provision in this Agreement shall require the
Trustee to expend or risk its own funds or otherwise incur any
personal financial liability in connection with the enforcement
of
the Policy, or in the exercise of any of its rights or powers
thereunder, if the Trustee shall have reasonable grounds for
believing that repayment of funds or adequate indemnity against
such
risk or liability is not reasonably assured to it.
Section 8.02. Certain Matters Affecting the
Trustee.
(a) Except as otherwise provided in Section 8.01:
(i) The Trustee may rely and shall be protected
in acting or refraining from acting upon any resolution,
Officers' Certificate, certificate of auditors or any other
certificate, statement, instrument, opinion, report, notice,
request, consent, order, appraisal, bond or other paper or
document believed by it to be genuine and to have been signed
or presented by the proper party or parties;
(ii) The Trustee may consult with counsel and any
Opinion of Counsel shall be full and complete authorization
and protection in respect of any action taken or suffered or
omitted by it hereunder in good faith and in accordance with
such Opinion of Counsel;
(iii) The Trustee shall be under no obligation
to
exercise any of the trusts or powers vested in it by this
Agreement or to institute, conduct or defend any litigation
hereunder or in relation hereto at the request, order or
direction of any of the Certificateholders, pursuant to the
provisions of this Agreement, unless such Certificateholders
shall have offered to the Trustee reasonable security or
indemnity against the costs, expenses and liabilities which
may be incurred therein or thereby and the Certificate
Insurer
has given its consent; nothing contained herein shall,
however, relieve the Trustee of the obligation, upon the
occurrence of an Event of Default (which has not been cured),
to exercise such of the rights and powers vested in it by
this
Agreement, and to use the same degree of care and skill in
their exercise as a prudent investor would exercise or use
under the circumstances in the conduct of such investor's own
affairs;
(iv) The Trustee shall not be personally liable
for any action taken, suffered or omitted by it in good faith
and believed by it to be authorized or within the discretion
or rights or powers conferred upon it by this Agreement;
(v) Prior to the occurrence of an Event of
Default hereunder and after the curing of all Events of
Default which may have occurred, the Trustee shall not be
bound to make any investigation into the facts or matters
stated in any resolution, certificate, statement, instrument,
opinion, report, notice, request, consent, order, approval,
bond or other paper or document, unless requested in writing
so to do by Certificate Insurer or the Holders of
Certificates
of any Class evidencing, as to such Class, Percentage
Interests, aggregating not less than 50% and the Certificate
Insurer; provided, however, that if the payment within a
reasonable time to the Trustee of the costs, expenses or
liabilities likely to be incurred by it in the making of such
investigation is, in the opinion of the Trustee, not
reasonably assured to the Trustee by the security afforded to
it by the terms of this Agreement, the Trustee may require
reasonable indemnity against such expense or liability as a
condition to so proceeding. The reasonable expense of every
such examination shall be paid by the Master Servicer, if an
Event of Default shall have occurred and is continuing, and
otherwise by the Certificateholder or the Certificate Insurer
requesting the investigation;
(vi) The Trustee may execute any of the trusts or
powers hereunder or perform any duties hereunder either
directly or by or through agents or attorneys provided that
the Trustee shall remain liable for any acts of such agents
or
attorneys; and
(vii) To the extent authorized under the Code
and
the regulations promulgated thereunder, each Holder of a
Class
R Certificate hereby irrevocably appoints and authorizes the
Trustee to be its attorney-in-fact for purposes of signing
any
Tax Returns required to be filed on behalf of the Trust Fund.
The Trustee shall sign on behalf of the Trust Fund and
deliver
to the Master Servicer in a timely manner any Tax Returns
prepared by or on behalf of the Master Servicer that the
Trustee is required to sign as determined by the Master
Servicer pursuant to applicable federal, state or local tax
laws, provided that the Master Servicer shall indemnify the
Trustee for signing any such Tax Returns that contain errors
or omissions.
(b) Following the issuance of the Certificates, the
Trustee shall not accept any contribution of assets to the Trust
Fund unless it shall have obtained or been furnished with an
Opinion
of Counsel to the effect that such contribution will not (i)
cause
the Trust Fund to fail to qualify as a REMIC at any time that any
Certificates are outstanding or (ii) cause the Trust Fund to be
subject to any federal tax as a result of such contribution
(including the imposition of any federal tax on "prohibited
transactions" imposed under Section 860F(a) of the Code).
Section 8.03. Trustee Not Liable for Certificates
or Mortgage Loans.
The recitals contained herein and in the Certificates
(other than the execution of the Certificates and relating to the
acceptance and receipt of the Mortgage Loans) shall be taken as
the
statements of the Company or the Master Servicer as the case may
be,
and the Trustee assumes no responsibility for their correctness.
The Trustee makes no representations as to the validity or
sufficiency of this Agreement or of the Certificates (except that
the Certificates shall be duly and validly executed and
authenticated by it as Certificate Registrar) or of any Mortgage
Loan or related document. Except as otherwise provided herein,
the
Trustee shall not be accountable for the use or application by
the
Company or the Master Servicer of any of the Certificates or of
the
proceeds of such Certificates, or for the use or application of
any
funds paid to the Company or the Master Servicer in respect of
the
Mortgage Loans or deposited in or withdrawn from the Custodial
Account or the Certificate Account by the Company or the Master
Servicer.
Section 8.04. Trustee May Own Certificates.
The Trustee in its individual or any other capacity may
become the owner or pledgee of Certificates with the same rights
it
would have if it were not Trustee.
Section 8.05. Master Servicer to Pay Trustee's Fees
and Expenses; Indemnification.
(a) The Master Servicer covenants and agrees to pay to
the Trustee and any co-trustee from time to time, and the Trustee
and any co-trustee shall be entitled to, reasonable compensation
(which shall not be limited by any provision of law in regard to
the
compensation of a trustee of an express trust) for all services
rendered by each of them in the execution of the trusts hereby
created and in the exercise and performance of any of the powers
and
duties hereunder of the Trustee and any co-trustee, and the
Master
Servicer will pay or reimburse the Trustee and any co-trustee
upon
request for all reasonable expenses, disbursements and advances
incurred or made by the Trustee or any co-trustee in accordance
with
any of the provisions of this Agreement (including the reasonable
compensation and the expenses and disbursements of its counsel
and
of all persons not regularly in its employ, and the expenses
incurred by the Trustee or any co-trustee in connection with the
appointment of an office or agency pursuant to Section 8.12)
except
any such expense, disbursement or advance as may arise from its
negligence or bad faith.
(b) The Master Servicer agrees to indemnify the
Trustee for, and to hold the Trustee harmless against, any loss,
liability or expense incurred without negligence or willful
misconduct on its part, arising out of, or in connection with,
the
acceptance and administration of the Trust Fund, including the
costs
and expenses (including reasonable legal fees and expenses) of
defending itself against any claim in connection with the
exercise
or performance of any of its powers or duties under this
Agreement,
provided that:
(i) with respect to any such claim, the Trustee
shall have given the Master Servicer written notice thereof
promptly after the Trustee shall have actual knowledge
thereof;
(ii) while maintaining control over its own
defense, the Trustee shall cooperate and consult fully with
the Master Servicer in preparing such defense; and
(iii) notwithstanding anything in this
Agreement
to the contrary, the Master Servicer shall not be liable for
settlement of any claim by the Trustee entered into without
the prior consent of the Master Servicer which consent shall
not be unreasonably withheld.
No termination of this Agreement shall affect the obligations
created by this Section 8.05(b) of the Master Servicer to
indemnify
the Trustee under the conditions and to the extent set forth
herein.
Notwithstanding the foregoing, the indemnification
provided by the Master Servicer in this Section 8.05(b) shall not
pertain to any loss, liability or expense of the Trustee,
including
the costs and expenses of defending itself against any claim,
incurred in connection with any actions taken by the Trustee at
the
direction of Certificateholders pursuant to the terms of this
Agreement.
Section 8.06. Eligibility Requirements for Trustee.
The Trustee hereunder shall at all times be a
corporation or a national banking association having its
principal
office in a state and city acceptable to the Company and the
Certificate Insurer and organized and doing business under the
laws
of such state or the United States of America, authorized under
such
laws to exercise corporate trust powers, having a combined
capital
and surplus of at least $50,000,000 and subject to supervision or
examination by federal or state authority. If such corporation
or
national banking association publishes reports of condition at
least
annually, pursuant to law or to the requirements of the aforesaid
supervising or examining authority, then for the purposes of this
Section the combined capital and surplus of such corporation
shall
be deemed to be its combined capital and surplus as set forth in
its
most recent report of condition so published. In case at any
time
the Trustee shall cease to be eligible in accordance with the
provisions of this Section, the Trustee shall resign immediately
in
the manner and with the effect specified in Section 8.07.
Section 8.07. Resignation and Removal of the
Trustee.
(a) The Trustee may at any time resign and be
discharged from the trusts hereby created by giving written
notice
thereof to the Company. Upon receiving such notice of
resignation,
the Company shall promptly appoint a successor trustee acceptable
to
the Certificate Insurer by written instrument, in duplicate, one
copy of which instrument shall be delivered to the resigning
Trustee
and one copy to the successor trustee. If no successor trustee
shall have been so appointed and have accepted appointment within
30
days after the giving of such notice of resignation, the
Certificate
Insurer may appoint a successor trustee and if the Certificate
Insurer fails to do so, the resigning Trustee may petition any
court
of competent jurisdiction for the appointment of a successor
trustee.
(b) If at any time the Trustee shall cease to be
eligible in accordance with the provisions of Section 8.06 and
shall
fail to resign after written request therefor by the Certificate
Insurer or the Company with the consent of the Certificate
Insurer,
which consent shall not be unreasonably withheld, or if at any
time
the Trustee shall become incapable of acting, or shall be
adjudged
bankrupt or insolvent, or a receiver of the Trustee or of its
property shall be appointed, or any public officer shall take
charge
or control of the Trustee or of its property or affairs for the
purpose of rehabilitation, conservation or liquidation, then the
Certificate Insurer or the Company with the consent of the
Certificate Insurer, which consent shall not be unreasonably
withheld, may remove the Trustee and appoint a successor trustee
by
written instrument, in duplicate, one copy of which instrument
shall
be delivered to the Trustee so removed and one copy to the
successor
trustee. In addition, in the event that the Certificate Insurer
or
the Company determines that the Trustee has failed (i) to make a
claim available under the Policy or to distribute or cause to be
distributed to Certificateholders any amount required to be
distributed hereunder (including any Insured Payment), if such
amount is held by the Trustee or its Paying Agent (other than the
Master Servicer or the Company) for distribution or (ii) to
otherwise observe or perform in any material respect any of its
covenants, agreements or obligations hereunder, and such failure
shall continue unremedied for a period of 5 days (in respect of
clause (i) above) or 30 days (in respect of clause (ii) above)
after
the date on which written notice of such failure, requiring that
the
same be remedied, shall have been given to the Trustee by the
Company or the Certificate Insurer, then the Certificate Insurer
or
the Company with the consent of the Certificate Insurer, which
consent shall not be unreasonably withheld, may remove the
Trustee
and appoint a successor trustee by written instrument delivered
as
provided in the preceding sentence. In connection with the
appointment of a successor trustee pursuant to the preceding
sentence, the Company shall, on or before the date on which any
such
appointment becomes effective, obtain from each Rating Agency
written confirmation that the appointment of any such successor
trustee will not result in the reduction of the ratings on any
class
of the Certificates below the lesser of the then current or
original
ratings on such Certificates.
(c) Upon the continuance of a Certificate Insurer
Default, the Holders of Certificates entitled to at least 51% of
the
Voting Rights may at any time remove the Trustee and appoint a
successor trustee by written instrument or instruments, in
triplicate, signed by such Holders or their attorneys-in-fact
duly
authorized, one complete set of which instruments shall be
delivered
to the Company, one complete set to the Trustee so removed and
one
complete set to the successor so appointed.
(d) Any resignation or removal of the Trustee and
appointment of a successor trustee pursuant to any of the
provisions
of this Section shall become effective upon acceptance of
appointment by the successor trustee as provided in Section 8.08.
Section 8.08. Successor Trustee.
(a) Any successor trustee appointed as provided in
Section 8.07 shall execute, acknowledge and deliver to the
Company
and the Certificate Insurer and to its predecessor trustee an
instrument accepting such appointment hereunder, and thereupon
the
resignation or removal of the predecessor trustee shall become
effective and such successor trustee shall become effective and
such
successor trustee, without any further act, deed or conveyance,
shall become fully vested with all the rights, powers, duties and
obligations of its predecessor hereunder, with the like effect as
if
originally named as trustee herein. The predecessor trustee
shall
deliver to the successor trustee all Mortgage Files and related
documents and statements held by it hereunder (other than any
Mortgage Files at the time held by a Custodian, which shall
become
the agent of any successor trustee hereunder), and the Company,
the
Master Servicer and the predecessor trustee shall execute and
deliver such instruments and do such other things as may
reasonably
be required for more fully and certainly vesting and confirming
in
the successor trustee all such rights, powers, duties and
obligations.
(b) No successor trustee shall accept appointment as
provided in this Section unless at the time of such acceptance
such
successor trustee shall be eligible under the provisions of
Section
8.06.
(c) Upon acceptance of appointment by a successor
trustee as provided in this Section, the Company shall mail
notice
of the succession of such trustee hereunder to all Holders of
Certificates at their addresses as shown in the Certificate
Register. If the Company fails to mail such notice within 10
days
after acceptance of appointment by the successor trustee, the
successor trustee shall cause such notice to be mailed at the
expense of the Company.
Section 8.09. Merger or Consolidation of Trustee.
Any corporation or national banking association into
which the Trustee may be merged or converted or with which it may
be
consolidated or any corporation or national banking association
resulting from any merger, conversion or consolidation to which
the
Trustee shall be a party, or any corporation or national banking
association succeeding to the business of the Trustee, shall be
the
successor of the Trustee hereunder, provided such corporation or
national banking association shall be eligible under the
provisions
of Section 8.06, without the execution or filing of any paper or
any
further act on the part of any of the parties hereto, anything
herein to the contrary notwithstanding. The Trustee shall mail
notice of any such merger or consolidation to the
Certificateholders
at their address as shown in the Certificate Register.
Section 8.10. Appointment of Co-Trustee or Separate
Trustee.
(a) Notwithstanding any other provisions hereof, at
any time, for the purpose of meeting any legal requirements of
any
jurisdiction in which any part of the Trust Fund or property
securing the same may at the time be located, the Master Servicer
and the Trustee acting jointly shall have the power and shall
execute and deliver all instruments to appoint one or more
Persons
approved by the Trustee to act as co-trustee or co-trustees,
jointly
with the Trustee, or separate trustee or separate trustees, of
all
or any part of the Trust Fund, and to vest in such Person or
Persons, in such capacity, such title to the Trust Fund, or any
part
thereof, and, subject to the other provisions of this Section
8.10,
such powers, duties, obligations, rights and trusts as the Master
Servicer and the Trustee may consider necessary or desirable. If
the Master Servicer shall not have joined in such appointment
within
15 days after the receipt by it of a request so to do, or in case
an
Event of Default shall have occurred and be continuing, the
Trustee
alone shall have the power to make such appointment. No
co-trustee
or separate trustee hereunder shall be required to meet the terms
of
eligibility as a successor trustee under Section 8.06 hereunder
and
no notice to Holders of Certificates of the appointment of co-
trustee(s) or separate trustee(s) shall be required under Section
8.08 hereof.
(b) In the case of any appointment of a co-trustee or
separate trustee pursuant to this Section 8.10 all rights,
powers,
duties and obligations conferred or imposed upon the Trustee
shall
be conferred or imposed upon and exercised or performed by the
Trustee, and such separate trustee or co-trustee jointly, except
to
the extent that under any law of any jurisdiction in which any
particular act or acts are to be performed (whether as Trustee
hereunder or as successor to the Master Servicer hereunder), the
Trustee shall be incompetent or unqualified to perform such act
or
acts, in which event such rights, powers, duties and obligations
(including the holding of title to the Trust Fund or any portion
thereof in any such jurisdiction) shall be exercised and
performed
by such separate trustee or co-trustee at the direction of the
Trustee.
(c) Any notice, request or other writing given to the
Trustee shall be deemed to have been given to each of the then
separate trustees and co-trustees, as effectively as if given to
each of them. Every instrument appointing any separate trustee
or
co-trustee shall refer to this Agreement and the conditions of
this
Article VIII. Each separate trustee and co-trustee, upon its
acceptance of the trusts conferred, shall be vested with the
estates
or property specified in its instrument of appointment, either
jointly with the Trustee or separately, as may be provided
therein,
subject to all the provisions of this Agreement, specifically
including every provision of this Agreement relating to the
conduct
of, affecting the liability of, or affording protection to, the
Trustee. Every such instrument shall be filed with the Trustee.
(d) Any separate trustee or co-trustee may, at any
time, constitute the Trustee, its agent or attorney-in-fact, with
full power and authority, to the extent not prohibited by law, to
do
any lawful act under or in respect of this Agreement on its
behalf
and in its name. If any separate trustee or co-trustee shall
die,
become incapable of acting, resign or be removed, all of its
estates, properties, rights, remedies and trusts shall vest in
and
be exercised by the Trustee, to the extent permitted by law,
without
the appointment of a new or successor trustee.
Section 8.11. Appointment of Custodians.
The Trustee may, with the consent of the Master
Servicer, the Certificate Insurer and the Company, appoint one or
more Custodians who are not Affiliates of the Company, the Master
Servicer or any Seller to hold all or a portion of the Mortgage
Files as agent for the Trustee, by entering into a Custodial
Agreement. Subject to Article VIII, the Trustee agrees to comply
with the terms of each Custodial Agreement and to enforce the
terms
and provisions thereof against the Custodian for the benefit of
the
Certificateholders. Each Custodian shall be a depository
institution subject to supervision by federal or state authority,
shall have a combined capital and surplus of at least $15,000,000
and shall be qualified to do business in the jurisdiction in
which
it holds any Mortgage File. Each Custodial Agreement may be
amended
only as provided in Section 11.01. The Trustee shall notify the
Certificateholders of the appointment of any Custodian (other
than
the Custodian appointed as of the Closing Date) pursuant to this
Section 8.11.
Section 8.12. Appointment of Office or Agency.
The Trustee will maintain an office or agency in the
City of New York where Certificates may be surrendered for
registration of transfer or exchange. The Trustee initially
designates its offices located at 14 Wall Street, 8th Floor, New
York, New York 10005 and at One First National Plaza, Suite 0126,
Chicago, Illinois 60670-0126 for the purpose of keeping the
Certificate Register. The Trustee will maintain an office at the
address stated in Section 11.05(c) hereof where notices and
demands
to or upon the Trustee in respect of this Agreement may be
served.
ARTICLE IX
TERMINATION
Section 9.01. Termination Upon Purchase by the
Master Servicer or the Company or
Liquidation of All Mortgage Loans.
(a) Subject to Section 9.02, the respective
obligations and responsibilities of the Company, the Master
Servicer
and the Trustee created hereby in respect of the Certificates
(other
than the obligation of the Trustee to make certain payments after
the Final Distribution Date to Certificateholders and the
obligation
of the Company to send certain notices as hereinafter set forth)
shall terminate upon the last action required to be taken by the
Trustee on the Final Distribution Date pursuant to this Article
IX
following the earlier of:
(i) the later of the final payment or other
liquidation (or any Advance with respect thereto) of the last
Mortgage Loan remaining in the Trust Fund or the disposition
of all property acquired upon foreclosure or deed in lieu of
foreclosure of any Mortgage Loan, or
(ii) the purchase by the Master Servicer or the
Company of all Mortgage Loans and all property acquired in
respect of any Mortgage Loan remaining in the Trust Fund at a
price equal to the sum of (a) 100% of the unpaid principal
balance of each Mortgage Loan or, if less than such unpaid
principal balance, the fair market value of the related
underlying property of such Mortgage Loan with respect to
Mortgage Loans as to which title has been acquired, (net of
any unreimbursed Advances attributable to principal) on the
day of repurchase, (b) accrued interest thereon at the Net
Mortgage Rate to, but not including, the first day of the
month in which such repurchase price is distributed, (c) any
amounts due to the Certificate Insurer under the Insurance
Agreement and (d) the aggregate of the Interest Differential
Amounts for each Class of Certificates and accrued and unpaid
interest thereon for each previous Accrual Period at the then
applicable Pass-Through Rate on the then outstanding Interest
Differential Amount and not reduced by payments made pursuant
to Section 4.02(a)(x) and (xi); provided, however, that in no
event shall the trust created hereby continue beyond the
expiration of 21 years from the death of the last survivor of
the descendants of Joseph P. Kennedy, the late ambassador of
the United States to the Court of St. James, living on the
date hereof and provided further that the purchase price set
forth above shall be increased as is necessary, as determined
by the Master Servicer, to avoid disqualification of the
Trust Fund as a REMIC.
The right of the Master Servicer or the Company to
purchase all the assets of the Trust Fund pursuant to clause (ii)
above is conditioned upon the Pool Stated Principal Balance as of
the Final Distribution Date being less than ten percent of the
Cut-
off Date Principal Balance of the Mortgage Loans. If such right
is
exercised by the Master Servicer, the Master Servicer shall be
deemed to have been reimbursed for the full amount of any
unreimbursed Advances theretofore made by it with respect to the
Mortgage Loans. In addition, the Master Servicer or the Company,
as
applicable, shall provide to the Trustee the certification
required
by Section 3.15 and the Trustee and any Custodian shall, promptly
following payment of the purchase price, release to the Master
Servicer or the Company, as applicable, the Mortgage Files
pertaining to the Mortgage Loans being purchased.
(b) The Master Servicer or, in the case of a final
distribution as a result of the exercise by the Company of its
right
to purchase the assets of the Trust Fund, the Company shall give
the
Trustee not less than 60 days' prior notice of the Distribution
Date
on which the Master Servicer or the Company, as applicable,
anticipates that the final distribution will be made to
Certificateholders (whether as a result of the exercise by the
Master Servicer or the Company of its right to purchase the
assets
of the Trust Fund or otherwise). Notice of any termination,
specifying the anticipated Final Distribution Date (which shall
be
a date that would otherwise be a Distribution Date) upon which
the
Certificateholders may surrender their Certificates to the
Trustee
(if so required by the terms hereof) for payment of the final
distribution and cancellation, shall be given promptly by the
Master
Servicer or the Company, as applicable (if it is exercising its
right to purchase the assets of the Trust Fund), or by the
Trustee
(in any other case) by letter to Certificateholders mailed not
earlier than the 15th day and not later than the 25th day of the
month next preceding the month of such final distribution
specifying:
(i) the anticipated Final Distribution
Date upon which final payment of the Certificates is
anticipated to be made upon presentation and surrender of
Certificates at the office or agency of the Trustee therein
designated,
(ii) the amount of any such final payment,
if known, and
(iii) that the Record Date otherwise
applicable to such Distribution Date is not applicable, and
(A) in the case of the Class A Certificates and Class R
Certificates, that payment will be made only upon
presentation
and surrender of the Certificates at the office or agency of
the Trustee therein specified and (B) in the case of the
Class
B Certificates, that such Certificates shall be delivered to
the Trustee no later than 30 days following the anticipated
Final Distribution Date.
If the Master Servicer or the Company, as applicable, is
obligated
to give notice to Certificateholders as aforesaid, it shall give
such notice to the Certificate Registrar at the time such notice
is
given to Certificateholders. In the event such notice is given
by
the Master Servicer or the Company, the Master Servicer or the
Company, as applicable, shall deposit in the Certificate Account
before the Final Distribution Date in immediately available funds
an
amount equal to the purchase price for the assets of the Trust
Fund
computed as above provided.
(c) In the case of the Class A Certificates, upon
presentation and surrender of the Certificates by the
Certificateholders thereof, and in the case of the Class B
Certificates, without any such presentation, the Trustee shall
distribute to the Certificateholders and to the Certificate
Insurer
(i) the amount otherwise distributable on such Distribution Date,
if
not in connection with the Master Servicer's or the Company's
election to repurchase, or (ii) if the Master Servicer or the
Company elected to so repurchase, an amount determined as
follows:
(A) with respect to each Certificate the outstanding Certificate
Principal Balance thereof, plus Accrued Certificate Interest for
the
related Accrual Period and any previously unpaid Accrued
Certificate
Interest, subject to the priority set forth in Section 4.02(a),
(B)
with respect to the Class R Certificates, any excess of the
amounts
available for distribution (including the repurchase price
specified
in clause (ii) of subsection (a) of this Section) over the total
amount distributed under the immediately preceding clause (A) and
(C) with respect to the Certificate Insurer, any amounts owed to
it
pursuant to the Insurance Agreement. Each Holder of a Class B
Certificate, by its acceptance thereof, shall be deemed to agree
to,
and shall, deliver such Certificates held by such Holder to the
Trustee no later than 30 days following receipt of the final
distribution in respect thereof.
(d) In the event that any Certificateholders shall not
surrender their Certificates for final payment and cancellation
on
or before the Final Distribution Date (if so required by the
terms
hereof), the Trustee shall on such date cause all funds in the
Certificate Account not distributed in final distribution to
Certificateholders to be withdrawn therefrom and credited to the
remaining Certificateholders by depositing such funds in a
separate
escrow account for the benefit of such Certificateholders, and
the
Master Servicer or the Company, as applicable (if it exercised
its
right to purchase the assets of the Trust Fund), or the Trustee
(in
any other case) shall give a second written notice to the
remaining
Certificateholders to surrender their Certificates for
cancellation
and receive the final distribution with respect thereto. If
within
six months after the second notice any Certificate shall not have
been surrendered for cancellation, the Trustee shall take
appropriate steps as directed by the Master Servicer or the
Company,
as applicable, to contact the remaining Certificateholders
concerning surrender of their Certificates. The costs and
expenses
of maintaining the escrow account and of contacting
Certificateholders shall be paid out of the assets which remain
in
the escrow account. If within nine months after the second
notice
any Certificates shall not have been surrendered for
cancellation,
the Trustee shall pay to the Master Servicer or the Company, as
applicable, all amounts distributable to the holders thereof and
the
Master Servicer or the Company, as applicable, shall thereafter
hold
such amounts until distributed to such holders. No interest
shall
accrue or be payable to any Certificateholder on any amount held
in
the escrow account or by the Master Servicer or the Company, as
applicable, as a result of such Certificateholder's failure to
surrender its Certificate(s) for final payment thereof in
accordance
with this Section 9.01.
Section 9.02. Additional Termination Requirements.
(a) The Trust Fund shall be terminated in accordance
with the following additional requirements, unless the Trustee
and
the Master Servicer have received an Opinion of Counsel (which
Opinion of Counsel shall not be an expense of the Trustee or the
Certificate Insurer) to the effect that the failure of the Trust
Fund to comply with the requirements of this Section 9.02 will
not
(i) result in the imposition on the Trust Fund of taxes on
"prohibited transactions," as described in Section 860F of the
Code,
or (ii) cause the Trust Fund to fail to qualify as a REMIC at any
time that any Certificate is outstanding:
(i) The Master Servicer shall establish a 90-day
liquidation period for the Trust Fund, and specify the first
day of such period in a statement attached to the Trust
Fund's
final Tax Returns pursuant to Treasury regulations Section
1.860F-1. The Master Servicer also shall satisfy all of the
requirements of a qualified liquidation for the Trust Fund
under Section 860F of the Code and regulations thereunder;
(ii) The Master Servicer shall notify the Trustee
at the commencement of such 90-day liquidation period and, at
or prior to the time of making of the final payment on the
Certificates, the Trustee shall sell or otherwise dispose of
all of the remaining assets of the Trust Fund in accordance
with the terms hereof; and
(iii) If the Master Servicer is exercising its
right to purchase the assets of the Trust Fund, the Master
Servicer shall, during the 90-day liquidation period and at
or
prior to the Final Distribution Date, purchase all of the
assets of the Trust Fund for cash; provided, however, that in
the event that a calendar quarter ends after the commencement
of the 90-day liquidation period but prior to the Final
Distribution Date, the Master Servicer shall not purchase any
of the assets of the Trust Fund prior to the close of that
calendar quarter.
(b) Each Holder of a Certificate and the Trustee
hereby irrevocably approves and appoints the Master Servicer as
its
attorney-in-fact to adopt a plan of complete liquidation for the
Trust Fund at the expense of Trust Fund in accordance with the
terms
and conditions of this Agreement.
ARTICLE X
REMIC PROVISIONS
Section 10.01. REMIC Administration.
(a) Residential Funding Corporation and the Trustee
shall cause an election to be made to treat the Trust Fund as a
REMIC under the Code and, if necessary, under applicable state
law.
Such election will be made on Form 1066 or other appropriate
federal
tax or information return (including Form 8811) or any
appropriate
state return for the taxable year ending on the last day of the
calendar year in which the Certificates are issued. For purposes
of
the REMIC election in respect of the Trust Fund, the Class A and
Class B Certificates shall be designated as the "regular
interests"
and the Class R Certificates shall be designated as the sole
class
of "residual interests" in the REMIC. The Master Servicer and
the
Trustee shall not permit the creation of any "interests" (within
the
meaning of Section 860G of the Code) in the REMIC other than the
Certificates.
(b) The Closing Date is hereby designated as the
"startup day" of the Trust Fund within the meaning of Section
860G(a)(9) of the Code.
(c) Residential Funding Corporation shall hold a Class
R Certificate representing a 0.01% Percentage Interest of the
Class
R Certificates and shall be designated as the tax matters person
with respect to the REMIC in the manner provided under Treasury
Regulations Section 1.860F-4(d) and Temporary Treasury
Regulations
Section 301.6231(a)(7)-1T. Residential Funding Corporation, as
tax
matters person, shall (i) act on behalf of the REMIC in relation
to
any tax matter or controversy involving the Trust Fund and (ii)
represent the Trust Fund in any administrative or judicial
proceeding relating to an examination or audit by any
governmental
taxing authority with respect thereto. The legal expenses,
including without limitation attorneys' or accountants' fees, and
costs of any such proceeding and any liability resulting
therefrom
shall be expenses of the Trust Fund and Residential Funding
Corporation shall be entitled to reimbursement therefor out of
amounts attributable to the Mortgage Loans on deposit in the
Custodial Account as provided by Section 3.10 unless such legal
expenses and costs are incurred by reason of Residential Funding
Corporation's willful misfeasance, bad faith or gross negligence.
(d) Residential Funding Corporation shall prepare or
cause to be prepared all of the Tax Returns that it determines
are
required with respect to the REMIC created hereunder and deliver
such Tax Returns in a timely manner to the Trustee and the
Trustee
shall sign and file such Tax Returns in a timely manner. The
expenses of preparing such returns shall be borne by the Master
Servicer without any right of reimbursement therefor.
Residential
Funding Corporation agrees to indemnify and hold harmless the
Trustee with respect to any tax or liability arising from the
Trustee's signing of Tax Returns that contain errors or
omissions.
The Trustee and Master Servicer shall promptly provide
Residential
Funding Corporation with such information as Residential Funding
Corporation may from time to time request for the purpose of
enabling Residential Funding Corporation to prepare Tax Returns.
(e) Residential Funding Corporation shall provide (i)
to any Transferor of a Class R Certificate such information as is
necessary for the application of any tax relating to the transfer
of
a Class R Certificate to any Person who is not a Permitted
Transferee, (ii) to the Trustee and the Trustee shall forward to
the
Certificateholders such information or reports as are required by
the Code or the REMIC Provisions including reports relating to
interest, original issue discount and market discount or premium
(using the Prepayment Assumption) and (iii) to the Internal
Revenue
Service the name, title, address and telephone number of the
person
who will serve as the representative of the REMIC.
(f) The Master Servicer shall take such actions and
shall cause the REMIC created hereunder to take such actions as
are
reasonably within the Master Servicer's control and the scope of
its
duties more specifically set forth herein as shall be necessary
to
maintain the status thereof as a REMIC under the REMIC Provisions
(and the Trustee shall assist the Master Servicer, to the extent
reasonably requested by the Master Servicer to do so). The
Master
Servicer shall not knowingly or intentionally take any action,
cause
the REMIC to take any action or fail to take (or fail to cause to
be
taken) any action reasonably within its control and the scope of
duties more specifically set forth herein, that, under the REMIC
Provisions, if taken or not taken, as the case may be, could (i)
endanger the status of the Trust Fund as a REMIC or (ii) result
in
the imposition of a tax upon the REMIC (including but not limited
to
the tax on prohibited transactions as defined in Section
860F(a)(2)
of the Code and the tax on contributions to a REMIC set forth in
Section 860G(d) of the Code) (either such event, an "Adverse
REMIC
Event") unless the Master Servicer receives an Opinion of Counsel
(at the expense of the party seeking to take such action or, if
such
party fails to pay such expense, and the Master Servicer
determines
that taking such action is in the best interest of the Trust Fund
and the Certificateholders, at the expense of the Trust Fund, but
in
no event at the expense of the Master Servicer or the Trustee) to
the effect that the contemplated action will not, with respect to
the REMIC created hereunder, endanger such status or, unless the
Master Servicer determines in its sole discretion to indemnify
the
Trust Fund against such tax, result in the imposition of such a
tax.
The Trustee shall not take or fail to take any action (whether or
not authorized hereunder) as to which the Master Servicer has
advised it in writing that it has received an Opinion of Counsel
to
the effect that an Adverse REMIC Event could occur with respect
to
such action. In addition, prior to taking any action with
respect
to the REMIC or its assets, or causing the REMIC to take any
action,
which is not expressly permitted under the terms of this
Agreement,
the Trustee will consult with the Master Servicer or its
designee,
in writing, with respect to whether such action could cause an
Adverse REMIC Event to occur with respect to the REMIC and the
Trustee shall not take any such action or cause the REMIC to take
any such action as to which the Master Servicer has advised it in
writing that an Adverse REMIC Event could occur. The Master
Servicer may consult with counsel to make such written advice,
and
the cost of same shall be borne by the party seeking to take the
action not expressly permitted by this Agreement, but in no event
at
the expense of the Master Servicer. At all times as may be
required
by the Code, the Master Servicer will to the extent within its
control and the scope of its duties more specifically set forth
herein, maintain substantially all of the assets of the REMIC as
"qualified mortgages" as defined in Section 860G(a)(3) of the
Code
and "permitted investments" as defined in Section 860G(a)(5) of
the
Code.
(g) In the event that any tax is imposed on
"prohibited transactions" of the REMIC created hereunder as
defined
in Section 860F(a)(2) of the Code, on "net income from
foreclosure
property" of the REMIC as defined in Section 860G(c) of the Code,
on
any contributions to the REMIC after the Startup Day therefor
pursuant to Section 860G(d) of the Code, or any other tax imposed
by
the Code or any applicable provisions of state or local laws,
such
tax shall be charged (i) to the Master Servicer, if such tax
arises
out of or results from a breach by the Master Servicer of any of
its
obligations under this Agreement or the Master Servicer has in
its
sole discretion determined to indemnify the Trust Fund against
such
tax, (ii) to the Trustee, if such tax arises out of or results
from
a breach by the Trustee of any of its obligations under this
Agreement, or (iii) otherwise against amounts on deposit in the
Custodial Account as provided by Section 3.10 and on the
Distribution Date(s) following such reimbursement the aggregate
of
such taxes shall be allocated in reduction of the Accrued
Certificate Interest on each Class entitled thereto in the same
manner as if such taxes constituted a Prepayment Interest
Shortfall.
(h) The Trustee, Master Servicer, and Residential
Funding Corporation shall, for federal income tax purposes,
maintain
books and records with respect to the REMIC on a calendar year
and
on an accrual basis or as otherwise may be required by the REMIC
Provisions.
(i) Following the Startup Day, neither the Master
Servicer nor the Trustee shall accept any contributions of assets
to
the REMIC unless the Master Servicer and the Trustee shall have
received an Opinion of Counsel (at the expense of the party
seeking
to make such contribution) to the effect that the inclusion of
such
assets in the REMIC will not cause the Trust Fund to fail to
qualify
as a REMIC at any time that any Certificates are outstanding or
subject the REMIC to any tax under the REMIC Provisions or other
applicable provisions of federal, state and local law or
ordinances.
(j) Neither the Master Servicer nor the Trustee shall
enter into any arrangement by which the REMIC will receive a fee
or
other compensation for services nor permit the REMIC to receive
any
income from assets other than "qualified mortgages" as defined in
Section 860G(a)(3) of the Code or "permitted investments" as
defined
in Section 860G(a)(5) of the Code.
(k) Solely for the purposes of Section 1.860G-
1(a)(4)(iii) of the Treasury Regulations, the "latest possible
maturity date" by which the Certificate Principal Balance of each
Class of Certificates representing a regular interest in the
REMIC
would be reduced to zero is August 25, 2025, which is the
Distribution Date immediately following the latest scheduled
maturity of any Mortgage Loan.
(l) Within 30 days after the Closing Date, Residential
Funding Corporation shall prepare and file with the Internal
Revenue
Service Form 8811, "Information Return for Real Estate Mortgage
Investment Conduits (REMIC) and Issuers of Collateralized Debt
Obligations" for the REMIC.
(m) Neither the Trustee nor the Master Servicer shall
sell, dispose of or substitute for any of the Mortgage Loans
(except
in connection with (i) the default, imminent default or
foreclosure
of a Mortgage Loan, including but not limited to, the acquisition
or
sale of a Mortgaged Property acquired by deed in lieu of
foreclosure, (ii) the bankruptcy of the REMIC, (iii) the
termination
of the REMIC pursuant to Article IX of this Agreement or (iv) a
purchase of Mortgage Loans pursuant to Article II or III of this
Agreement) or acquire any assets for the REMIC or sell or dispose
of
any investments in the Custodial Account or the Certificate
Account
for gain, or accept any contributions to the REMIC after the
Closing
Date unless it has received an Opinion of Counsel that such sale,
disposition, substitution or acquisition will not (a) affect
adversely the status of the Trust Fund as a REMIC or (b) unless
the
Master Servicer has determined in its sole discretion to
indemnify
the Trust Fund against such tax, cause the REMIC to be subject to
a
tax on "prohibited transactions" or "contributions" pursuant to
the
REMIC Provisions.
(n) If Residential Funding Corporation is no longer
the Master Servicer hereunder, Residential Funding Corporation
shall
be paid reasonable compensation by any successor Master Servicer
for
performing its obligations under this section.
Section 10.02. Master Servicer and Trustee
Indemnification.
(a) The Trustee agrees to indemnify the Trust Fund,
the Company, Residential Funding Corporation, and the Master
Servicer, for any taxes and costs including, without limitation,
any
reasonable attorneys fees imposed on or incurred by the Trust
Fund,
the Company, Residential Funding Corporation, or the Master
Servicer, as a result of a breach of the Trustee's covenants set
forth in Article VIII or this Article X.
(b) The Master Servicer agrees to indemnify the Trust
Fund, the Company, Residential Funding Corporation, and the
Trustee
for any taxes and costs (including, without limitation, any
reasonable attorneys' fees) imposed on or incurred by the Trust
Fund, the Company, Residential Funding Corporation, or the
Trustee,
as a result of a breach of the Master Servicer's covenants set
forth
in this Article X or in Article III with respect to compliance
with
the REMIC Provisions.
ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 11.01. Amendment.
(a) This Agreement or any Custodial Agreement may be
amended from time to time by the Company, the Master Servicer and
the Trustee, with the consent of the Certificate Insurer, but
without the consent of any of the Certificateholders:
(i) to cure any ambiguity,
(ii) to correct or supplement any provisions herein or
therein, which may be inconsistent with any other provisions
herein or therein or to correct any error,
(iii) to modify, eliminate or add to any of its
provisions to such extent as shall be necessary to maintain
the qualification of the Trust Fund as a REMIC at all times
that any Certificate is outstanding or to avoid or minimize
the risk of the imposition of any tax on the Trust Fund
pursuant to the Code that would be a claim against the Trust
Fund, provided that the Trustee has received an Opinion of
Counsel to the effect that (A) such action is necessary or
desirable to maintain such qualification or to avoid or
minimize the risk of the imposition of any such tax and (B)
such action will not adversely affect in any material respect
the interests of any Certificateholder,
(iv) to change the timing and/or nature of deposits
into the Custodial Account or the Certificate Account or to
change the name in which the Custodial Account is maintained,
provided that (A) the Certificate Account Deposit Date shall
in no event be later than the related Distribution Date, (B)
such change shall not, as evidenced by an Opinion of Counsel,
adversely affect in any material respect the interests of any
Certificateholder and (C) such change shall not result in a
reduction of the rating assigned to any Class of Certificates
below the lower of the then-current rating or the rating
assigned to such Certificates as of the Closing Date, as
evidenced by a letter from each Rating Agency to such effect,
(v) to modify, eliminate or add to the provisions of
Section 5.02(f) or any other provision hereof restricting
transfer of the Class R Certificates by virtue of their being
the "residual interests" in the Trust Fund provided that (A)
such change shall not result in reduction of the rating
assigned to any such Class of Certificates below the lower of
the then-current rating or the rating assigned to such
Certificates as of the Closing Date, as evidenced by a letter
from each Rating Agency to such effect, and (B) such change
shall not, as evidenced by an Opinion of Counsel (at the
expense of the party seeking so to modify, eliminate or add
such provisions), cause the Trust Fund or any of the
Certificateholders (other than the transferor) to be subject
to a federal tax caused by a transfer to a Person that is not
a Permitted Transferee, or
(vi) to make any other provisions with respect to
matters or questions arising under this Agreement or such
Custodial Agreement which shall not be materially
inconsistent
with the provisions of this Agreement, provided that such
action shall not, as evidenced by an Opinion of Counsel,
adversely affect in any material respect the interests of any
Certificateholder.
(b) This Agreement or any Custodial Agreement may also
be amended from time to time by the Company, the Master Servicer
and
the Trustee with the consent of the Certificate Insurer and the
Holders of Certificates evidencing in the aggregate not less than
66% of the Percentage Interests of each Class of Certificates
affected thereby for the purpose of adding any provisions to or
changing in any manner or eliminating any of the provisions of
this
Agreement or such Custodial Agreement or of modifying in any
manner
the rights of the Holders of Certificates of such Class;
provided,
however, that no such amendment shall:
(i) reduce in any manner the amount of, or delay
the timing of, payments which are required to be distributed
on any Certificate without the consent of the Holder of such
Certificate,
(ii) adversely affect in any material respect the
interest of the Holders of Certificates of any Class in a
manner other than as described in clause (i) hereof without
the consent of Holders of Certificates of such Class
evidencing, as to such Class, Percentage Interests
aggregating
not less than 66%, or
(iii) reduce the aforesaid percentage of
Certificates of any Class the Holders of which are required
to
consent to any such amendment, in any such case without the
consent of the Holders of all Certificates of such Class then
outstanding.
(c) Notwithstanding any contrary provision of this
Agreement, the Trustee shall not consent to any amendment to this
Agreement unless it shall have first received an Opinion of
Counsel
(at the expense of the party seeking such amendment) to the
effect
that such amendment or the exercise of any power granted to the
Master Servicer, the Company or the Trustee in accordance with
such
amendment will not result in the imposition of a federal tax on
the
Trust Fund or cause the Trust Fund to fail to qualify as a REMIC
at
any time that any Certificate is outstanding.
(d) Promptly after the execution of any such amendment
the Trustee shall furnish written notification of the substance
of
such amendment to each Certificateholder. It shall not be
necessary
for the consent of Certificateholders under this Section 11.01 to
approve the particular form of any proposed amendment, but it
shall
be sufficient if such consent shall approve the substance
thereof.
The manner of obtaining such consents and of evidencing the
authorization of the execution thereof by Certificateholders
shall
be subject to such reasonable regulations as the Trustee may
prescribe.
(e) The Company shall have the option, in its sole
discretion, to obtain and deliver to the Trustee any corporate
guaranty, payment obligation, irrevocable letter of credit,
surety
bond, insurance policy or similar instrument or a reserve fund,
or
any combination of the foregoing, for the purpose of protecting
the
Holders of the Class B Certificates against any or all Realized
Losses or other shortfalls. Any such instrument or fund shall be
held by the Trustee for the benefit of the Class B
Certificateholders, but shall not be and shall not be deemed to
be
under any circumstances included in the Trust Fund. To the
extent
that any such instrument or fund constitutes a reserve fund for
federal income tax purposes, (i) any reserve fund so established
shall be an outside reserve fund and not an asset of the Trust
Fund,
(ii) any such reserve fund shall be owned by the Company, and
(iii)
amounts transferred by the Trust Fund to any such reserve fund
shall
be treated as amounts distributed by the Trust Fund to the
Company
or any successor, all within the meaning of proposed Treasury
regulations Section 1.860G-1(h) as it reads as of the Cut-off
Date.
In connection with the provision of any such instrument or fund,
this Agreement and any provision hereof may be modified, added
to,
deleted or otherwise amended in any manner that is related or
incidental to such instrument or fund or the establishment or
administration thereof, such amendment to be made by written
instrument executed or consented to by the Company and the
Certificate Insurer but without the consent of any
Certificateholder
and without the consent of the Master Servicer or the Trustee
being
required unless any such amendment would impose any additional
obligation on, or otherwise adversely affect the interests of the
Class A Certificateholders, the Class R Certificateholders, the
Class B Certificateholders, the Master Servicer or the Trustee,
as
applicable; provided that the Company obtains an Opinion of
Counsel
(which need not be an opinion of Independent counsel) to the
effect
that any such amendment will not cause (a) any federal tax to be
imposed on the Trust Fund, including without limitation, any
federal
tax imposed on "prohibited transactions" under Section 860F(a)(1)
of
the Code or on "contributions after the startup date" under
Section
860G(d)(1) of the Code and (b) the Trust Fund to fail to qualify
as
a REMIC at any time that any Certificate is outstanding. In the
event that the Company elects to provide such coverage in the
form
of a limited guaranty provided by General Motors Acceptance
Corporation, the Company may elect that the text of such
amendment
to this Agreement shall be substantially in the form attached
hereto
as Exhibit L (in which case Residential Funding's Subordinate
Certificate Loss Obligation as described in such exhibit shall be
established by Residential Funding's consent to such amendment)
and
that the limited guaranty shall be executed in the form attached
hereto as Exhibit M, with such changes as the Company shall deem
to
be appropriate; it being understood that the Trustee has reviewed
and approved the content of such forms and that the Trustee's
consent or approval to the use thereof is not required.
Section 11.02. Recordation of Agreement;
Counterparts.
(a) To the extent permitted by applicable law, this
Agreement is subject to recordation in all appropriate public
offices for real property records in all the counties or other
comparable jurisdictions in which any or all of the properties
subject to the Mortgages are situated, and in any other
appropriate
public recording office or elsewhere, such recordation to be
effected by the Master Servicer and at its expense on direction
by
the Trustee (pursuant to the request of the Certificate Insurer
or
Holders of Certificates entitled to at least 25% of the Voting
Rights), but only upon direction accompanied by an Opinion of
Counsel to the effect that such recordation materially and
beneficially affects the interests of the Certificateholders.
(b) For the purpose of facilitating the recordation of
this Agreement as herein provided and for other purposes, this
Agreement may be executed simultaneously in any number of
counterparts, each of which counterparts shall be deemed to be an
original, and such counterparts shall constitute but one and the
same instrument.
Section 11.03. Limitation on Rights of
Certificateholders.
(a) The death or incapacity of any Certificateholder
shall not operate to terminate this Agreement or the Trust Fund,
nor
entitle such Certificateholder's legal representatives or heirs
to
claim an accounting or to take any action or proceeding in any
court
for a partition or winding up of the Trust Fund, nor otherwise
affect the rights, obligations and liabilities of any of the
parties
hereto.
(b) No Certificateholder shall have any right to vote
(except as expressly provided herein) or in any manner otherwise
control the operation and management of the Trust Fund, or the
obligations of the parties hereto, nor shall anything herein set
forth, or contained in the terms of the Certificates, be
construed
so as to constitute the Certificateholders from time to time as
partners or members of an association; nor shall any
Certificateholder be under any liability to any third person by
reason of any action taken by the parties to this Agreement
pursuant
to any provision hereof.
(c) No Certificateholder shall have any right by
virtue of any provision of this Agreement to institute any suit,
action or proceeding in equity or at law upon or under or with
respect to this Agreement, unless such Holder previously shall
have
given to the Trustee and the Certificate Insurer a written notice
of
default and of the continuance thereof, as hereinbefore provided
and
such default would not result in a claim under the Policy, and
unless also the Holders of Certificates of any Class evidencing
in
the aggregate not less than 25% of the related Percentage
Interests
of such Class, shall have made written request upon the Trustee
to
institute such action, suit or proceeding in its own name as
Trustee
hereunder and shall have offered to the Trustee such reasonable
indemnity as it may require against the costs, expenses and
liabilities to be incurred therein or thereby, and the Trustee,
for
60 days after its receipt of such notice, request and offer of
indemnity, shall have neglected or refused to institute any such
action, suit or proceeding it being understood and intended, and
being expressly covenanted by each Certificateholder with every
other Certificateholder and the Trustee, that no one or more
Holders
of Certificates of any Class shall have any right in any manner
whatever by virtue of any provision of this Agreement to affect,
disturb or prejudice the rights of the Holders of any other of
such
Certificates of such Class or any other Class, or to obtain or
seek
to obtain priority over or preference to any other such Holder,
or
to enforce any right under this Agreement, except in the manner
herein provided and for the common benefit of Certificateholders
of
such Class or all Classes, as the case may be. For the
protection
and enforcement of the provisions of this Section 11.03, each and
every Certificateholder and the Trustee shall be entitled to such
relief as can be given either at law or in equity.
Section 11.04. Governing Law.
This agreement and the Certificates shall be governed by
and construed in accordance with the laws of the State of New
York
and the obligations, rights and remedies of the parties hereunder
shall be determined in accordance with such laws.
Section 11.05. Notices.
All demands and notices hereunder shall be in writing
and shall be deemed to have been duly given if personally
delivered
at or mailed by registered mail, postage prepaid (except for
notices
to the Trustee which shall be deemed to have been duly given only
when received), to (a) in the case of the Company, 8400
Normandale
Lake Boulevard, Suite 700, Minneapolis, Minnesota 55437,
Attention:
President, or such other address as may hereafter be furnished to
the Master Servicer and the Trustee in writing by the Company,
(b)
in the case of the Master Servicer, 8400 Normandale Lake
Boulevard,
Suite 700, Minneapolis, Minnesota 55437, Attention: Investor
Relations, Series 1995-S13 or such other address as may be
hereafter
furnished to the Company and the Trustee by the Master Servicer
in
writing, (c) in the case of the Trustee, One First National
Plaza,
Suite 0126, Chicago, Illinois 60670-0126, Attention: Residential
Funding Corporation Series 1995-S13 or such other address as may
hereafter be furnished to the Company and the Master Servicer in
writing by the Trustee, (d) in the case of Moody's, 99 Church
Street, 4th Floor, New York, New York 10007, Attention: MBS
Monitoring or such other address as may hereafter be furnished to
the Company, the Trustee and the Master Servicer in writing by
Moody's, (e) in the case of Standard & Poor's, 25 Broadway, New
York, New York 10004 or such other address as may be hereafter
furnished in writing by Standard & Poor's and (f) in the case of
the
Certificate Insurer, MBIA Insurance Corporation, 113 King Street,
Armonk, New York 10504, Attention: Insured Portfolio Management-
Structured Finance (IPM-SF) or such other address as may be
hereafter furnished in writing by the Certificate Insurer. Any
notice required or permitted to be mailed to a Certificateholder
shall be given by first class mail, postage prepaid, at the
address
of such holder as shown in the Certificate Register. Any notice
so
mailed within the time prescribed in this Agreement shall be
conclusively presumed to have been duly given, whether or not the
Certificateholder receives such notice.
Section 11.06. Notices to Rating Agencies and the
Certificate Insurer.
The Company, the Master Servicer or the Trustee, as
applicable, shall notify each Rating Agency, the Certificate
Insurer
and each Subservicer at such time as it is otherwise required
pursuant to this Agreement to give notice of the occurrence of,
any
of the events described in clause (a), (b), (c), (d), (g), (h),
(i)
or (j) below or provide a copy to each Rating Agency and the
Certificate Insurer at such time as otherwise required to be
delivered pursuant to this Agreement of any of the statements
described in clauses (e) and (f) below:
(a) a material change or amendment to this Agreement,
(b) the occurrence of an Event of Default,
(c) the termination or appointment of a successor
Master Servicer or Trustee or a change in the majority
ownership of the Trustee,
(d) the filing of any claim under the Master
Servicer's blanket fidelity bond and the errors and omissions
insurance policy required by Section 3.12 or the cancellation
or modification of coverage under any such instrument,
(e) the statement required to be delivered to the
Holders of each Class of Certificates pursuant to Section
4.03,
(f) the statements required to be delivered pursuant
to Sections 3.18 and 3.19,
(g) a change in the location of the Custodial Account
or the Certificate Account,
(h) the occurrence of any monthly cash flow shortfall
to the Holders of any Class of Certificates resulting from
the
failure by the Master Servicer to make an Advance pursuant to
Section 4.04,
(i) the occurrence of the Final Distribution Date, and
(j) the repurchase of or substitution for any Mortgage
Loan,
provided, however, that with respect to notice of the occurrence
of
the events described in clauses (d), (g) or (h) above, the Master
Servicer shall provide prompt written notice to each Rating
Agency,
the Certificate Insurer and each Subservicer of any such event
known
to the Master Servicer.
In addition, to the above, delivery requirements, the
Company, the Master Servicer or the Trustee, as applicable, shall
provide a copy to the Insurer at such time as otherwise required
to
be delivered pursuant to this Agreement of any of written
confirmation, written notice or legal opinion.
Section 11.07. Severability of Provisions.
If any one or more of the covenants, agreements,
provisions or terms of this Agreement shall be for any reason
whatsoever held invalid, then such covenants, agreements,
provisions
or terms shall be deemed severable from the remaining covenants,
agreements, provisions or terms of this Agreement and shall in no
way affect the validity or enforceability of the other provisions
of
this Agreement or of the Certificates or the rights of the
Holders
thereof or of the Certificate Insurer.
Section 11.08. Supplemental Provisions for
Resecuritization.
This Agreement may be supplemented by means of the
addition of a separate Article hereto (a "Supplemental Article")
for
the purpose of resecuritizing any of the Certificates issued
hereunder, under the following circumstances. With respect to
any
Class or Classes of Certificates issued hereunder, or any portion
of
any such Class, as to which the Company or any of its Affiliates
(or
any designee thereof) is the registered Holder (the
"Resecuritized
Certificates"), the Company may deposit such Resecuritized
Certificates into a new REMIC, grantor trust or custodial
arrangement (a "Restructuring Vehicle") to be held by the Trustee
pursuant to a Supplemental Article. The instrument adopting such
Supplemental Article shall be executed by the Company, the Master
Servicer and the Trustee; provided, that neither the Master
Servicer
nor the Trustee shall withhold their consent thereto if their
respective interests would not be materially adversely affected
thereby. To the extent that the terms of the Supplemental
Article
do not in any way affect any provisions of this Agreement as to
any
of the Certificates initially issued hereunder, the adoption of
the
Supplemental Article shall not constitute an "amendment" of this
Agreement subject to the requirements of Section 11.01.
Each Supplemental Article shall set forth all necessary
provisions relating to the holding of the Resecuritized
Certificates
by the Trustee, the establishment of the Restructuring Vehicle,
the
issuing of various classes of new certificates by the
Restructuring
Vehicle and the distributions to be made thereon, and any other
provisions necessary to the purposes thereof. In connection with
each Supplemental Article, the Company shall deliver to the
Trustee
an Opinion of Counsel to the effect that (i) the Restructuring
Vehicle will qualify as a REMIC, grantor trust or other entity
not
subject to taxation for federal income tax purposes and (ii) the
adoption of the Supplemental Article will not endanger the status
of
the Trust Fund as a REMIC or result in the imposition of a tax
upon
the Trust Fund (including but not limited to the tax on
prohibited
transactions as defined in Section 860F(a)(2) of the Code and the
tax on contributions to a REMIC as set forth in Section 860(G)(d)
of
the Code).
Section 11.09. Rights of the Certificate Insurer.
(a) The Certificate Insurer is an express third-party
beneficiary of this Agreement unless a Certificate Insurer
Default
exists.
(b) On each Distribution Date the Trustee shall
forward to the Certificate Insurer a copy of the reports
furnished
to the Class A Certificateholders and the Company on such
Distribution Date.
(c) The Trustee shall provide to the Certificate
Insurer copies of any report, notice, Opinion of Counsel,
Officer's
Certificate, request for consent or request for amendment to any
document related hereto promptly upon the Trustee's production or
receipt thereof.
(d) Unless a Certificate Insurer Default exists, the
Trustee and the Company shall not agree to any amendment to this
Agreement without first having obtained the prior written consent
of
the Certificate Insurer, if such consent is not unreasonably
withheld.
IN WITNESS WHEREOF, the Company, the Master Servicer and
the Trustee have caused their names to be signed hereto by their
respective officers thereunto duly authorized and their
respective
seals, duly attested, to be hereunto affixed, all as of the day
and
year first above written.
RESIDENTIAL FUNDING MORTGAGE
SECURITIES I, INC.
[Seal]
By:
Name:
Title: Vice President
Attest:
Name:
Title:
RESIDENTIAL FUNDING CORPORATION
[Seal]
By:
Name:
Title:
Attest:
Name:
Title:
THE FIRST NATIONAL BANK OF
CHICAGO, as Trustee
[Seal]
By:
Name:
Title:
Attest:
Name:
Title:
STATE OF MINNESOTA )
) ss.:
COUNTY OF )
On the ____ day of August, 1995 before me, a notary
public in and for said State, personally appeared
_____________________________, known to me to be a
_______________________ of Residential Funding Mortgage
Securities
I, Inc., one of the corporations that executed the within
instrument, and also known to me to be the person who executed it
on
behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[Notarial Seal]
STATE OF MINNESOTA )
) ss.:
COUNTY OF )
On the ____ day of August, 1995 before me, a notary
public in and for said State, personally appeared
_______________________, known to me to be a ___________________
of
Residential Funding Corporation, one of the corporations that
executed the within instrument, and also known to me to be the
person who executed it on behalf of said corporation, and
acknowledged to me that such corporation executed the within
instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[Notarial Seal]
STATE OF )
) ss.:
COUNTY OF )
On the ____ day of August, 1995 before me, a notary
public in and for said State, personally appeared
_______________,
known to me to be a(n) ________________________ of The First
National Bank of Chicago, the national banking association that
executed the within instrument, and also known to me to be the
person who executed it on behalf of said association, and
acknowledged to me that such association executed the within
instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[Notarial Seal]
EXHIBIT A
FORM OF CLASS A CERTIFICATE
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS
CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE
INVESTMENT CONDUIT," AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN
SECTIONS 860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986.
[THE FOLLOWING INFORMATION IS PROVIDED SOLELY FOR THE
PURPOSES OF APPLYING THE U.S. FEDERAL INCOME TAX ORIGINAL ISSUE
DISCOUNT ("OID") RULES TO THIS CERTIFICATE. THE ISSUE DATE OF
THIS
CERTIFICATE IS AUGUST 25, 1995. ASSUMING THAT THE MORTGAGE LOANS
PREPAY AT 1% OF THE CONSTANT PREPAYMENT ASSUMPTION (AS DESCRIBED
IN
THE PROSPECTUS SUPPLEMENT), [AND ASSUMING A CONSTANT PASS-THROUGH
RATE EQUAL TO THE INITIAL PASS-THROUGH RATE,] THIS CERTIFICATE
HAS
BEEN ISSUED WITH NO MORE THAN $_____ OF OID PER [$1,000] OF
[INITIAL
CERTIFICATE PRINCIPAL BALANCE], THE YIELD TO MATURITY IS ___% AND
THE AMOUNT OF OID ATTRIBUTABLE TO THE INITIAL ACCRUAL PERIOD IS
NO
MORE THAN $_______ PER [$1,000] OF [INITIAL CERTIFICATE PRINCIPAL
BALANCE], COMPUTED USING THE APPROXIMATE METHOD. NO
REPRESENTATION
IS MADE THAT THE MORTGAGE LOANS WILL PREPAY AT A RATE BASED ON
THE
STANDARD PREPAYMENT ASSUMPTION OR AT ANY OTHER RATE OR AS TO THE
CONSTANCY OF THE PASS-THROUGH RATE.]
Certificate No. ____ Variable Pass-Through Rate
Class A Senior [___%] Initial Pass-Through
Rate
Date of Pooling and Servicing
Agreement and Cut-off Date: [Percentage Interest:
___%]
August 1, 1995
Aggregate [Initial
Certificate Principal Balance]
First Distribution Date: of the Class A-__Certificates:
September 25, 1995 $_____________]
Master Servicer: [Initial] [Certificate Principal
Residential Funding Corporation Balance] of this
Certificate: $_____________]
Assumed Final Distribution Date:
September 25, 2025 CUSIP ______-_____
MORTGAGE PASS-THROUGH CERTIFICATE
SERIES 1995-S13
evidencing a percentage interest in the distributions
allocable to the Class A Certificates with respect to a
Trust Fund consisting primarily of a pool of conventional
one- to four-family adjustable interest rate first
mortgage loans formed and sold by RESIDENTIAL FUNDING
MORTGAGE SECURITIES I, INC.
This Certificate is payable solely from the assets of
the Trust Fund, and does not represent an obligation of or
interest
in Residential Funding Mortgage Securities I, Inc., the Master
Servicer, the Trustee referred to below or GMAC Mortgage
Corporation
or any of their affiliates. Neither this Certificate nor the
underlying Mortgage Loans are guaranteed or insured by any
governmental agency or instrumentality or by Residential Funding
Mortgage Securities I, Inc., the Master Servicer, the Trustee or
GMAC Mortgage Corporation or any of their affiliates. [None of
the
Company, the Master Servicer, GMAC Mortgage Corporation or any of
their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from
payments
on the Certificates.]
This certifies that _____________________________ is the
registered owner of the Percentage Interest evidenced by this
Certificate [(obtained by dividing the Initial Certificate
Principal
Balance of this Certificate by the aggregate Initial Certificate
Principal Balance of all Class A Certificates, both as specified
above)] in certain distributions with respect to the Trust Fund
consisting primarily of a pool of conventional one- to
four-family
fixed interest rate first mortgage loans (the "Mortgage Loans"),
formed and sold by Residential Funding Mortgage Securities I,
Inc.
(hereinafter called the "Company," which term includes any
successor
entity under the Agreement referred to below). The Trust Fund
was
created pursuant to a Pooling and Servicing Agreement dated as
specified above (the "Agreement") among the Company, the Master
Servicer and The First National Bank of Chicago, as trustee (the
"Trustee"), a summary of certain of the pertinent provisions of
which is set forth hereafter. To the extent not defined herein,
the
capitalized terms used herein have the meanings assigned in the
Agreement. This Certificate is issued under and is subject to
the
terms, provisions and conditions of the Agreement, to which
Agreement the Holder of this Certificate by virtue of the
acceptance
hereof assents and by which such Holder is bound.
Pursuant to the terms of the Agreement, a distribution
will be made on the 25th day of each month or, if such 25th day
is
not a Business Day, the Business Day immediately following (the
"Distribution Date"), commencing as described in the Agreement,
to
the Person in whose name this Certificate is registered at the
close
of business on the last day (or if such last day is not a
Business
Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution (the
"Record Date"), from the Available Distribution Amount in an
amount
equal to the product of the Percentage Interest evidenced by this
Certificate and the amount [(of interest and principal, if any)]
required to be distributed to Holders of Class A Certificates on
such Distribution Date.
Distributions on this Certificate will be made either by
the Master Servicer acting on behalf of the Trustee or by a
Paying
Agent appointed by the Trustee in immediately available funds (by
wire transfer or otherwise) for the account of the Person
entitled
thereto if such Person shall have so notified the Master Servicer
or
such Paying Agent, or by check mailed to the address of the
Person
entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on
this Certificate will be made after due notice of the pendency of
such distribution and only upon presentation and surrender of
this
Certificate at the office or agency appointed by the Trustee for
that purpose in the City and State of New York. The Initial
Certificate Principal Balance of this Certificate is set forth
above. The Certificate Principal Balance hereof will be reduced
to
the extent of distributions allocable to principal and any
Realized
Losses allocable hereto.
This Certificate is one of a duly authorized issue of
Certificates issued in several Classes designated as Mortgage
Pass-
Through Certificates of the Series specified hereon (herein
collectively called the "Certificates").
The Certificates are limited in right of payment to
certain collections and recoveries respecting the Mortgage Loans,
all as more specifically set forth herein and in the Agreement.
In
the event Master Servicer funds are advanced with respect to any
Mortgage Loan, such advance is reimbursable to the Master
Servicer,
to the extent provided in the Agreement, from related recoveries
on
such Mortgage Loan or from other cash that would have been
distributable to Certificateholders.
As provided in the Agreement, withdrawals from the
Custodial Account and/or the Certificate Account created for the
benefit of Certificateholders may be made by the Master Servicer
from time to time for purposes other than distributions to
Certificateholders, such purposes including without limitation
reimbursement to the Company and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein
provided, the amendment of the Agreement and the modification of
the
rights and obligations of the Company, the Master Servicer and
the
Trustee and the rights of the Certificateholders under the
Agreement
at any time by the Company, the Master Servicer and the Trustee
with
the consent of the Holders of Certificates evidencing in the
aggregate not less than 66% of the Percentage Interests of each
Class of Certificates affected thereby. Any such consent by the
Holder of this Certificate shall be conclusive and binding on
such
Holder and upon all future holders of this Certificate and of any
Certificate issued upon the transfer hereof or in exchange
herefor
or in lieu hereof whether or not notation of such consent is made
upon the Certificate. The Agreement also permits the amendment
thereof in certain circumstances without the consent of the
Holders
of any of the Certificates and, in certain additional
circumstances,
without the consent of the Holders of certain Classes of
Certificates.
As provided in the Agreement and subject to certain
limitations therein set forth, the transfer of this Certificate
is
registrable in the Certificate Register upon surrender of this
Certificate for registration of transfer at the offices or
agencies
appointed by the Trustee in the City and State of New York, duly
endorsed by, or accompanied by an assignment in the form below or
other written instrument of transfer in form satisfactory to the
Trustee and the Certificate Registrar duly executed by the Holder
hereof or such Holder's attorney duly authorized in writing, and
thereupon one or more new Certificates of authorized
denominations
evidencing the same Class and aggregate Percentage Interest will
be
issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons in Classes and in denominations
specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates
are
exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as
requested by the Holder surrendering the same.
No service charge will be made for any such registration
of transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable
in connection therewith.
The Company, the Master Servicer, the Trustee and the
Certificate Registrar and any agent of the Company, the Master
Servicer, the Trustee or the Certificate Registrar may treat the
Person in whose name this Certificate is registered as the owner
hereof for all purposes, and neither the Company, the Master
Servicer, the Trustee nor any such agent shall be affected by
notice
to the contrary.
This Certificate shall be governed by and construed in
accordance with the laws of the State of New York.
The obligations created by the Agreement in respect of
the Certificates and the Trust Fund created thereby shall
terminate
upon the payment to Certificateholders of all amounts held by or
on
behalf of the Trustee and required to be paid to them pursuant to
the Agreement following the earlier of (i) the maturity or other
liquidation of the last Mortgage Loan subject thereto or the
disposition of all property acquired upon foreclosure or deed in
lieu of foreclosure of any Mortgage Loan and (ii) the purchase by
the Master Servicer or the Company from the Trust Fund of all
remaining Mortgage Loans and all property acquired in respect of
such Mortgage Loans, thereby effecting early retirement of the
Certificates. The Agreement permits, but does not require, the
Master Servicer or the Company to (i) purchase at a price
determined
as provided in the Agreement all remaining Mortgage Loans and all
property acquired in respect of any Mortgage Loan or (ii)
purchase
in whole, but not in part, all of the Certificates from the
Holders
thereof; provided, that any such option may only be exercised if
the
Pool Stated Principal Balance of the Mortgage Loans as of the
Distribution Date upon which the proceeds of any such purchase
are
distributed is less than ten percent of the Cut-off Date
Principal
Balance of the Mortgage Loans.
Reference is hereby made to the further provisions of
this Certificate set forth on the reverse hereof, which further
provisions shall for all purposes have the same effect as if set
forth at this place.
Unless the certificate of authentication hereon has been
executed by the Certificate Registrar, by manual signature, this
Certificate shall not be entitled to any benefit under the
Agreement
or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed.
Dated: ______, 199_ THE FIRST NATIONAL BANK OF CHICAGO,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class A Certificates referred to in
the within-mentioned Agreement.
THE FIRST NATIONAL BANK OF CHICAGO,
as Certificate Registrar
By:
Authorized Signatory
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s)
and transfer(s) unto
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
(Please print or typewrite name, address including postal zip
code, and Taxpayer
Identification Number of assignee)
a Percentage Interest equal to ____% evidenced by the within
Mortgage Pass-Through Certificate and hereby authorize(s) the
registration of transfer of such interest to assignee on the
Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a
new
Certificate of a like Percentage Interest and Class to the above
named assignee and deliver such Certificate to the following
address:
______________________________________________________________
_________________________________________________________________
_
____________.
Dated:
_______________________________________
Signature by or on behalf of assignor
_______________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of
distribution:
Distributions shall be made, by wire transfer or otherwise,
inimmediately available funds to
_________________________________________________________________
____________
_________________________________________________________________
_
_______________ for the account of
______________________________________________________________
account number ________________, or, if mailed by check, to
____________________
__________________________________________________. Applicable
statements should be mailed to
_____________________________________. This information is
provided
by ___________________________________________________, the
assignee
named above, or _____________________________, as its agent.
EXHIBIT B
FORM OF CLASS B ___ CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS
A
CERTIFICATES [AND CLASS B __ CERTIFICATES] AS DESCRIBED IN THE
AGREEMENT (AS DEFINED HEREIN).
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE
SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY
STATE AND MAY NOT BE RESOLD OR TRANSFERRED UNLESS IT IS
REGISTERED
PURSUANT TO SUCH ACT AND LAWS OR IS SOLD OR TRANSFERRED IN
TRANSACTIONS WHICH ARE EXEMPT FROM REGISTRATION UNDER SUCH ACT
AND
UNDER APPLICABLE STATE LAW AND IS TRANSFERRED IN ACCORDANCE WITH
THE
PROVISIONS OF SECTION 5.02 OF THE AGREEMENT.
NO TRANSFER OF THIS CERTIFICATE MAY BE MADE TO AN EMPLOYEE
BENEFIT
PLAN OR OTHER PLAN SUBJECT TO THE PROHIBITED TRANSACTION
PROVISIONS
OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS
AMENDED,
OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE")
UNLESS THE TRANSFEREE PROVIDES AN OPINION OF COUNSEL SATISFACTORY
TO
THE MASTER SERVICER, THE COMPANY AND THE TRUSTEE THAT THE
PURCHASE
OF THIS CERTIFICATE BY, ON BEHALF OF OR WITH "PLAN ASSETS" OF
SUCH
PLAN IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT CONSTITUTE OR
RESULT IN A NON-EXEMPT PROHIBITED TRANSACTION AND WILL NOT
SUBJECT
THE MASTER SERVICER, THE COMPANY OR THE TRUSTEE TO ANY OBLIGATION
IN
ADDITION TO THOSE UNDERTAKEN IN THE AGREEMENT.
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS
A
"REGULAR INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT
CONDUIT,"
AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND
860D
OF THE CODE. THE FOLLOWING INFORMATION IS PROVIDED SOLELY FOR
THE
PURPOSES OF APPLYING THE U.S. FEDERAL INCOME TAX ORIGINAL ISSUE
DISCOUNT ("OID") RULES TO THIS CERTIFICATE. THE ISSUE DATE OF
THIS
CERTIFICATE IS AUGUST 25, 1995. ASSUMING THAT THE MORTGAGE LOANS
PREPAY AT 15% OF THE CONSTANT PREPAYMENT ASSUMPTION (AS DESCRIBED
IN
THE PROSPECTUS SUPPLEMENT), THIS CERTIFICATE HAS BEEN ISSUED WITH
NO
MORE THAN $___ OF OID PER $1,000 OF INITIAL CERTIFICATE PRINCIPAL
BALANCE, THE YIELD TO MATURITY IS ____% AND THE AMOUNT OF OID
ATTRIBUTABLE TO THE INITIAL ACCRUAL PERIOD IS NO MORE THAN $____
PER
$1,000 OF INITIAL CERTIFICATE PRINCIPAL BALANCE, COMPUTED UNDER
THE
APPROXIMATE METHOD. NO REPRESENTATION IS MADE THAT THE MORTGAGE
LOANS WILL PREPAY AT A RATE BASED ON THE STANDARD PREPAYMENT
ASSUMPTION OR AT ANY OTHER RATE.
Certificate No. __ Variable Pass-Through
Rate
Class B __ Subordinate ___% Initial Pass-
Through Rate
Date of Pooling and Servicing Aggregate Certificate
Principal Balance
Agreement and Cut-off Date: of the Class B__
Certificates
August 1, 1995 as of the Cut-off
Date: $_______________
First Distribution Date:
September 25, 1995 Initial Certificate
Principal Balance
of this Certificate:
Master Servicer: $_______________
Residential Funding Corporation
Assumed Final Distribution Date:
September 25, 2025
MORTGAGE PASS-THROUGH CERTIFICATE,
SERIES 1995-S13
evidencing a percentage interest in any distributions
allocable to the Class B __ Certificates with respect to
the Trust Fund consisting primarily of a pool of
conventional one- to four-family fixed interest rate
first mortgage loans formed and sold by RESIDENTIAL
FUNDING MORTGAGE SECURITIES I, INC.
This Certificate is payable solely from the assets of
the Trust Fund, and does not represent an obligation of or
interest
in Residential Funding Mortgage Securities I, Inc., the Master
Servicer, the Trustee referred to below or GMAC Mortgage
Corporation
or any of their affiliates. Neither this Certificate nor the
underlying Mortgage Loans are guaranteed or insured by any
governmental agency or instrumentality or by Residential Funding
Mortgage Securities I, Inc., the Master Servicer, the Trustee or
GMAC Mortgage Corporation or any of their affiliates. None of
the
Company, the Master Servicer, GMAC Mortgage Corporation or any of
their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from
payments
on the Certificates.
This certifies that ___________________________ is the
registered owner of the Percentage Interest evidenced by this
Certificate (obtained by dividing the Certificate Principal
Balance
of this Certificate by the aggregate Certificate Principal
Balance
of all Class B __ Certificates, both as specified above) in
certain
distributions with respect to a Trust Fund consisting primarily
of
a pool of conventional one- to four-family fixed interest rate
first
mortgage loans (the "Mortgage Loans"), formed and sold by
Residential Funding Mortgage Securities I, Inc. (hereinafter
called
the "Company," which term includes any successor entity under the
Agreement referred to below). The Trust Fund was created
pursuant
to a Pooling and Servicing Agreement dated as specified above
(the
"Agreement") among the Company, the Master Servicer and The First
National Bank of Chicago, as trustee (the "Trustee"), a summary
of
certain of the pertinent provisions of which is set forth
hereafter.
To the extent not defined herein, the capitalized terms used
herein
have the meanings assigned in the Agreement. This Certificate is
issued under and is subject to the terms, provisions and
conditions
of the Agreement, to which Agreement the Holder of this
Certificate
by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Pursuant to the terms of the Agreement, a distribution
will be made on the 25th day of each month or, if such 25th day
is
not a Business Day, the Business Day immediately following (the
"Distribution Date"), commencing on the first Distribution Date
specified above, to the Person in whose name this Certificate is
registered at the close of business on the last day (or if such
last
day is not a Business Day, the Business Day immediately preceding
such last day) of the month next preceding the month of such
distribution (the "Record Date"), from the Available Distribution
Amount in an amount equal to the product of the Percentage
Interest
evidenced by this Certificate and the amount (of interest and
principal, if any) required to be distributed to Holders of Class
B
__ Certificates on such Distribution Date.
Distributions on this Certificate will be made either by
the Master Servicer acting on behalf of the Trustee or by a
Paying
Agent appointed by the Trustee in immediately available funds (by
wire transfer or otherwise) for the account of the Person
entitled
thereto if such Person shall have so notified the Master Servicer
or
such Paying Agent, or by check mailed to the address of the
Person
entitled thereto, as such name and address shall appear on the
Certificate Register.
Notwithstanding the above, the final distribution on
this Certificate will be made after due notice of the pendency of
such distribution and only upon presentation and surrender of
this
Certificate at the office or agency appointed by the Trustee for
that purpose in the City and State of New York. The Initial
Certificate Principal Balance of this Certificate is set forth
above. The Certificate Principal Balance hereof will be reduced
to
the extent of the distributions allocable to principal and any
Realized Losses allocable hereto.
No transfer of this Class B __ Certificate will be made
unless such transfer is exempt from the registration requirements
of
the Securities Act of 1933, as amended, and any applicable state
securities laws or is made in accordance with said Act and laws.
In
the event that such a transfer is to be made, (i) the Trustee or
the
Company may require an opinion of counsel acceptable to and in
form
and substance satisfactory to the Trustee and the Company that
such
transfer is exempt (describing the applicable exemption and the
basis therefor) from or is being made pursuant to the
registration
requirements of the Securities Act of 1933, as amended, and of
any
applicable statute of any state and (ii) the transferee shall
execute an investment letter in the form described by the
Agreement.
The Holder hereof desiring to effect such transfer shall, and
does
hereby agree to, indemnify the Trustee, the Company, the Master
Servicer and the Certificate Registrar acting on behalf of the
Trustee against any liability that may result if the transfer is
not
so exempt or is not made in accordance with such Federal and
state
laws. In connection with any such transfer, the Trustee will
also
require (i) a representation letter, in the form as described by
the
Agreement, stating that the transferee is not, and is not using
"plan assets" of, an employee benefit plan or other plan subject
to
the prohibited transaction provisions of the Employee Retirement
Income Security Act of 1974, as amended ("ERISA") or Section 4975
of
the Code, or (ii) if such transferee is, or is using "plan
assets"
of, such a plan subject to ERISA, an opinion of counsel
acceptable
to and in form and substance satisfactory to the Trustee, the
Company and the Master Servicer with respect to the
permissibility
of such transfer under applicable law and stating, among other
things, that the transferee's acquisition of a Class B
Certificate
will not constitute or result in a non-exempt prohibited
transaction
within the meaning of Section 406 of ERISA or Section 4975 of the
Code.
This Certificate is one of a duly authorized issue of
Certificates issued in several Classes designated as Mortgage
Pass-
Through Certificates of the Series specified hereon (herein
collectively called the "Certificates").
The Certificates are limited in right of payment to
certain collections and recoveries respecting the Mortgage Loans,
all as more specifically set forth herein and in the Agreement.
In
the event Master Servicer funds are advanced with respect to any
Mortgage Loan, such advance is reimbursable to the Master
Servicer,
to the extent provided in the Agreement, from related recoveries
on
such Mortgage Loan or from other cash that would have been
distributable to Certificateholders.
As provided in the Agreement, withdrawals from the
Custodial Account and/or the Certificate Account created for the
benefit of Certificateholders may be made by the Master Servicer
from time to time for purposes other than distributions to
Certificateholders, such purposes including without limitation
reimbursement to the Company and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein
provided, the amendment of the Agreement and the modification of
the
rights and obligations of the Company, the Master Servicer and
the
Trustee and the rights of the Certificateholders under the
Agreement
at any time by the Company, the Master Servicer and the Trustee
with
the consent of the Holders of Certificates evidencing in the
aggregate not less than 66% of the Percentage Interests of each
Class of Certificates affected thereby. Any such consent by the
Holder of this Certificate shall be conclusive and binding on
such
Holder and upon all future holders of this Certificate and of any
Certificate issued upon the transfer hereof or in exchange
herefor
or in lieu hereof whether or not notation of such consent is made
upon the Certificate. The Agreement also permits the amendment
thereof in certain circumstances without the consent of the
Holders
of any of the Certificates and, in certain additional
circumstances,
without the consent of the Holders of certain Classes of
Certificates.
As provided in the Agreement and subject to certain
limitations therein set forth, the transfer of this Certificate
is
registrable in the Certificate Register upon surrender of this
Certificate for registration of transfer at the offices or
agencies
appointed by the Trustee in the City and State of New York, duly
endorsed by, or accompanied by an assignment in the form below or
other written instrument of transfer in form satisfactory to the
Trustee and the Certificate Registrar duly executed by the Holder
hereof or such Holder's attorney duly authorized in writing, and
thereupon one or more new Certificates of authorized
denominations
evidencing the same Class and aggregate Percentage Interest will
be
issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons in Classes and in denominations
specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates
are
exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as
requested by the Holder surrendering the same.
No service charge will be made for any such registration
of transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable
in connection therewith.
The Company, the Master Servicer, the Trustee and the
Certificate Registrar and any agent of the Company, the Master
Servicer, the Trustee or the Certificate Registrar may treat the
Person in whose name this Certificate is registered as the owner
hereof for all purposes, and neither the Company, the Master
Servicer, the Trustee nor any such agent shall be affected by
notice
to the contrary.
This Certificate shall be governed by and construed in
accordance with the laws of the State of New York.
The obligations created by the Agreement in respect of
the Certificates and the Trust Fund created thereby shall
terminate
upon the payment to Certificateholders of all amounts held by or
on
behalf of the Trustee and required to be paid to them pursuant to
the Agreement following the earlier of (i) the maturity or other
liquidation of the last Mortgage Loan subject thereto or the
disposition of all property acquired upon foreclosure or deed in
lieu of foreclosure of any Mortgage Loan and (ii) the purchase by
the Master Servicer or the Company from the Trust Fund of all
remaining Mortgage Loans and all property acquired in respect of
such Mortgage Loans, thereby effecting early retirement of the
Certificates. The Agreement permits, but does not require, the
Master Servicer or the Company to (i) purchase at a price
determined
as provided in the Agreement all remaining Mortgage Loans and all
property acquired in respect of any Mortgage Loan or (ii)
purchase
in whole, but not in part, all of the Certificates from the
Holders
thereof; provided, that any such option may only be exercised if
the
Pool Stated Principal Balance of the Mortgage Loans as of the
Distribution Date upon which the proceeds of any such purchase
are
distributed is less than ten percent of the Cut-off Date
Principal
Balance of the Mortgage Loans.
Unless the certificate of authentication hereon has been
executed by the Certificate Registrar, by manual signature, this
Certificate shall not be entitled to any benefit under the
Agreement
or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed.
Dated: ______, 199_ THE FIRST NATIONAL BANK OF CHICAGO,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class B __ Certificates referred to
in the within-mentioned Agreement.
THE FIRST NATIONAL BANK OF CHICAGO,
as Certificate Registrar
By:
Authorized Signatory
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s)
and transfer(s) unto
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
(Please print or typewrite name, address including postal zip
code, and Taxpayer
Identification Number of assignee)
a Percentage Interest equal to ____% evidenced by the within
Mortgage Pass-Through Certificate and hereby authorize(s) the
registration of transfer of such interest to assignee on the
Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a
new
Certificate of a like Percentage Interest and Class to the above
named assignee and deliver such Certificate to the following
address:
______________________________________________________________
_________________________________________________________________
_
____________.
Dated:
_______________________________________
Signature by or on behalf of assignor
_______________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of
distribution:
Distributions shall be made, by wire transfer or otherwise,
in
immediately available funds to
_________________________________________________________________
_
____________
_________________________________________________________________
_
_______________ for the account of
______________________________________________________________
account number ________________, or, if mailed by check, to
____________________
__________________________________________________. Applicable
statements should be mailed to
_____________________________________. This information is
provided
by ___________________________________________________, the
assignee
named above, or _____________________________, as its agent.
EXHIBIT C
FORM OF CLASS R CERTIFICATE
THIS CERTIFICATE MAY NOT BE HELD BY OR TRANSFERRED TO A
NON-UNITED
STATES PERSON OR A DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).
SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS
A
"RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT
CONDUIT"
AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN SECTIONS 860G AND
860D
OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE").
NO TRANSFER OF THIS CERTIFICATE MAY BE MADE TO AN EMPLOYEE
BENEFIT
PLAN OR OTHER PLAN SUBJECT TO THE PROHIBITED TRANSACTION
PROVISIONS
OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS
AMENDED,
OR SECTION 4975 OF THE CODE, UNLESS THE TRANSFEREE PROVIDES AN
OPINION OF COUNSEL SATISFACTORY TO THE MASTER SERVICER, THE
COMPANY
AND THE TRUSTEE THAT THE PURCHASE OF THIS CERTIFICATE BY, ON
BEHALF
OF OR WITH "PLAN ASSETS" OF SUCH PLAN IS PERMISSIBLE UNDER
APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT
PROHIBITED TRANSACTION AND WILL NOT SUBJECT THE MASTER SERVICER,
THE
COMPANY OR THE TRUSTEE TO ANY OBLIGATION IN ADDITION TO THOSE
UNDERTAKEN IN THE AGREEMENT.
ANY RESALE, TRANSFER OR OTHER DISPOSITION OF THIS CERTIFICATE MAY
BE
MADE ONLY IF THE PROPOSED TRANSFEREE PROVIDES A TRANSFER
AFFIDAVIT
TO THE MASTER SERVICER AND THE TRUSTEE THAT (1) SUCH TRANSFEREE
IS
NOT (A) THE UNITED STATES, ANY STATE OR POLITICAL SUBDIVISION
THEREOF, ANY POSSESSION OF THE UNITED STATES, OR ANY AGENCY OR
INSTRUMENTALITY OF ANY OF THE FOREGOING (OTHER THAN AN
INSTRUMENTALITY WHICH IS A CORPORATION IF ALL OF ITS ACTIVITIES
ARE
SUBJECT TO TAX AND, EXCEPT FOR THE FHLMC, A MAJORITY OF ITS BOARD
OF
DIRECTORS IS NOT SELECTED BY SUCH GOVERNMENTAL UNIT), (B) A
FOREIGN
GOVERNMENT, ANY INTERNATIONAL ORGANIZATION, OR ANY AGENCY OR
INSTRUMENTALITY OF ANY OF THE FOREGOING, (C) ANY ORGANIZATION
(OTHER
THAN CERTAIN FARMERS' COOPERATIVES DESCRIBED IN SECTION 521 OF
THE
CODE) WHICH IS EXEMPT FROM THE TAX IMPOSED BY CHAPTER 1 OF THE
CODE
(INCLUDING THE TAX IMPOSED BY SECTION 511 OF THE CODE ON
UNRELATED
BUSINESS TAXABLE INCOME), (D) RURAL ELECTRIC AND TELEPHONE
COOPERATIVES DESCRIBED IN SECTION 1381(A)(2)(C) OF THE CODE AND
(E)
ANY OTHER PERSON SO DESIGNATED BY THE TRUSTEE BASED UPON AN
OPINION
OF COUNSEL THAT THE HOLDING OF AN OWNERSHIP INTEREST IN A CLASS R
CERTIFICATE BY SUCH PERSON MAY CAUSE THE TRUST FUND OR ANY PERSON
HAVING AN OWNERSHIP INTEREST IN ANY CLASS OF CERTIFICATES (OTHER
THAN SUCH PERSON) TO INCUR A LIABILITY FOR ANY FEDERAL TAX
IMPOSED
UNDER THE CODE THAT WOULD NOT OTHERWISE BE IMPOSED BUT FOR THE
TRANSFER OF AN OWNERSHIP INTEREST IN A CLASS R CERTIFICATE TO
SUCH
PERSON (ANY SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A),
(B),
(C), (D) OR (E) BEING HEREIN REFERRED TO AS A "DISQUALIFIED
ORGANIZATION") OR AN AGENT OF A DISQUALIFIED ORGANIZATION, (2) NO
PURPOSE OF SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR
COLLECTION
OF TAX AND (3) SUCH TRANSFEREE SATISFIES CERTAIN ADDITIONAL
CONDITIONS RELATING TO THE FINANCIAL CONDITION OF THE PROPOSED
TRANSFEREE. THE TERMS "UNITED STATES," "STATE" AND "INTERNATIONAL
ORGANIZATION" SHALL HAVE THE MEANINGS SET FORTH IN SECTION 7701
OF
THE CODE OR SUCCESSOR PROVISIONS. NOTWITHSTANDING THE
REGISTRATION
IN THE CERTIFICATE REGISTER OR ANY TRANSFER, SALE OR OTHER
DISPOSITION OF THIS CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR
AN
AGENT OF A DISQUALIFIED ORGANIZATION, SUCH REGISTRATION SHALL BE
DEEMED TO BE OF NO LEGAL FORCE OR EFFECT WHATSOEVER AND SUCH
PERSON
SHALL NOT BE DEEMED TO BE A CERTIFICATEHOLDER FOR ANY PURPOSE
HEREUNDER, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF
DISTRIBUTIONS ON THIS CERTIFICATE. EACH HOLDER OF THIS
CERTIFICATE
BY ACCEPTANCE OF THIS CERTIFICATE SHALL BE DEEMED TO HAVE
CONSENTED
TO THE PROVISIONS OF THIS PARAGRAPH.
Certificate No. ___
Class R Percentage Interest
of this Certificate:
Date of Pooling and Servicing %
Agreement and Cut-off Date:
August 1, 1995 CUSIP ______-_____
First Distribution Date:
September 25, 1995
Master Servicer:
Residential Funding Corporation
Assumed Final Distribution Date:
September 25, 2025
MORTGAGE PASS-THROUGH CERTIFICATE,
SERIES 1995-S13
evidencing a percentage interest in any distributions
allocable to the Class R Certificates with respect to the
Trust Fund. The Trust Fund is a part of a Trust Fund
consisting primarily of a pool of conventional one- to
four-family fixed interest rate first mortgage loans
formed and sold by RESIDENTIAL FUNDING MORTGAGE
SECURITIES I, INC.
This Certificate is payable solely from the assets of
the Trust Fund, and does not represent an obligation of or
interest
in Residential Funding Mortgage Securities I, Inc., the Master
Servicer, the Trustee referred to below or GMAC Mortgage
Corporation
or any of their affiliates. Neither this Certificate nor the
underlying Mortgage Loans are guaranteed or insured by any
governmental agency or instrumentality or by Residential Funding
Mortgage Securities I, Inc., the Master Servicer, the Trustee or
GMAC Mortgage Corporation or any of their affiliates. None of
the
Company, the Master Servicer, GMAC Mortgage Corporation or any of
their affiliates will have any obligation with respect to any
certificate or other obligation secured by or payable from
payments
on the Certificates.
This certifies that _________________________ is the
registered owner of the Percentage Interest evidenced by this
Certificate (obtained by dividing the Initial Certificate
Principal
Balance of this Certificate by the aggregate Initial Certificate
Principal Balance of all Class R Certificates, both as specified
above) in certain distributions with respect to the Trust Fund.
The
Trust Fund is a part of a Trust Fund consisting primarily of a
pool
of conventional one- to four-family fixed interest rate first
mortgage loans (the "Mortgage Loans"), formed and sold by
Residential Funding Mortgage Securities I, Inc. (hereinafter
called
the "Company," which term includes any successor entity under the
Agreement referred to below). The Trust Fund was created
pursuant
to a Pooling and Servicing Agreement dated as specified above
(the
"Agreement") among the Company, the Master Servicer and The First
National Bank of Chicago, as trustee (the "Trustee"), a summary
of
certain of the pertinent provisions of which is set forth
hereafter.
To the extent not defined herein, the capitalized terms used
herein
have the meanings assigned in the Agreement. This Certificate is
issued under and is subject to the terms, provisions and
conditions
of the Agreement, to which Agreement the Holder of this
Certificate
by virtue of the acceptance hereof assents and by which such
Holder
is bound.
Pursuant to the terms of the Agreement, a distribution
will be made on the 25th day of each month or, if such 25th day
is
not a Business Day, the Business Day immediately following (the
"Distribution Date"), commencing as described in the Agreement,
to
the Person in whose name this Certificate is registered at the
close
of business on the last day (or if such last day is not a
Business
Day, the Business Day immediately preceding such last day) of the
month immediately preceding the month of such distribution (the
"Record Date"), from the Available Distribution Amount in an
amount
equal to the product of the Percentage Interest evidenced by this
Certificate and the amount (of interest and principal, if any)
required to be distributed to Holders of Class R Certificates on
such Distribution Date.
Each Holder of this Certificate will be deemed to have
agreed to be bound by the restrictions set forth in the Agreement
to
the effect that (i) each person holding or acquiring any
Ownership
Interest in this Certificate must be a United States Person and a
Permitted Transferee, (ii) the transfer of any Ownership Interest
in
this Certificate will be conditioned upon the delivery to the
Trustee of, among other things, an affidavit to the effect that
it
is a United States Person and Permitted Transferee, (iii) any
attempted or purported transfer of any Ownership Interest in this
Certificate in violation of such restrictions will be absolutely
null and void and will vest no rights in the purported
transferee,
and (iv) if any person other than a United States Person and a
Permitted Transferee acquires any Ownership Interest in this
Certificate in violation of such restrictions, then the Company
will
have the right, in its sole discretion and without notice to the
Holder of this Certificate, to sell this Certificate to a
purchaser
selected by the Company, which purchaser may be the Company, or
any
affiliate of the Company, on such terms and conditions as the
Company may choose.
Notwithstanding the above, the final distribution on
this Certificate will be made after due notice of the pendency of
such distribution and only upon presentation and surrender of
this
Certificate at the office or agency appointed by the Trustee for
that purpose in the City and State of New York. The Initial
Certificate Principal Balance of this Certificate is set forth
above. The Certificate Principal Balance hereof will be reduced
to
the extent of distributions allocable to principal and any
Realized
Losses allocable hereto. Notwithstanding the reduction of the
Certificate Principal Balance hereof to zero, this Certificate
will
remain outstanding under the Agreement and the Holder hereof may
have additional obligations with respect to this Certificate,
including tax liabilities, and may be entitled to certain
additional
distributions hereon, in accordance with the terms and provisions
of
the Agreement.
This Certificate is one of a duly authorized issue of
Certificates issued in several Classes designated as Mortgage
Pass-
Through Certificates of the Series specified hereon (herein
collectively called the "Certificates").
The Certificates are limited in right of payment to
certain collections and recoveries respecting the Mortgage Loans,
all as more specifically set forth herein and in the Agreement.
In
the event Master Servicer funds are advanced with respect to any
Mortgage Loan, such advance is reimbursable to the Master
Servicer,
to the extent provided in the Agreement, from related recoveries
on
such Mortgage Loan or from other cash that would have been
distributable to Certificateholders.
As provided in the Agreement, withdrawals from the
Custodial Account and/or the Certificate Account created for the
benefit of Certificateholders may be made by the Master Servicer
from time to time for purposes other than distributions to
Certificateholders, such purposes including without limitation
reimbursement to the Company and the Master Servicer of advances
made, or certain expenses incurred, by either of them.
The Agreement permits, with certain exceptions therein
provided, the amendment of the Agreement and the modification of
the
rights and obligations of the Company, the Master Servicer and
the
Trustee and the rights of the Certificateholders under the
Agreement
at any time by the Company, the Master Servicer and the Trustee
with
the consent of the Holders of Certificates evidencing in the
aggregate not less than 66% of the Percentage Interests of each
Class of Certificates affected thereby. Any such consent by the
Holder of this Certificate shall be conclusive and binding on
such
Holder and upon all future holders of this Certificate and of any
Certificate issued upon the transfer hereof or in exchange
herefor
or in lieu hereof whether or not notation of such consent is made
upon the Certificate. The Agreement also permits the amendment
thereof in certain circumstances without the consent of the
Holders
of any of the Certificates and, in certain additional
circumstances,
without the consent of the Holders of certain Classes of
Certificates.
As provided in the Agreement and subject to certain
limitations therein set forth, the transfer of this Certificate
is
registrable in the Certificate Register upon surrender of this
Certificate for registration of transfer at the offices or
agencies
appointed by the Trustee in the City and State of New York, duly
endorsed by, or accompanied by an assignment in the form below or
other written instrument of transfer in form satisfactory to the
Trustee and the Certificate Registrar duly executed by the Holder
hereof or such Holder's attorney duly authorized in writing, and
thereupon one or more new Certificates of authorized
denominations
evidencing the same Class and aggregate Percentage Interest will
be
issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons in Classes and in denominations
specified in the Agreement. As provided in the Agreement and
subject to certain limitations therein set forth, Certificates
are
exchangeable for new Certificates of authorized denominations
evidencing the same Class and aggregate Percentage Interest, as
requested by the Holder surrendering the same.
No service charge will be made for any such registration
of transfer or exchange, but the Trustee may require payment of a
sum sufficient to cover any tax or other governmental charge
payable
in connection therewith.
The Company, the Master Servicer, the Trustee and the
Certificate Registrar and any agent of the Company, the Master
Servicer, the Trustee or the Certificate Registrar may treat the
Person in whose name this Certificate is registered as the owner
hereof for all purposes, and neither the Company, the Master
Servicer, the Trustee nor any such agent shall be affected by
notice
to the contrary.
This Certificate shall be governed by and construed in
accordance with the laws of the State of New York.
The obligations created by the Agreement in respect of
the Certificates and the Trust Fund created thereby shall
terminate
upon the payment to Certificateholders of all amounts held by or
on
behalf of the Trustee and required to be paid to them pursuant to
the Agreement following the earlier of (i) the maturity or other
liquidation of the last Mortgage Loan subject thereto or the
disposition of all property acquired upon foreclosure or deed in
lieu of foreclosure of any Mortgage Loan and (ii) the purchase by
the Master Servicer or the Company from the Trust Fund of all
remaining Mortgage Loans and all property acquired in respect of
such Mortgage Loans, thereby effecting early retirement of the
Certificates. The Agreement permits, but does not require, the
Master Servicer or the Company to (i) purchase at a price
determined
as provided in the Agreement all remaining Mortgage Loans and all
property acquired in respect of any Mortgage Loan or (ii)
purchase
in whole, but not in part, all of the Certificates from the
Holders
thereof; provided, that any such option may only be exercised if
the
Pool Stated Principal Balance of the Mortgage Loans as of the
Distribution Date upon which the proceeds of any such purchase
are
distributed is less than ten percent of the Cut-off Date
Principal
Balance of the Mortgage Loans.
Reference is hereby made to the further provisions of
this Certificate set forth on the reverse hereof, which further
provisions shall for all purpose have the same effect as if set
forth at this place.
Unless the certificate of authentication hereon has been
executed by the Certificate Registrar, by manual signature, this
Certificate shall not be entitled to any benefit under the
Agreement
or be valid for any purpose.
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed.
Dated: ______, 199_ THE FIRST NATIONAL BANK OF CHICAGO,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class R Certificates referred to in
the within-mentioned Agreement.
THE FIRST NATIONAL BANK OF CHICAGO,
as Certificate Registrar
By:
Authorized Signatory
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s), assign(s)
and transfer(s) unto
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
_________________________________________________________________
_
_______________
(Please print or typewrite name, address including postal zip
code, and Taxpayer
Identification Number of assignee)
a Percentage Interest equal to ____% evidenced by the within
Mortgage Pass-Through Certificate and hereby authorize(s) the
registration of transfer of such interest to assignee on the
Certificate Register of the Trust Fund.
I (we) further direct the Certificate Registrar to issue a
new
Certificate of a like Percentage Interest and Class to the above
named assignee and deliver such Certificate to the following
address:
______________________________________________________________
_________________________________________________________________
_
____________.
Dated:
_______________________________________
Signature by or on behalf of assignor
_______________________________________
Signature Guaranteed
DISTRIBUTION INSTRUCTIONS
The assignee should include the following for purposes of
distribution:
Distributions shall be made, by wire transfer or otherwise,
in
immediately available funds to
_________________________________________________________________
_
____________
_________________________________________________________________
_
_______________ for the account of
______________________________________________________________
account number ________________, or, if mailed by check, to
____________________
__________________________________________________. Applicable
statements should be mailed to
_____________________________________. This information is
provided
by ___________________________________________________, the
assignee
named above, or _____________________________, as its agent.
EXHIBIT D
CUSTODIAL AGREEMENT
THIS CUSTODIAL AGREEMENT (as amended and supplemented
from time to time, the "Agreement"), dated as of August 1, 1995,
by
and among THE FIRST NATIONAL BANK OF CHICAGO, as Trustee
(including
its successors under the Pooling Agreement defined below, the
"Trustee"), RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC.
(together with any successor in interest, the "Company"),
RESIDENTIAL FUNDING CORPORATION, as master servicer (together
with
any successor in interest or successor under the Pooling
Agreement
referred to below, the "Master Servicer"), and NORWEST BANK
MINNESOTA, NATIONAL ASSOCIATION (together with any successor in
interest or any successor appointed hereunder, the "Custodian").
W I T N E S S E T H T H A T :
WHEREAS, the Company, the Master Servicer, and the
Trustee have entered into a Pooling and Servicing Agreement dated
as
of August 1, 1995, relating to the issuance of Residential
Funding
Mortgage Securities I, Inc., Mortgage Pass-Through Certificates,
Series 1995-S13 (as in effect on the date of this agreement, the
"Original Pooling Agreement," and as amended and supplemented
from
time to time, the "Pooling Agreement"); and
WHEREAS, the Custodian has agreed to act as agent for
the Trustee for the purposes of receiving and holding certain
documents and other instruments delivered by the Company and the
Master Servicer under the Pooling Agreement, all upon the terms
and
conditions and subject to the limitations hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and the
mutual covenants and agreements hereinafter set forth, the
Trustee,
the Company, the Master Servicer and the Custodian hereby agree
as
follows:
ARTICLE I
Definitions
Capitalized terms used in this Agreement and not defined
herein shall have the meanings assigned in the Original Pooling
Agreement, unless otherwise required by the context herein.
ARTICLE II
Custody of Mortgage Documents
Section 2.1. Custodian to Act as Agent; Acceptance of
Mortgage Files. The Custodian, as the duly appointed agent of
the
Trustee for these purposes, acknowledges receipt of the Mortgage
Files relating to the Mortgage Loans identified on the schedule
attached hereto (the "Mortgage Files") and declares that it holds
and will hold the Mortgage Files as agent for the Trustee, in
trust,
for the use and benefit of all present and future
Certificateholders.
Section 2.2. Recordation of Assignments. If any
Mortgage File includes one or more assignments to the Trustee of
Mortgage Notes and related Mortgages that have not been recorded,
each such assignment shall be delivered by the Custodian to the
Company for the purpose of recording it in the appropriate public
office for real property records, and the Company, at no expense
to
the Custodian, shall promptly cause to be recorded in the
appropriate public office for real property records each such
assignment and, upon receipt thereof from such public office,
shall
return each such assignment to the Custodian.
Section 2.3. Review of Mortgage Files.
(a) On or prior to the Closing Date, the Custodian shall
deliver to the Trustee an Initial Certification in the form
annexed
hereto as Exhibit One evidencing receipt of a Mortgage File for
each
Mortgage Loan listed on the Schedule attached hereto (the
"Mortgage
Loan Schedule").
(b) Within 45 days of the initial issuance of the
Certificates, the Custodian agrees, for the benefit of
Certificateholders, to review, in accordance with the provisions
of
Section 2.02 of the Pooling Agreement, each Mortgage File, and
shall
deliver to the Trustee an Interim Certification in the form
annexed
hereto as Exhibit Two to the effect that all documents required
to
be delivered pursuant to Section 2.01(b) of the Pooling Agreement
have been executed and received and that such documents relate to
the Mortgage Loans identified on the Mortgage Loan Schedule,
except
for any exceptions listed on Schedule A attached to such Interim
Certification. Within 45 days of receipt of the documents
required
to be delivered pursuant to Section 2.01(c) of the Pooling
Agreement, the Custodian agrees, for the benefit of
Certificateholders, to review, in accordance with the provisions
of
Section 2.02 of the Pooling Agreement, each such document, and
shall
deliver to the Trustee either (i) an Interim Certification in the
form attached hereto as Exhibit Two to the effect that all such
documents relate to the Mortgage Loans identified on the Mortgage
Loan Schedule, except for any exceptions listed on Schedule A
attached to such Interim Certification or (ii) a Final
Certification
as set forth in subsection (c) below. The Custodian shall be
under
no duty or obligation to inspect, review or examine said
documents,
instruments, certificates or other papers to determine that the
same
are genuine, enforceable, or appropriate for the represented
purpose
or that they have actually been recorded or that they are other
than
what they purport to be on their face. If in performing the
review
required by this Section 2.3 the Custodian finds any document or
documents constituting a part of a Mortgage File to be defective
in
any material respect, the Custodian shall promptly so notify the
Company, the Master Servicer and the Trustee. Upon receipt of
written notification from the Master Servicer, signed by a
Servicing
Officer, that the Master Servicer or a Subservicer, as the case
may
be, has made a deposit into the Certificate Account in payment
for
the purchase of the related Mortgage Loan in an amount equal to
the
Purchase Price for such Mortgage Loan, the Custodian shall
release
to the Master Servicer the related Mortgage File.
(c) Upon receipt of all documents required to be in the
Mortgage Files the Custodian shall deliver to the Trustee a Final
Certification in the form annexed hereto as Exhibit Three
evidencing
the completeness of the Mortgage Files.
Upon receipt of written request from the Trustee, the
Custodian shall as soon as practicable supply the Trustee with a
list of all of the documents relating to the Mortgage Loans then
contained in the Mortgage Files.
Section 2.4. Notification of Breaches of
Representations and Warranties. Upon discovery by the Custodian
of
a breach of any representation or warranty made by the Master
Servicer or the Company as set forth in the Pooling Agreement or
by
a Seller in a Seller's Agreement or by Residential Funding or the
Company in the Assignment Agreement with respect to a Mortgage
Loan
relating to a Mortgage File, the Custodian shall give prompt
written
notice to the Company, the Master Servicer and the Trustee.
Section 2.5. Custodian to Cooperate; Release of
Mortgage Files. Upon the repurchase or substitution of any
Mortgage
Loan pursuant to Article II of the Pooling Agreement or payment
in
full of any Mortgage Loan, or the receipt by the Master Servicer
of
a notification that payment in full will be escrowed in a manner
customary for such purposes, the Master Servicer shall
immediately
notify the Custodian by a certification (which certification
shall
include a statement to the effect that all amounts received or to
be
received in connection with such payment which are required to be
deposited in the Custodial Account pursuant to Section 3.07 of
the
Pooling Agreement have been or will be so deposited) of a
Servicing
Officer and shall request delivery to it of the Mortgage File.
The
Custodian agrees, upon receipt of such certification and request,
promptly to release to the Master Servicer the related Mortgage
File. The Master Servicer shall deliver to the Custodian and the
Custodian agrees to accept the Mortgage Note and other documents
constituting the Mortgage File with respect to any Qualified
Substitute Mortgage Loan.
From time to time as is appropriate for the servicing or
foreclosures of any Mortgage Loan, including, for this purpose,
collection under any Primary Insurance Policy or any Mortgage
Pool
Insurance Policy, the Master Servicer shall deliver to the
Custodian
a certificate of a Servicing Officer requesting that possession
of
all, or any document constituting part, of the Mortgage File be
released to the Master Servicer and certifying as to the reason
for
such release and that such release will not invalidate any
insurance
coverage provided in respect of the Mortgage Loan under any of
the
Required Insurance Policies. With such certificate, the Master
Servicer shall deliver to the Custodian a trust receipt signed by
a
Servicing Officer on behalf of the Master Servicer, and upon
receipt
of the foregoing, the Custodian shall deliver the Mortgage File
or
such document to the Master Servicer. The Master Servicer shall
cause each Mortgage File or any document therein so released to
be
returned to the Custodian when the need therefor by the Master
Servicer no longer exists, unless (i) the Mortgage Loan has been
liquidated and the Liquidation Proceeds relating to the Mortgage
Loan have been deposited in the Custodial Account or (ii) the
Mortgage File or such document has been delivered to an attorney,
or
to a public trustee or other public official as required by law,
for
purposes of initiating or pursuing legal action or other
proceedings
for the foreclosure of the Mortgaged Property either judicially
or
non-judicially, and the Master Servicer has delivered to the
Custodian a certificate of a Servicing Officer certifying as to
the
name and address of the Person to which such Mortgage File or
such
document was delivered and the purpose or purposes of such
delivery.
In the event of the liquidation of a Mortgage Loan, the Custodian
shall deliver the Trust Receipt with respect thereto to the
Master
Servicer upon deposit of the related Liquidation Proceeds in the
Custodial Account as provided in the Pooling Agreement.
Section 2.6. Assumption Agreements. In the event that
any assumption agreement or substitution of liability agreement
is
entered into with respect to any Mortgage Loan subject to this
Agreement in accordance with the terms and provisions of the
Pooling
Agreement, the Master Servicer shall notify the Custodian that
such
assumption or substitution agreement has been completed by
forwarding to the Custodian the original of such assumption or
substitution agreement, which shall be added to the related
Mortgage
File and, for all purposes, shall be considered a part of such
Mortgage File to the same extent as all other documents and
instruments constituting parts thereof.
ARTICLE III
Concerning the Custodian
Section 3.1. Custodian a Bailee and Agent of the
Trustee. With respect to each Mortgage Note, Mortgage and other
documents constituting each Mortgage File which are delivered to
the
Custodian, the Custodian is exclusively the bailee and agent of
the
Trustee and has no instructions to hold any Mortgage Note or
Mortgage for the benefit of any person other than the Trustee,
holds
such documents for the benefit of Certificateholders and
undertakes
to perform such duties and only such duties as are specifically
set
forth in this Agreement. Except upon compliance with the
provisions
of Section 2.5 of this Agreement, no Mortgage Note, Mortgage or
other document constituting a part of a Mortgage File shall be
delivered by the Custodian to the Company or the Master Servicer
or
otherwise released from the possession of the Custodian.
Section 3.2. Indemnification. The Company hereby
agrees to indemnify and hold the Custodian harmless from and
against
all claims, liabilities, losses, actions, suits or proceedings at
law or in equity, or any other expenses, fees or charges of any
character or nature, which the Custodian may incur or with which
the
Custodian may be threatened by reason of its acting as custodian
under this Agreement, including indemnification of the Custodian
against any and all expenses, including attorney's fees if
counsel
for the Custodian has been approved by the Company, and the cost
of
defending any action, suit or proceedings or resisting any claim.
Notwithstanding the foregoing, it is specifically understood and
agreed that in the event any such claim, liability, loss, action,
suit or proceeding or other expense, fee or charge shall have
been
caused by reason of any negligent act, negligent failure to act
or
willful misconduct on the part of the Custodian, or which shall
constitute a willful breach of its duties hereunder, the
indemnification provisions of this Agreement shall not apply.
Section 3.3. Custodian May Own Certificates. The
Custodian in its individual or any other capacity may become the
owner or pledgee of Certificates with the same rights it would
have
if it were not Custodian.
Section 3.4. Master Servicer to Pay Custodian's Fees
and Expenses. The Master Servicer covenants and agrees to pay to
the Custodian from time to time, and the Custodian shall be
entitled
to, reasonable compensation for all services rendered by it in
the
exercise and performance of any of the powers and duties
hereunder
of the Custodian, and the Master Servicer will pay or reimburse
the
Custodian upon its request for all reasonable expenses,
disbursements and advances incurred or made by the Custodian in
accordance with any of the provisions of this Agreement
(including
the reasonable compensation and the expenses and disbursements of
its counsel and of all persons not regularly in its employ),
except
any such expense, disbursement or advance as may arise from its
negligence or bad faith.
Section 3.5. Custodian May Resign; Trustee May Remove
Custodian. The Custodian may resign from the obligations and
duties
hereby imposed upon it as such obligations and duties relate to
its
acting as Custodian of the Mortgage Loans. Upon receiving such
notice of resignation, the Trustee shall either take custody of
the
Mortgage Files itself and give prompt notice thereof to the
Company,
the Master Servicer and the Custodian, or promptly appoint a
successor Custodian by written instrument, in duplicate, one copy
of
which instrument shall be delivered to the resigning Custodian
and
one copy to the successor Custodian. If the Trustee shall not
have
taken custody of the Mortgage Files and no successor Custodian
shall
have been so appointed and have accepted appointment within 30
days
after the giving of such notice of resignation, the resigning
Custodian may petition any court of competent jurisdiction for
the
appointment of a successor Custodian.
The Trustee may remove the Custodian at any time. In
such event, the Trustee shall appoint, or petition a court of
competent jurisdiction to appoint, a successor Custodian
hereunder.
Any successor Custodian shall be a depository institution subject
to
supervision or examination by federal or state authority and
shall
be able to satisfy the other requirements contained in Section
3.7
and shall be unaffiliated with the Master Servicer or the
Company.
Any resignation or removal of the Custodian and
appointment of a successor Custodian pursuant to any of the
provisions of this Section 3.5 shall become effective upon
acceptance of appointment by the successor Custodian. The
Trustee
shall give prompt notice to the Company and the Master Servicer
of
the appointment of any successor Custodian. No successor
Custodian
shall be appointed by the Trustee without the prior approval of
the
Company and the Master Servicer.
Section 3.6. Merger or Consolidation of Custodian. Any
Person into which the Custodian may be merged or converted or
with
which it may be consolidated, or any Person resulting from any
merger, conversion or consolidation to which the Custodian shall
be
a party, or any Person succeeding to the business of the
Custodian,
shall be the successor of the Custodian hereunder, without the
execution or filing of any paper or any further act on the part
of
any of the parties hereto, anything herein to the contrary
notwithstanding.
Section 3.7. Representations of the Custodian. The
Custodian hereby represents that it is a depository institution
subject to supervision or examination by a federal or state
authority, has a combined capital and surplus of at least
$10,000,000 and is qualified to do business in the jurisdictions
in
which it will hold any Mortgage File.
ARTICLE IV
Miscellaneous Provisions
Section 4.1. Notices. All notices, requests, consents
and demands and other communications required under this
Agreement
or pursuant to any other instrument or document delivered
hereunder
shall be in writing and, unless otherwise specifically provided,
may
be delivered personally, by telegram or telex, or by registered
or
certified mail, postage prepaid, return receipt requested, at the
addresses specified on the signature page hereof (unless changed
by
the particular party whose address is stated herein by similar
notice in writing), in which case the notice will be deemed
delivered when received.
Section 4.2. Amendments. No modification or amendment
of or supplement to this Agreement shall be valid or effective
unless the same is in writing and signed by all parties hereto,
and
neither the Company, the Master Servicer nor the Trustee shall
enter
into any amendment hereof except as permitted by the Pooling
Agreement. The Trustee shall give prompt notice to the Custodian
of
any amendment or supplement to the Pooling Agreement and furnish
the
Custodian with written copies thereof.
Section 4.3. Governing Law. This Agreement shall be
deemed a contract made under the laws of the State of New York
and
shall be construed and enforced in accordance with and governed
by
the laws of the State of New York.
Section 4.4. Recordation of Agreement. To the extent
permitted by applicable law, this Agreement is subject to
recordation in all appropriate public offices for real property
records in all the counties or other comparable jurisdictions in
which any or all of the properties subject to the Mortgages are
situated, and in any other appropriate public recording office or
elsewhere, such recordation to be effected by the Master Servicer
and at its expense on direction by the Trustee (pursuant to the
request of holders of Certificates evidencing undivided interests
in
the aggregate of not less than 25% of the Trust Fund, but only
upon
direction accompanied by an Opinion of Counsel reasonably
satisfactory to the Master Servicer to the effect that the
failure
to effect such recordation is likely to materially and adversely
affect the interests of the Certificateholders.
For the purpose of facilitating the recordation of this
Agreement as herein provided and for other purposes, this
Agreement
may be executed simultaneously in any number of counterparts,
each
of which counterparts shall be deemed to be an original, and such
counterparts shall constitute but one and the same instrument.
Section 4.5. Severability of Provisions. If any one or
more of the covenants, agreements, provisions or terms of this
Agreement shall be for any reason whatsoever held invalid, then
such
covenants, agreements, provisions or terms shall be deemed
severable
from the remaining covenants, agreements, provisions or terms of
this Agreement and shall in no way affect the validity or
enforceability of the other provisions of this Agreement or of
the
Certificates or the rights of the holders thereof.
IN WITNESS WHEREOF, this Agreement is executed as of the
date first above written.
Address: THE FIRST NATIONAL BANK OF
CHICAGO, as Trustee
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding
Corporation
Series 1995-S13
By:
Name:
Title: Vice President
Address: RESIDENTIAL FUNDING
MORTGAGE
SECURITIES I, INC.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
By:
Name: Jill M. Davis
Title: Vice President
Address: RESIDENTIAL FUNDING
CORPORATION, as Master
Servicer
8400 Normandale Lake Boulevard
Suite 700
Minneapolis, Minnesota 55437
By:
Name: Diane Wold
Title: Vice President
Address: NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
401 Second Avenue South
Minneapolis, Minnesota 55479
By:
Name: Kathleen Marshall
Title: Trust Officer
STATE OF )
) ss.:
COUNTY OF )
On the ____ day of August, 1995, before me, a notary
public in and for said State, personally appeared
_______________________, known to me to be a ______________ of
The
First National Bank of Chicago, the national banking association
that executed the within instrument, and also known to me to be
the
person who executed it on behalf of said association and
acknowledged to me that such association executed the within
instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[SEAL]
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the ____ day of August, 1995, before me, a notary
public in and for said State, personally appeared Kathleen
Marshall,
known to me to be a Trust Officer of Norwest Bank Minnesota,
National Association, a national banking association that
executed
the within instrument, and also known to me to be the person who
executed it on behalf of said national banking association, and
acknowledged to me that such national banking association
executed
the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[SEAL]
STATE OF )
) ss.:
COUNTY OF )
On the ____ day of August, 1995, before me, a notary
public in and for said State, personally appeared Robert S.
Conway,
known to me to be a Vice President of Residential Funding
Mortgage
Securities I, Inc., one of the corporations that executed the
within
instrument, and also known to me to be the person who executed it
on
behalf of said corporation, and acknowledged to me that such
corporation executed the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[Notarial Seal]
STATE OF )
) ss.:
COUNTY OF )
On the ____ day of August, 1995, me, a notary public in
and for said State, personally appeared Jill M. Davis, known to
me
to be a Vice President of Residential Funding Corporation, one of
the corporations that executed the within instrument, and also
known
to me to be the person who executed it on behalf of said
corporation, and acknowledged to me that such corporation
executed
the within instrument.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal the day and year in this certificate
first
above written.
Notary Public
[Notarial Seal]
EXHIBIT ONE
FORM OF CUSTODIAN
INITIAL CERTIFICATION
___________________, 1995
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Custodial Agreement dated as of August 1,
1995, by and among The First National Bank
of Chicago, Residential Funding Mortgage
Securities I, Inc., Residential Funding
Corporation and Norwest Bank Minnesota,
National Association, Mortgage Pass-Through
Certificates, Series 1995-S13
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned
Custodial Agreement, and subject to Section 2.02 of the Pooling
Agreement, the undersigned, as Custodian, hereby certifies that
it
has received a Mortgage File (which contains an original Mortgage
Note) to the extent required in Section 2.01(b) of the Pooling
Agreement with respect to each Mortgage Loan listed in the
Mortgage
Loan Schedule.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the above-captioned
Custodial Agreement.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
By:
Name:
Title:
EXHIBIT TWO
FORM OF CUSTODIAN INTERIM CERTIFICATION
________________ ____, 199_
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Custodial Agreement dated as of August 1,
1995, by and among The First National Bank
of Chicago, Residential Funding Mortgage
Securities I, Inc., Residential Funding
Corporation and Norwest Bank Minnesota,
National Association, Mortgage Pass-Through
Certificates, Series 1995-S13
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned
Custodial Agreement, the undersigned, as Custodian, hereby
certifies
that it has received a Mortgage File to the extent required
pursuant
to Section 2.01(b) of the Pooling Agreement with respect to each
Mortgage Loan listed in the Mortgage Loan Schedule, and it has
reviewed the Mortgage File and the Mortgage Loan Schedule and has
determined that: all required documents have been executed and
received and that such documents related to the Mortgage Loans
identified on the Mortgage Loan Schedule, with any exceptions
listed
on Schedule A attached hereto.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the above-captioned
Custodial Agreement.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
By:
Name:
Title:
EXHIBIT THREE
FORM OF CUSTODIAN FINAL CERTIFICATION
_____________ ___, 199_
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Custodial Agreement dated as of August 1,
1995, by and among The First National Bank
of Chicago, Residential Funding Mortgage
Securities I, Inc., Residential Funding
Corporation and Norwest Bank Minnesota,
National Association, Mortgage Pass-Through
Certificates, Series 1995-S13
Ladies and Gentlemen:
In accordance with Section 2.3 of the above-captioned
Custodial Agreement, the undersigned, as Custodian, hereby
certifies
that it has received a Mortgage File with respect to each
Mortgage
Loan listed in the Mortgage Loan Schedule it has received:
(i) The original Mortgage Note, endorsed without
recourse to the order of the Trustee and showing an unbroken
chain of endorsements from the originator thereof to the
Person endorsing it to the Trustee or an original lost note
affidavit from the related Seller or Residential Funding
stating that the original Mortgage Note was lost, misplaced
or
destroyed, together with a copy of the related Mortgage Note;
(ii) The original Mortgage with evidence of
recording indicated thereon or a copy of the Mortgage
certified by the public recording office in which such
mortgage has been recorded;
(iii) An original Assignment of the Mortgage to
the Trustee with evidence of recording indicated thereon or a
copy of such assignment certified by the public recording
office in which such assignment has been recorded;
(iv) The original recorded assignment or
assignments of the Mortgage showing an unbroken chain of
title
from the originator thereof to the Person assigning it to the
Trustee or a copy of such assignment or assignments of the
Mortgage certified by the public recording office in which
such assignment or assignments have been recorded;
(v) The original of each modification,
assumption agreement or preferred loan agreement, if any,
relating to such Mortgage Loan or a copy of each
modification,
assumption agreement or preferred loan agreement certified by
the public recording office in which such document has been
recorded;
(vi) The certificate of mortgage insurance, if
any, or a true and correct copy thereof; and
(vii) The original power of attorney granted by
the Mortgagor in the event that the related Mortgage Note or
Mortgage was not signed by such Mortgagor, or a true and
correct copy thereof.
Capitalized words and phrases used herein shall have the
respective meanings assigned to them in the
above-captioned Custodial Agreement.
NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
By:
Name:
Title:
EXHIBIT E
MORTGAGE LOAN SCHEDULE
RUN ON : 08/14/95 RFC DISCLOSURE SYSTEM
RFFSD175-01
AT : 17.34.07 NONFIXED RATE LOAN LISTING
AMORTIZED BALANCE
SERIES : RFMSI I 1995-S13
CUTOFF : 08/01/95
POOL : 0004177
:
:
POOL STATUS: F
RFC LOAN # ORIG RATE ORIGINAL BAL
MAX NEG AM
MORTGAGOR NAME CURR RATE PRINCIPAL BAL
LN FEATURE
ADDRESS CURR NET ORIGINAL P+I
# OF UNITS
ADDRESS LINE 2 NOTE CEILING CURRENT P+I
LTV
CITY STATE ZIP NET CEILING NOTE DATE
VALUE
SERVICER LOAN # NOTE FLOOR 1ST PMT DT
MI CO CODE
SELLER LOAN # NET FLOOR MATURITY DT
MI CVG
INVSTR LOAN # GROSS MARGIN 1ST INTCHGDT
NXT INTCHGDT
S/S CODE NET MARGIN 1ST PMTCHGDT
NXT PMTCHGDT
INT CHG PRIOR DAYS 1ST YR FLR PMT CAP INCR
PMT CAP DECR
PMT TYPE 1ST YR CEIL INT FREQ MOS
PMT FREQ MOS
ORIG TERM ADJ INDEX PERIOD INCR
PERIOD DECR
NOTE LF INCR RND NOTE TYPE RND NOTE METH
RND NOTE FCTR
NET LF INCR RND NET TYPE RND NET METH
RND NET FCTR
NOTE LF DECR LOAN PURP CNVRT CODE
FROM WINDOW
NET LF DECR PROP TYPE CNVT INDEX
TO WINDOW
OCCP CODE CNVT MARGIN
_________________________________________________________________
_____________
1346478 7.0000 360,000.00
100
KORN SHELDON 9.5000 347,424.10
ZZ
5593 ROYAL WOOD DRIVE 9.1250 2,395.09
1
13.0000 2,988.18
80
WEST BLOOMFIEL MI 48335 12.6250 04/28/92
450,000.00
1296957 .0000 06/01/92
00
1296957 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/93
.0000 05 D
05/01/97
O 1.0000
1346485 8.5000 544,500.00
100
STRATTON PETER 9.5000 388,971.98
ZZ
16 WEST LANE 9.1250 4,186.73
1
14.5000 3,359.60
75
DEARBORN MI 48124 14.1250 10/21/91
726,000.00
1324853 .0000 12/01/91
00
1324853 .0000 11/01/21
0
0 .5000 06/01/92
09/01/95
1
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
12/01/92
.0000 05 D
11/01/96
O 1.0000
1346489 7.0000 60,000.00
100
BALUHA ANDREW 9.5000 57,758.55
ZZ
7068 LAKEWOOD DRIVE 9.1250 399.18
1
13.0000 497.46
60
OSCODA MI 48750 12.6250 02/03/92
100,000.00
1339354 .0000 04/01/92
00
1339354 .0000 03/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/93
.0000 05 E
03/01/97
O .6250
1346498 6.5000 169,500.00
100
PIEKARSKI THOMAS 9.5000 163,543.92
ZZ
65 TELLIER WAY 9.1250 1,071.36
1
12.5000 1,400.14
75
DRACUT MA 01826 12.1250 11/19/92
226,000.00
1739433 .0000 01/01/93
00
1739433 .0000 12/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/94
.0000 05 E
12/01/97
O .6250
1346503 6.5000 175,000.00
100
RIEPE FRANK 9.5000 170,421.72
ZZ
29 KING PHILIP ROAD 9.1250 1,106.12
1
12.5000 1,457.52
75
SUDBURY MA 01776 12.1250 01/25/93
235,000.00
1
1815903 .0000 03/01/93
00
1815903 .0000 02/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
03/01/94
.0000 05 E
02/01/98
O .6250
1346506 6.5000 107,700.00
100
HARRISON RICK 9.5000 104,381.99
ZZ
2211 WOODLAND SPRING DRIVE 9.1250 680.74
1
12.5000 895.56
79
HOUSTON TX 77077 12.1250 09/17/92
137,000.00
1851209 .0000 11/01/92
00
1851209 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
11/01/93
.0000 05 E
10/01/97
O .6250
1346507 6.5000 375,800.00
100
HEAP THOMAS 9.5000 365,217.96
ZZ
6054 RIVERVIEW WAY 9.1250 2,375.31
1
12.5000 3,126.71
80
HOUSTON TX 77057 12.1250 11/13/92
470,200.00
1852019 .0000 01/01/93
00
1852019 .0000 12/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/94
.0000 03 D
12/01/97
O 1.0000
1346511 6.3750 259,300.00
100
VARANAUSKI JOSEPH 9.5000 252,046.61
ZZ
1
13155 FOX LANE 9.1250 1,617.69
1
12.3750 2,157.83
62
LEMONT IL 60439 12.0000 11/20/92
425,000.00
1869485 .0000 01/01/93
00
1869485 .0000 12/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/94
.0000 05 D
12/01/97
O 1.0000
1346522 6.5000 131,200.00
100
SIDES ROBERT 9.5000 127,824.51
ZZ
5221 YOAKUM BOULEVARD 9.1250 829.27
1
12.5000 1,092.94
75
HOUSTON TX 77006 12.1250 01/20/93
175,000.00
1879791 .0000 03/01/93
00
1879791 .0000 02/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
03/01/94
.0000 05 E
02/01/98
O .6250
1346531 6.5000 92,250.00
100
CAMPBELL CHARLES 9.5000 89,689.42
ZZ
1120 GROVEWOOD LANE 9.1250 583.08
1
12.5000 766.79
75
HOUSTON TX 77008 12.1250 02/26/93
123,000.00
1880713 .0000 04/01/93
00
1880713 .0000 03/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/94
.0000 05 E
03/01/98
O .6250
1
1346538 6.5000 108,800.00
100
CORTRIGHT RICHARD 9.5000 106,320.11
ZZ
4516 PARK COURT 9.1250 687.69
1
12.5000 907.37
80
BELLAIRE TX 77401 12.1250 04/08/93
136,000.00
1882147 .0000 06/01/93
00
1882147 .0000 05/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/94
.0000 05 E
05/01/98
O .6250
1346546 10.0000 300,000.00
100
EIDSON MARK 9.5000 246,911.43
ZZ
3001 OLD DENNIS ROAD 9.1250 2,632.71
1
16.0000 2,166.26
69
WEATHERFORD TX 76087 15.6250 12/21/90
435,000.00
2037807 .0000 02/01/91
00
2037807 .0000 01/01/21
0
0 .5000 03/01/91
09/01/95
768/906 .1250 04/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
03/01/92
.0000 05 L
02/01/95
O .6250
1346554 9.0000 152,000.00
100
CARPENTER NANCY 9.5000 143,962.75
ZZ
6725 DUFFIELD COURT 9.1250 1,223.03
1
15.0000 1,243.42
80
DALLAS TX 75248 14.6250 10/10/91
190,000.00
2046075 .0000 12/01/91
00
2046075 .0000 11/01/21
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 01
12/01/92
.0000 05 E
11/01/96
O .6250
1346556 8.5000 270,600.00
100
KEANE KEVIN 9.5000 253,719.71
ZZ
4207 E PARKER ROAD 9.1250 2,080.68
1
14.5000 2,191.41
78
PARKER TX 75002 14.1250 10/21/91
350,000.00
2046202 .0000 12/01/91
00
2046202 .0000 11/01/21
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
12/01/92
.0000 05 D
11/01/96
O 1.0000
1346557 8.0000 101,250.00
100
MIRABITO ROBERT 9.5000 90,438.06
ZZ
4013 HALIFAX DRIVE 9.1250 742.94
1
14.0000 780.01
67
PLANO TX 75023 13.6250 12/10/91
152,500.00
2046253 .0000 02/01/92
00
2046253 .0000 01/01/22
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
02/01/93
.0000 05 E
01/01/97
O .6250
1346560 8.5000 525,000.00
100
CODY JOHNNY 9.5000 439,161.49
ZZ
500 SHADY GLEN 9.1250 4,036.80
1
14.5000 4,308.24
68
ENNIS TX 75119 14.1250 11/08/91
780,000.00
2046571 .0000 01/01/92
00
2046571 .0000 12/01/21
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
01/01/93
.0000 05 D
12/01/96
O 1.0000
1346562 8.5000 113,800.00
100
LINDSLEY SHIRLEY 9.5000 109,289.18
ZZ
3030 MCKINNEY AVENUE #2106 9.1250 875.02
1
14.5000 943.95
50
DALLAS TX 75204 14.1250 10/17/91
227,650.00
2046733 .0000 12/01/91
00
2046733 .0000 11/01/21
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/92
.0000 01 E
11/01/96
O .6250
1346568 8.0000 170,400.00
100
DRECHSLER BRUCE 9.5000 163,879.20
ZZ
1604 BELLECHASE DRIVE 9.1250 1,250.33
1
14.0000 1,413.43
80
ROANOKE TX 76262 13.6250 12/04/91
213,000.00
2047683 .0000 02/01/92
00
2047683 .0000 01/01/22
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
02/01/93
.0000 05 E
01/01/97
O .6250
1346595 6.7500 168,000.00
100
RUTLEDGE JOHN 9.5000 128,796.53
ZZ
6311 EAST UNIVERSITY BOULEVAR 9.1250 1,089.64
1
12.7500 1,107.77
71
DALLAS TX 75214 12.3750 04/17/92
237,000.00
2063051 .0000 06/01/92
00
2063051 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
1
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 E
05/01/97
O .6250
1346598 7.0000 175,500.00
100
REED PHILIP 9.5000 169,348.17
ZZ
1514 ABRAMS RD 9.1250 1,167.61
1
13.0000 1,456.56
80
DALLAS TX 75214 12.6250 04/29/92
220,000.00
2063255 .0000 06/01/92
00
2063255 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 E
05/01/97
O .6250
1346645 6.5000 271,900.00
100
SPROUSE STEPHEN 9.5000 263,344.56
ZZ
5203 AMBERGATE LANE 9.1250 1,718.59
1
12.5000 2,259.90
80
DALLAS TX 75287 12.1250 09/01/92
339,900.00
2066068 .0000 10/01/92
00
2066068 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/93
.0000 03 D
09/01/97
O 1.0000
1346675 6.5000 232,300.00
100
BROWN CAROLYN 9.5000 226,294.78
ZZ
7200 BELLE MEADE DRIVE 9.1250 1,468.29
1
12.5000 1,933.68
71
COLLEYVILLE TX 76034 12.1250 02/04/93
330,000.00
1
2068346 .0000 04/01/93
00
2068346 .0000 03/01/23
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
04/01/94
.0000 03 D
03/01/98
O 1.0000
1346678 6.5000 90,300.00
100
CONWAY DANIEL 9.5000 85,622.63
ZZ
3217 LAKEVIEW DRIVE 9.1250 570.76
1
12.5000 730.73
80
GRAPEVINE TX 76051 12.1250 04/01/93
112,900.00
2069032 .0000 06/01/93
00
2069032 .0000 05/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/94
.0000 05 E
05/01/98
O .6250
1346680 6.5000 388,000.00
100
BEUTEL RAYMOND 8.7500 379,922.38
ZZ
3532 SOUTHWESTERN BOULEVARD 8.3750 2,452.42
1
12.5000 3,036.57
80
UNIVERSITY PAR TX 75225 12.1250 06/30/93
485,000.00
2069938 .0000 08/01/93
00
2069938 .0000 07/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/94
.0000 05 D
07/01/98
O 1.0000
1346683 9.0000 332,000.00
100
PRUDEN TERRY 9.5000 317,274.81
ZZ
1
2001 N KANSAS STREET 9.1250 2,671.35
1
15.0000 2,750.41
74
EL PASO TX 79902 14.6250 05/10/91
450,000.00
2140373 .0000 07/01/91
00
2140373 .0000 06/01/21
0
0 .5000 06/01/91
09/01/95
768/906 .1250 07/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/92
.0000 05 D
06/01/96
O 1.0000
1346691 7.0000 300,000.00
100
SPINDEN AILES 8.7500 290,067.50
ZZ
517 ABEYTA STREET 8.3750 1,995.91
1
13.0000 2,338.88
72
SANTA FE NM 87501 12.6250 06/18/92
418,000.00
2157781 .0000 08/01/92
00
2157781 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
08/01/93
.0000 05 D
07/01/97
O 1.0000
1346693 7.0000 110,000.00
100
CORBETT GARRETT 8.7500 84,024.94
ZZ
2819 DON QUIXOTE 8.3750 731.83
1
13.0000 678.11
71
SANTE FE NM 87505 12.6250 06/16/92
156,000.00
2158370 .0000 08/01/92
00
2158370 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/93
.0000 05 E
07/01/97
O .6250
1
1346694 6.5000 266,000.00
100
KRAMER THOMAS 8.7500 257,374.12
ZZ
9 CAREFREE LN 8.3750 1,681.30
1
12.5000 2,073.68
70
SAN ANTONIO TX 78257 12.1250 07/14/92
380,000.00
2158388 .0000 09/01/92
00
2158388 .0000 08/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/93
.0000 03 D
08/01/97
O 1.0000
1346701 6.5000 90,000.00
100
COLLINS NANCY 9.5000 87,398.23
ZZ
2809 CALLE CAMPEON 9.1250 568.86
1
12.5000 748.72
57
SANTA FE NM 87505 12.1250 10/29/92
159,500.00
2163454 .0000 12/01/92
00
2163454 .0000 11/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/93
.0000 05 E
11/01/97
O .6250
1346707 6.5000 139,500.00
100
SEPULVEDA FRANCISCO 9.5000 136,009.89
ZZ
13126 VISTA HAVEN 9.1250 881.73
1
12.5000 1,160.63
80
SAN ANTONIO TX 78216 12.1250 05/19/93
174,400.00
2284332 .0000 07/01/93
00
2284332 .0000 06/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
07/01/94
.0000 05 E
06/01/98
O .6250
1346711 6.5000 72,000.00
100
KELLER MARTHA 8.7500 70,574.58
ZZ
205 CIBOLO CROSSING DR. 8.3750 455.09
1
12.5000 563.68
62
BOERNE TX 78006 12.1250 07/23/93
118,000.00
2290618 .0000 09/01/93
00
2290618 .0000 08/01/23
0
0 .5000 03/01/94
09/01/95
768/906 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/94
.0000 05 E
08/01/98
O .6250
1346715 8.5000 304,000.00
100
BRITZIUS RICHARD 9.5000 292,207.24
ZZ
2473 EAST CROOKED LAKE DRIVE 9.1250 2,337.50
1
14.5000 2,522.03
80
EUSTIS FL 32726 14.1250 11/20/91
380,000.00
2638827 .0000 01/01/92
00
2638827 .0000 12/01/21
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/93
.0000 05 D
12/01/96
O 1.0000
1346735 7.0000 283,000.00
100
DOUGLAS DONALD 9.5000 272,977.24
ZZ
4756 SANTA ANA VALLEY ROAD 9.1250 1,882.81
1
13.0000 2,347.95
79
HOLLISTER CA 95023 12.6250 04/14/92
362,000.00
2770610 .0000 06/01/92
00
2770610 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 D
05/01/97
O 1.0000
1346753 6.7500 103,200.00
100
NGUYEN ANH 9.5000 99,673.49
ZZ
112 ESCAZU COURT 9.1250 669.35
1
12.7500 856.71
80
SAN JOSE CA 95116 12.3750 05/15/92
129,000.00
2772787 .0000 07/01/92
00
2772787 .0000 06/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/93
.0000 09 E
06/01/97
O .6250
1346823 6.5000 243,600.00
100
GANDELMAN LAWRENCE 9.5000 238,047.58
ZZ
62 PATRICK WAY 9.1250 1,539.72
1
12.5000 2,031.58
80
HALF MOON BAY CA 94019 12.1250 04/08/93
304,588.00
2790980 .0000 06/01/93
00
2790980 .0000 05/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/94
.0000 09 D
05/01/98
O 1.0000
1346826 6.5000 230,000.00
100
KING CHARLES 8.7500 224,950.63
ZZ
12 STOREY DRIVE 8.3750 1,453.76
1
12.5000 1,797.94
50
LINCOLN MA 01773 12.1250 06/03/93
460,000.00
2832569 .0000 08/01/93
00
2832569 .0000 07/01/23
0
0 .5000 12/01/93
09/01/95
1
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/94
.0000 05 D
07/01/98
O 1.0000
1346827 7.0000 500,000.00
100
SEBERG RICHARD 9.5000 459,164.02
ZZ
1406 SANTIAGO DRIVE 9.1250 3,326.51
1
13.0000 3,956.80
77
NEWPORT BEACH CA 92660 12.6250 02/01/92
650,000.00
2869586 .0000 04/01/92
00
2869586 .0000 03/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
04/01/93
.0000 05 D
03/01/97
O 1.0000
1346832 7.0000 558,000.00
100
HEPPLE ROBERT 9.5000 535,636.74
ZZ
25881 NELLIE GAIL ROAD 9.1250 3,712.39
1
13.0000 4,610.14
79
LAGUNA HILLS A CA 92653 12.6250 03/13/92
710,000.00
2878259 .0000 05/01/92
00
2878259 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/93
.0000 05 D
04/01/97
O 1.0000
1346846 7.0000 200,200.00
100
BLYLER LAFOREST 8.7500 193,384.72
ZZ
4324 WEST AVENUE 41 8.3750 1,331.94
1
13.0000 1,559.30
80
LOS ANGELES CA 90065 12.6250 06/01/92
252,000.00
1
2883686 .0000 08/01/92
00
2883686 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
08/01/93
.0000 05 E
07/01/97
O .6250
1346856 6.5000 264,000.00
100
ESPARZA SHARLA 9.5000 255,780.77
ZZ
1804 E OJAI AVENUE 9.1250 1,668.66
1
12.5000 2,192.63
80
OJAI CA 93023 12.1250 09/15/92
330,000.00
2885361 .0000 11/01/92
00
2885361 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
11/01/93
.0000 05 D
10/01/97
O 1.0000
1346865 6.5000 247,500.00
100
BAQUERIZO MARC 9.5000 239,813.17
ZZ
8 SEDONA 9.1250 1,564.37
1
12.5000 2,057.10
80
FOOTHILL RANCH CA 92610 12.1250 08/05/92
309,895.00
2886405 .0000 10/01/92
00
2886405 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/93
.0000 03 D
09/01/97
O 1.0000
1346873 7.0000 192,000.00
100
TAYLOR GREGORY 8.7500 185,523.84
ZZ
1
14461 PINEBROOK DRIVE 8.3750 1,277.38
1
13.0000 1,495.92
80
TUSTIN CA 92680 12.6250 06/17/92
240,000.00
2887428 .0000 08/01/92
00
2887428 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/93
.0000 05 E
07/01/97
O .6250
1346889 6.5000 144,000.00
100
GIBBS LAWRENCE 9.5000 139,682.83
ZZ
2432 NORTH SHORES PLACE 9.1250 910.18
1
12.5000 1,197.40
80
ONTARIO CA 91761 12.1250 09/18/92
180,000.00
2890267 .0000 11/01/92
00
2890267 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
11/01/93
.0000 05 E
10/01/97
O .6250
1346920 6.3750 293,000.00
100
STOUFER WALTER 9.5000 286,437.39
ZZ
2029 HIGHLAND OAKS DRIVE 9.1250 1,827.94
1
12.3750 2,443.06
61
ARCADIA CA 91006 12.0000 05/03/93
485,000.00
2902966 .0000 07/01/93
00
2902966 .0000 06/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/94
.0000 05 D
06/01/98
O 1.0000
1
1346925 6.8750 136,800.00
100
GOLDEN MARK 9.5000 131,985.64
ZZ
5214 JASON STREET 9.1250 898.68
1
12.8750 1,135.20
80
HOUSTON TX 77096 12.5000 04/27/92
172,000.00
3013596 .0000 06/01/92
00
3013596 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 E
05/01/97
O .6250
1346931 8.0000 250,000.00
100
TUFENKJIAN DAVID 9.5000 240,370.60
ZZ
3740 CATTAIL DRIVE SOUTH 9.1250 1,834.41
1
14.0000 2,073.16
75
JACKSONVILLE FL 32223 13.6250 12/12/91
335,000.00
3320375 .0000 02/01/92
00
3320375 .0000 01/01/22
0
0 .5000 06/01/92
09/01/95
768/906 .1250 07/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
02/01/93
.0000 05 D
01/01/97
O 1.0000
1346948 6.5000 176,250.00
100
MACDONALD PHILIP 9.5000 170,965.98
ZZ
3 HOWE STREET 9.1250 1,114.02
1
12.5000 1,465.57
75
SUDBURY MA 01776 12.1250 09/08/92
235,000.00
3535363 .0000 11/01/92
00
3535363 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 5 01
11/01/93
.0000 05 E
10/01/97
O .6250
1346949 6.2500 172,000.00
100
BRAULT LEONARD 9.5000 167,216.78
ZZ
51 CENTURY STREET 9.1250 1,059.03
2
12.2500 1,430.66
78
MEDFORD MA 02155 11.8750 12/11/92
221,000.00
3537901 .0000 02/01/93
00
3537901 .0000 01/01/23
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
02/01/94
.0000 05 E
01/01/98
O .6250
1346955 7.0000 185,000.00
100
JOHNSON A 9.5000 132,917.16
ZZ
137 SUMMER VILLAGE DRIVE 9.1250 1,230.81
1
13.0000 1,143.21
79
ANNAPOLIS MD 21401 12.6250 04/24/92
235,000.00
3719723 .0000 06/01/92
00
3719723 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/93
.0000 09 E
05/01/97
O .6250
1346958 8.5000 100,000.00
100
BRADFORD BETSEY 8.7500 94,779.08
ZZ
105 WEST SIMSBURY ROAD 8.3750 768.91
1
14.5000 772.53
47
NORTH CANTON CT 06059 14.1250 06/05/91
213,000.00
3920518 .0000 08/01/91
00
3920518 .0000 07/01/21
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
09/01/91
.0000 05 E
09/01/95
O .6250
1346959 7.0000 119,350.00
100
KAPUR RAJNISH 9.5000 110,425.06
ZZ
2158 ALLAN AVENUE 9.1250 794.04
1
13.0000 953.69
68
YORKTOWN HEIGH NY 10598 12.6250 02/28/92
176,000.00
3926923 .0000 04/01/92
00
3926923 .0000 03/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/93
.0000 05 E
03/01/97
O .6250
1346971 7.0000 95,600.00
100
HABLE BARNEY 8.7500 92,429.98
ZZ
8 CHAUNCEY ROAD 8.3750 636.03
1
13.0000 745.28
80
CARMEL NY 10512 12.6250 06/26/92
119,500.00
3933695 .0000 08/01/92
00
3933695 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/93
.0000 05 E
07/01/97
O .6250
1346981 6.5000 218,000.00
100
ROBERTS EDWARD 9.5000 211,229.35
ZZ
563 REDDING ROAD 9.1250 1,377.91
1
12.5000 1,811.91
80
REDDING CT 06876 12.1250 08/31/92
272,500.00
3936244 .0000 10/01/92
00
3936244 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
1
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/93
.0000 05 D
09/01/97
O 1.0000
1346989 6.5000 113,000.00
100
WALL JAMES 9.5000 108,942.72
ZZ
218 HARBOR STREET 9.1250 714.24
1
12.5000 932.09
80
BRANFORD CT 06405 12.1250 12/10/92
142,200.00
3939936 .0000 02/01/93
00
3939936 .0000 01/01/23
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
02/01/94
.0000 05 E
01/01/98
O .6250
1346994 6.5000 108,000.00
100
KOVACS ANDREW 9.5000 105,426.35
ZZ
2785 OLD YORKTOWN RD 9.1250 682.63
1
12.5000 900.30
80
YORKTOWN HEIGH NY 10598 12.1250 03/30/93
135,000.00
3943054 .0000 05/01/93
00
3943054 .0000 04/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/94
.0000 05 E
04/01/98
O .6250
1346999 10.5000 25,000.00
100
LAWRENCE CAROL 9.5000 19,856.42
ZZ
2607 FALCON POINTE DRIVE N.W 9.1250 228.68
1
16.5000 172.79
25
WALKER MI 49504 16.1250 12/20/90
101,200.00
1
4328132 .0000 02/01/91
00
4328132 .0000 01/01/21
0
0 .5000 03/01/91
09/01/95
768/906 .1250 04/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/91
.0000 01 E
03/01/92
O .6250
1347006 6.5000 106,000.00
100
FARRIS ANTOINE 8.7500 102,367.25
ZZ
3542 DELAWARE 8.3750 669.99
1
12.5000 825.41
70
TROY MI 48084 12.1250 06/25/92
152,000.00
4346327 .0000 08/01/92
00
4346327 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/93
.0000 05 E
07/01/97
O .6250
1347020 7.0000 86,200.00
100
KOEBEL RICHARD 8.7500 83,346.15
ZZ
665 EAST RIDGE ROAD 8.3750 573.49
1
13.0000 672.04
71
SOUTH LYON MI 48178 12.6250 06/15/92
123,000.00
4359241 .0000 08/01/92
00
4359241 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/93
.0000 05 E
07/01/97
O .6250
1347068 6.5000 227,200.00
100
ALBARKAT MUWAFFAQ 9.5000 220,874.11
ZZ
1
5550 LARKIN LANE 9.1250 1,436.06
1
12.5000 1,890.95
80
CLARKSTON MI 48348 12.1250 11/24/92
284,000.00
4449185 .0000 01/01/93
00
4449185 .0000 12/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
01/01/94
.0000 05 D
12/01/97
O 1.0000
1347080 6.5000 100,000.00
100
WAGNER ROBERT 8.7500 96,531.25
ZZ
19548 LAKESHORE DRIVE 8.3750 632.07
1
12.5000 773.36
80
THREE RIVERS MI 49093 12.1250 06/14/93
125,000.00
4465806 .0000 08/01/93
00
4465806 .0000 07/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/94
.0000 05 E
07/01/98
O .6250
1347083 6.5000 164,000.00
100
FERRY JOHN 9.5000 159,273.13
ZZ
364 SILVERVALE DRIVE 9.1250 1,036.59
1
12.5000 1,360.98
80
ROCHESTER HILL MI 48309 12.1250 02/05/93
205,000.00
4472837 .0000 04/01/93
00
4472837 .0000 03/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/94
.0000 05 E
03/01/98
O .6250
1
1347086 6.5000 72,000.00
100
SLIDER HELEN 9.5000 70,440.28
ZZ
7850 THORNAPPLE RIVER DRIVE 9.1250 455.09
1
12.5000 600.79
77
CALEDONIA MI 49316 12.1250 05/04/93
94,000.00
4475950 .0000 07/01/93
00
4475950 .0000 06/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/94
.0000 05 E
06/01/98
O .6250
1347093 9.0000 231,200.00
100
WILSON JOHN 9.5000 202,987.52
ZZ
6122 CEDAR CREEK DRIVE 9.1250 1,860.29
1
15.0000 1,764.76
80
HOUSTON TX 77057 14.6250 04/26/91
289,005.00
4619013 .0000 06/01/91
00
4619013 .0000 05/01/21
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/92
.0000 05 L
05/01/96
O .6250
1347097 9.0000 76,500.00
100
MCPHERSON GARY 8.7500 73,008.40
ZZ
303 JONES ROAD 8.3750 615.54
1
15.0000 593.91
70
HIGHLANDS TX 77562 14.6250 07/29/91
110,000.00
4622375 .0000 09/01/91
00
4622375 .0000 08/01/21
0
0 .5000 12/01/91
09/01/95
768/906 .1250 01/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
09/01/92
.0000 05 E
08/01/96
O .6250
1347108 7.0000 446,800.00
100
GUZMAN ERNEST 9.5000 430,569.00
ZZ
6326 OLDE PECAN DR 9.1250 2,972.57
1
13.0000 3,705.84
80
RICHMOND TX 77469 12.6250 03/20/92
560,000.00
4630416 .0000 05/01/92
00
4630416 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/93
.0000 05 D
04/01/97
O 1.0000
1347116 7.0000 133,500.00
100
BYRD K 9.5000 128,650.31
ZZ
17411 GRANT ROAD 9.1250 888.18
1
13.0000 1,107.27
75
CYPRESS TX 77429 12.6250 03/31/92
180,000.00
4632303 .0000 05/01/92
00
4632303 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/93
.0000 05 E
04/01/97
O .6250
1347118 6.7500 197,600.00
100
COCKMAN RONNIE 9.5000 182,675.80
ZZ
15918 CAPRI DRIVE 9.1250 1,281.63
1
12.7500 1,573.35
78
HOUSTON TX 77040 12.3750 02/24/92
255,000.00
4632842 .0000 04/01/92
00
4632842 .0000 03/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
04/01/93
.0000 05 E
03/01/97
O .6250
1347125 7.0000 187,250.00
100
ORR JOHNNIE 9.5000 180,688.44
ZZ
4037 PIPING ROCK LANE 9.1250 1,245.78
1
13.0000 1,553.04
70
HOUSTON TX 77027 12.6250 04/22/92
267,500.00
4633971 .0000 06/01/92
00
4633971 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
06/01/93
.0000 05 E
05/01/97
O .6250
1347145 7.0000 80,000.00
100
JOHNSON LORRAINE 8.7500 77,451.88
ZZ
6203 NANCET DRIVE 8.3750 532.24
1
13.0000 624.03
77
HOUSTON TX 77041 12.6250 07/27/92
104,000.00
4636660 .0000 09/01/92
00
4636660 .0000 08/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/93
.0000 03 E
08/01/97
O .6250
1347147 6.5000 122,000.00
100
CARR JACKE 9.5000 114,989.21
ZZ
4062 ABERDEEN WAY 9.1250 771.12
1
12.5000 987.46
80
HOUSTON TX 77025 12.1250 09/14/92
152,500.00
4637020 .0000 11/01/92
00
4637020 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
1
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
11/01/93
.0000 05 E
10/01/97
O .6250
1347156 6.5000 429,450.00
100
SHANKS GEORGE 9.5000 415,975.77
ZZ
1149 SUGAR CREEK BLV 9.1250 2,714.42
1
12.5000 3,568.21
75
SUGAR LAND TX 77478 12.1250 08/25/92
575,000.00
4638158 .0000 10/01/92
00
4638158 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
10/01/93
.0000 05 D
09/01/97
O 1.0000
1347171 6.5000 115,000.00
100
DILLARD ROLAND 8.7500 111,270.77
ZZ
13623 BALMORE CIRCLE 8.3750 726.88
1
12.5000 896.51
75
HOUSTON TX 77069 12.1250 07/31/92
154,280.00
4727011 .0000 09/01/92
00
4727011 .0000 08/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/93
.0000 05 E
08/01/97
O .6250
1347172 6.5000 268,000.00
100
WIMAN W 9.5000 261,516.00
ZZ
#3 HILLSIDE VIEW PLACE 9.1250 1,693.94
1
12.5000 2,233.25
80
THE WOODLAND TX 77381 12.1250 03/10/93
335,000.00
1
4727291 .0000 05/01/93
00
4727291 .0000 04/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/94
.0000 05 D
04/01/98
O 1.0000
1347174 6.5000 147,700.00
100
ADDISON GLENN 9.5000 51,339.02
ZZ
#1 TRANQUILITY LANE 9.1250 938.73
1
12.5000 724.60
77
MAGNOLIA TX 77355 12.1250 08/24/92
192,700.00
4729153 .0000 04/01/93
00
4729153 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/94
.0000 05 E
03/01/98
O .6250
1347175 10.0000 98,250.00
100
MALONE ROBERT 9.5000 94,033.07
ZZ
4320 SCENIC DRIVE 9.1250 864.56
1
16.0000 816.39
80
DICKINSON TX 77539 15.6250 03/12/91
123,000.00
5056853 .0000 05/01/91
00
5056853 .0000 04/01/21
0
0 .5000 06/01/91
09/01/95
768/906 .1250 07/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/92
.0000 05 E
04/01/96
O .6250
1347176 9.0000 175,000.00
100
PIERSON JACK 9.5000 167,140.88
ZZ
1
2625 ROSE HILL DRIVE 9.1250 1,412.81
1
15.0000 1,450.01
78
LEAGUE CITY TX 77573 14.6250 04/22/91
224,800.00
5057728 .0000 12/01/91
00
5057728 .0000 05/01/21
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
12/01/92
.0000 05 E
11/01/96
O .6250
1347177 8.5000 112,000.00
100
BERRY ROBERT 8.7500 107,070.00
ZZ
1009 LYNN CIRCLE 8.3750 861.18
1
14.5000 871.73
80
FRIENDSWOOD TX 77546 14.1250 06/14/91
140,000.00
5059593 .0000 08/01/91
00
5059593 .0000 07/01/21
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/92
.0000 05 E
07/01/96
O .6250
1347179 7.0000 327,250.00
100
RIHN JOHN 9.5000 315,670.22
ZZ
1619 LAKE ARBOR DRIVE 9.1250 2,177.20
1
13.0000 2,715.07
72
SEABROOK TX 77586 12.6250 04/30/92
460,000.00
5065518 .0000 06/01/92
00
5065518 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 D
05/01/97
O 1.0000
1
1347181 6.5000 120,000.00
100
KOLIUS JOHN 9.5000 117,129.76
ZZ
103 SOUTH "Y" STREE 9.1250 762.68
1
12.5000 1,004.07
76
LA PORTE TX 77571 12.1250 09/02/92
158,507.00
5074355 .0000 05/01/93
00
5074355 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/94
.0000 05 E
04/01/98
O .6250
1347200 7.0000 618,750.00
100
SMITH MAX 9.5000 597,754.92
ZZ
1233 NAUTILUS 9.1250 4,116.56
1
13.0000 5,137.78
71
LA JOLLA CA 92037 12.6250 05/22/92
880,000.00
5628164 .0000 07/01/92
00
5628164 .0000 06/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
07/01/93
.0000 05 D
06/01/97
O 1.0000
1347221 6.5000 244,000.00
100
SANDMAN JERRY 9.5000 236,946.23
ZZ
17810 KACHINA COURT 9.1250 1,542.25
1
12.5000 2,029.86
79
SAN DIEGO CA 92127 12.1250 10/23/92
312,000.00
5630703 .0000 12/01/92
00
5630703 .0000 11/01/22
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 01
12/01/93
.0000 03 D
11/01/97
O 1.0000
1347275 10.5000 660,000.00
100
WITTEN CURTIS 9.5000 624,727.07
ZZ
8801 ROYAL HARBOR CT 9.1250 6,037.28
1
16.5000 5,467.22
80
FORT WORTH TX 76179 16.1250 05/10/90
825,000.00
5801532 .0000 07/01/90
00
5801532 .0000 06/01/20
0
0 .5000 09/01/90
09/01/95
768/906 .1250 10/01/90
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/90
.0000 05 L
06/01/20
O .6250
1347282 9.0000 90,800.00
100
PRICE RICKY 9.5000 87,052.06
ZZ
610 KINNEY ROAD 9.1250 730.60
1
15.0000 752.97
80
MURPHY TX 75094 14.6250 08/09/91
113,500.00
5803691 .0000 10/01/91
00
5803691 .0000 09/01/21
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/92
.0000 05 E
09/01/96
O .6250
1347287 7.0000 105,000.00
100
CHRISTIE SUSAN 9.5000 101,211.78
ZZ
NO. 4 HICKORY CREEK DRIVE 9.1250 698.57
1
13.0000 871.11
75
PROSPER TX 75078 12.6250 03/19/92
141,000.00
5804574 .0000 05/01/92
00
5804574 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/93
.0000 05 E
04/01/97
O .6250
1347295 7.0000 300,000.00
100
LABARBERA STEPHEN 9.5000 289,101.77
ZZ
4608 STONEHOLLOW 9.1250 1,995.91
1
13.0000 2,488.26
50
DALLAS TX 75287 12.6250 03/09/92
610,000.00
5808146 .0000 05/01/92
00
5808146 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/93
.0000 05 D
04/01/97
O 1.0000
1347296 7.0000 243,000.00
100
ANDREWS RICHARD 9.5000 230,841.84
ZZ
1112 MILLINGTON COURT 9.1250 1,616.69
1
13.0000 1,998.72
75
DESOTO TX 75115 12.6250 04/17/92
324,000.00
5808898 .0000 06/01/92
00
5808898 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/93
.0000 05 D
05/01/97
O 1.0000
1347299 6.5000 56,000.00
100
STONE TEXAS 9.5000 54,260.70
ZZ
2510 HOLT ROAD 9.1250 353.96
1
12.5000 465.44
80
ARLINGTON TX 76006 12.1250 08/21/92
70,000.00
5811571 .0000 10/01/92
00
5811571 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
1
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
10/01/93
.0000 05 E
09/01/97
O .6250
1347309 6.5000 535,200.00
100
WILLIKY GARY 9.5000 521,887.19
ZZ
1313 CHATSWORTH COURT EAST 9.1250 3,382.83
1
12.5000 4,459.50
80
COLLEYVILLE TX 76034 12.1250 02/11/93
669,000.00
5815886 .0000 04/01/93
00
5815886 .0000 03/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/94
.0000 05 D
03/01/98
O 1.0000
1347315 7.0000 335,000.00
100
MENDEZ GEORGE 9.5000 323,257.28
ZZ
400 CHARLES ROAD 9.1250 2,228.76
1
13.0000 2,780.32
80
SAN ANTONIO TX 78209 12.6250 04/16/92
421,000.00
5937680 .0000 06/01/92
00
5937680 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/93
.0000 05 D
05/01/97
O 1.0000
1347316 7.0000 160,000.00
100
SCHOLL MICHAEL 9.5000 154,488.82
ZZ
304 CANTERBURY HILL 9.1250 1,064.48
1
13.0000 1,328.56
80
SAN ANTONIO TX 78209 12.6250 05/22/92
200,000.00
1
5938333 .0000 07/01/92
00
5938333 .0000 06/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/93
.0000 05 E
06/01/97
O .6250
1347317 7.0000 249,600.00
100
KETTLEWELL JAY 9.5000 241,130.66
ZZ
14 ABBY WOOD 9.1250 1,660.60
1
13.0000 2,072.55
80
SAN ANTONIO TX 78257 12.6250 05/15/92
312,000.00
5938708 .0000 07/01/92
00
5938708 .0000 06/01/22
0
0 .5000 12/01/92
09/01/95
768/906 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/93
.0000 03 D
06/01/97
O 1.0000
1347323 6.5000 114,400.00
100
FATHERLEE MATTHEW 9.5000 110,803.37
ZZ
130 WYNDALE DRIVE 9.1250 723.09
1
12.5000 950.46
80
SAN ANTONIO TX 78209 12.1250 08/11/92
143,000.00
5962871 .0000 10/01/92
00
5962871 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/93
.0000 05 E
09/01/97
O .6250
1347325 6.5000 183,600.00
100
TIONGSON DANILO 9.5000 178,876.21
ZZ
1
11835 MILL ROCK ROAD 9.1250 1,160.48
1
12.5000 1,529.45
68
SAN ANTONIO TX 78230 12.1250 01/06/93
273,000.00
5970318 .0000 03/01/93
00
5970318 .0000 02/01/23
0
0 .5000 09/01/93
09/01/95
768/906 .1250 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
03/01/94
.0000 05 E
02/01/98
O .6250
1347326 6.5000 164,500.00
100
WEST WILLIAM 9.5000 160,936.46
ZZ
308 RIDGEMONT AVENUE 9.1250 1,039.75
1
12.5000 1,372.65
70
SAN ANTONIO TX 78209 12.1250 05/25/93
235,000.00
5970491 .0000 07/01/93
00
5970491 .0000 06/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/94
.0000 05 E
06/01/98
O .6250
1347336 9.0000 54,000.00
100
KLEIN ROBERT 9.7500 46,555.54
ZZ
5109 SIX MILE ROAD 9.3750 434.50
1
15.0000 411.05
57
SOUTH LYON MI 48178 14.6250 08/30/91
95,500.00
1314033 .0000 10/01/91
00
1314033 .0000 09/01/21
0
0 .7500 12/01/91
09/01/95
768/906 .3750 01/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
10/01/92
.0000 05 E
09/01/96
O .6250
1
1347340 7.0000 108,750.00
100
CHAPPELLE SCOTT 9.7500 104,680.95
ZZ
92 FELDSPAR 9.3750 723.52
1
13.0000 920.77
75
WILLIAMSTON MI 48955 12.6250 01/21/92
145,000.00
1347918 .0000 03/01/92
00
1347918 .0000 02/01/22
0
0 .7500 09/01/92
09/01/95
768/906 .3750 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
03/01/93
.0000 05 E
02/01/97
O .6250
1347362 6.5000 86,250.00
100
KAPP PHYLLIS 9.7500 83,928.59
ZZ
TRES LAGUNAS, STATE ROAD 63 U 9.3750 545.16
1
12.5000 733.08
75
PECOS NM 87552 12.1250 12/07/92
115,000.00
2165872 .0000 02/01/93
00
2165872 .0000 01/01/23
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
02/01/94
.0000 01 E
01/01/98
O .6250
1347363 6.5000 124,000.00
100
NAULT CATHY 9.7500 120,804.13
ZZ
13 JORNADA LOOP 9.3750 783.76
1
12.5000 1,055.17
72
SANTA FE NM 87505 12.1250 12/09/92
174,000.00
2165881 .0000 02/01/93
00
2165881 .0000 01/01/23
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 5 01
02/01/94
.0000 03 E
01/01/98
O .6250
1347370 9.0000 98,200.00
100
VISTA DENIS 9.7500 94,141.40
ZZ
MAXIM PARKWAY 9.3750 792.79
1
15.0000 833.26
80
ORLANDO FL 32833 14.6250 04/08/91
122,800.00
2630699 .0000 06/01/91
00
2630699 .0000 05/01/21
0
0 .7500 09/01/91
09/01/95
768/906 .3750 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/91
.0000 05 E
09/01/95
O .6250
1347375 9.0000 325,000.00
100
VANDERBYL WILLIAM 9.7500 310,693.55
ZZ
10 GLENHILL COURT 9.3750 2,615.02
1
15.0000 2,752.01
73
DANVILLE CA 94526 14.6250 03/18/91
450,000.00
2734206 .0000 05/01/91
00
2734206 .0000 04/01/21
0
0 .7500 06/01/91
09/01/95
768/906 .3750 07/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/91
.0000 05 L
06/01/95
O .6250
1347383 7.0000 112,500.00
100
HACKWORTH JAMES 9.7500 108,701.91
ZZ
1919 ALAMEDA DE LASPULGAS,#44 9.3750 748.47
1
13.0000 954.25
75
SAN MATEO CA 94403 12.6250 04/24/92
150,000.00
2768895 .0000 06/01/92
00
2768895 .0000 05/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
06/01/93
.0000 01 E
05/01/97
O .6250
1347447 7.0000 341,250.00
100
ALMANY ISAAC 9.7500 329,338.98
ZZ
4430 SAN BLAS AVENUE 9.3750 2,270.34
1
LOS ANGELES 13.0000 2,893.02
75
WOODLAND HILLS CA 91364 12.6250 03/24/92
455,000.00
2879549 .0000 05/01/92
00
2879549 .0000 04/01/22
0
0 .7500 09/01/92
09/01/95
768/906 .3750 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
05/01/93
.0000 05 D
04/01/97
O 1.0000
1347451 7.0000 333,000.00
100
MIDDLETON CLYDE 9.7500 321,376.87
ZZ
2885 ZELL DRIVE 9.3750 2,215.46
1
13.0000 2,823.08
75
LAGUNA BEACH CA 92651 12.6250 03/23/92
444,000.00
2880784 .0000 05/01/92
00
2880784 .0000 04/01/22
0
0 .7500 09/01/92
09/01/95
768/906 .3750 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
05/01/93
.0000 05 D
04/01/97
O 1.0000
1347452 7.0000 138,750.00
100
NUTTER LYLE 9.7500 133,851.19
ZZ
5815 DOVERWOOD DRIVE, UNIT #3 9.3750 923.11
1
13.0000 1,176.03
75
CULVER CITY CA 90230 12.6250 04/08/92
185,000.00
2881098 .0000 06/01/92
00
2881098 .0000 05/01/22
0
0 .7500 12/01/92
09/01/95
1
768/906 .3750 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
06/01/93
.0000 01 E
05/01/97
O .6250
1347453 7.0000 350,000.00
100
ODDO JOSEPH 9.0000 339,044.15
ZZ
2831 NUESTRA LANE 8.6250 2,328.56
1
13.0000 2,790.76
74
FALLBROOK CA 92028 12.6250 07/02/92
475,000.00
2881446 .0000 09/01/92
00
2881446 .0000 08/01/22
0
0 .7500 03/01/93
09/01/95
768/906 .3750 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
09/01/93
.0000 05 D
08/01/97
O 1.0000
1347460 7.0000 86,000.00
100
RUCKMAN ROBERT 9.0000 83,175.39
ZZ
6447 NEWCASTLE AVENUE (RESEDA 8.6250 572.16
1
13.0000 686.38
53
CITY OF LOS AN CA 91335 12.6250 05/04/92
165,000.00
2883155 .0000 07/01/92
00
2883155 .0000 06/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
07/01/93
.0000 05 E
06/01/97
O .6250
1347481 7.0000 510,000.00
100
MCLAUGHLIN CHRISTINE 9.0000 493,773.21
ZZ
1056 MONUMENT STREET 8.6250 3,393.04
3
13.0000 4,067.35
75
LOS ANGELES CA 90272 12.6250 06/25/92
685,000.00
1
2887690 .0000 08/01/92
00
2887690 .0000 07/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/93
.0000 05 D
07/01/97
O 1.0000
1347498 6.5000 197,600.00
100
PRICE ROBERT 9.7500 191,839.78
ZZ
13302 EAST FERN PINE CIRCL 9.3750 1,248.97
1
12.5000 1,678.73
75
CERRITOS CA 90701 12.1250 09/01/92
263,500.00
2890534 .0000 11/01/92
00
2890534 .0000 10/01/22
0
0 .7500 03/01/93
09/01/95
768/906 .3750 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
11/01/93
.0000 05 E
10/01/97
O .6250
1347511 6.5000 150,000.00
100
HASS MICHAEL 9.7500 146,001.53
T
1528 MIRAMAR BEACH, UNIT #C 9.3750 948.10
1
12.5000 1,275.26
20
SANTA BARBARA CA 93108 12.1250 12/08/92
760,000.00
2895226 .0000 02/01/93
00
2895226 .0000 01/01/23
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
02/01/94
.0000 05 E
01/01/98
O .6250
1347528 6.5000 382,000.00
100
KUNZ KIM 9.0000 373,936.35
ZZ
1
7105 SAN GABRIEL ROAD 8.6250 2,414.50
1
12.5000 3,059.81
74
ATASCADERO CA 93422 12.1250 05/14/93
522,000.00
2903491 .0000 07/01/93
00
2903491 .0000 06/01/23
0
0 .7500 12/01/93
09/01/95
768/906 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
07/01/94
.0000 05 D
06/01/98
O 1.0000
1347529 6.5000 796,250.00
100
MUIR, SAMUEL 9.0000 780,271.60
ZZ
733, 743 & 753 CLIFF DRIVE 8.6250 5,032.84
3
12.5000 6,373.58
65
LAGUNA BEACH CA 92651 12.1250 06/23/93
1,225,000.00
2904888 .0000 08/01/93
00
2904888 .0000 07/01/23
0
0 .7500 12/01/93
09/01/95
768/906 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/94
.0000 05 D
07/01/98
O 1.0000
1347530 6.2500 270,000.00
100
NELLE KENNETH 9.0000 264,413.46
ZZ
1957 EUCALYPTUS HILL ROAD 8.6250 1,662.44
1
12.2500 2,159.84
60
SANTA BARBAR CA 93108 11.8750 06/22/93
450,000.00
2906147 .0000 08/01/93
00
2906147 .0000 07/01/23
0
0 .7500 12/01/93
09/01/95
768/906 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
08/01/94
.0000 05 D
07/01/98
O 1.0000
1
1347533 8.0000 118,800.00
100
JACOBSON SAMUEL 9.7500 114,328.92
ZZ
4401-804 LAKESIDE DRIVE 9.3750 871.71
1
14.0000 1,006.99
80
JACKSONVILLE FL 32210 13.6250 12/04/91
148,500.00
3320332 .0000 01/01/92
00
3320332 .0000 12/01/21
0
0 .7500 06/01/92
09/01/95
768/906 .3750 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
01/01/93
.0000 01 E
12/01/96
O .6250
1347535 10.5000 55,800.00
100
LAROSEE DEBORAH 9.7500 53,226.72
ZZ
1323 WORCESTER ROAD, UNIT #F- 9.3750 510.42
1
16.5000 472.87
73
FRAMINGHAM MA 01701 16.1250 11/14/90
77,400.00
3512509 .0000 01/01/91
00
3512509 .0000 12/01/20
0
0 .7500 03/01/91
09/01/95
768/906 .3750 04/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
03/01/91
.0000 01 E
03/01/92
O .6250
1347539 7.0000 360,000.00
100
D'ALEO LEO 9.7500 346,928.63
ZZ
3820 DANCE MILL ROAD 9.3750 2,395.09
1
13.0000 3,049.55
75
PHOENIX MD 21131 12.6250 02/15/92
480,000.00
3614352 .0000 04/01/92
00
3614352 .0000 03/01/22
0
0 .7500 09/01/92
09/01/95
768/906 .3750 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 01
04/01/93
.0000 05 D
03/01/97
O 1.0000
1347553 6.5000 105,000.00
100
NIEWISCH REINER 9.7500 102,481.04
ZZ
RD#6 BIG ELM ROAD 9.3750 663.67
1
12.5000 894.08
32
BREWSTER NY 10509 12.1250 02/05/93
330,000.00
3942091 .0000 04/01/93
00
3942091 .0000 03/01/23
0
0 .7500 09/01/93
09/01/95
768/906 .3750 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
04/01/94
.0000 05 E
03/01/98
O .6250
1347562 7.0000 280,000.00
100
SATOVSKY STANLEY 9.7500 250,380.73
ZZ
6401 APPLEGROVE LANE 9.3750 1,862.85
1
13.0000 2,209.00
66
BLOOMFIELD HIL MI 48301 12.6250 05/01/92
425,000.00
4344154 .0000 07/01/92
00
4344154 .0000 06/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/93
.0000 01 D
06/01/97
O 1.0000
1347563 7.0000 50,000.00
100
PARMER SHARON 9.0000 48,386.68
ZZ
364 ROE ST 8.6250 332.65
1
13.0000 398.76
45
PLYMOUTH MI 48170 12.6250 06/02/92
112,000.00
4345631 .0000 08/01/92
00
4345631 .0000 07/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
08/01/93
.0000 05 E
07/01/97
O .6250
1347564 6.5000 550,000.00
100
BEHAYLO LEONARD 9.7500 535,242.97
ZZ
4650 KIFTSGATE BEND 9.3750 3,476.37
1
12.5000 4,677.96
65
BLOOMFIELD HIL MI 48302 12.1250 11/24/92
850,000.00
4349032 .0000 01/01/93
00
4349032 .0000 12/01/22
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
01/01/94
.0000 01 D
12/01/97
O 1.0000
1347570 7.0000 54,000.00
100
ROGERS DONNA 9.7500 52,237.24
ZZ
44415 ERIK PASS 9.3750 359.26
1
13.0000 458.27
53
PLYMOUTH MI 48170 12.6250 05/12/92
102,000.00
4354109 .0000 07/01/92
00
4354109 .0000 06/01/22
0
0 .7500 12/01/92
09/01/95
768/906 .3750 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/93
.0000 05 E
06/01/97
O .6250
1347575 6.8750 103,000.00
100
WAHL JOAN 9.0000 99,598.42
ZZ
4060 FAIRLANE 8.6250 676.64
1
12.8750 820.76
47
BLOOMFIELD HIL MI 48301 12.5000 06/29/92
223,000.00
4358864 .0000 08/01/92
00
4358864 .0000 07/01/22
0
0 .7500 12/01/92
09/01/95
1
768/906 .3750 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
08/01/93
.0000 05 E
07/01/97
O .6250
1347591 6.5000 106,500.00
100
PRASCHAN EUGENE 9.7500 103,428.94
ZZ
58100 PONTIAC TRAIL 9.3750 673.15
1
12.5000 905.07
75
NEW HUDSON MI 48165 12.1250 09/02/92
142,000.00
4372620 .0000 11/01/92
00
4372620 .0000 10/01/22
0
0 .7500 03/01/93
09/01/95
768/906 .3750 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
11/01/93
.0000 05 E
10/01/97
O .6250
1347599 6.5000 38,000.00
100
RACICOT JUNE 9.7500 36,633.01
ZZ
30656 SEVEN MILE ROAD 9.3750 240.19
1
12.5000 320.36
50
LIVONIA MI 48152 12.1250 10/22/92
76,000.00
4426967 .0000 12/01/92
00
4426967 .0000 11/01/22
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
12/01/93
.0000 05 E
11/01/97
O .6250
1347615 6.5000 110,000.00
100
ANTHONY DONALD 9.7500 107,048.65
ZZ
30780 HELMANDALE DRIV 9.3750 695.27
1
12.5000 935.59
65
FRANKLIN MI 48025 12.1250 11/19/92
170,000.00
1
4457196 .0000 01/01/93
00
4457196 .0000 12/01/22
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
01/01/94
.0000 05 E
12/01/97
O .6250
1347616 6.5000 80,000.00
100
SCHAAR ROGER 9.7500 71,863.15
ZZ
540 WINDEMERE 9.3750 505.65
1
12.5000 627.31
72
BRIGHTON MI 48116 12.1250 01/20/93
112,000.00
4457421 .0000 03/01/93
00
4457421 .0000 02/01/23
0
0 .7500 09/01/93
09/01/95
768/906 .3750 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
03/01/94
.0000 05 E
02/01/98
O .6250
1347681 6.5000 487,500.00
100
BOZZO CARL 9.7500 476,755.04
ZZ
213 VIA CAMPANA 9.3750 3,081.33
1
12.5000 4,154.31
75
APTOS CA 95003 12.1250 04/16/93
650,000.00
5637830 .0000 06/01/93
00
5637830 .0000 05/01/23
0
0 .7500 12/01/93
09/01/95
768/906 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/94
.0000 05 D
05/01/98
O 1.0000
1347684 6.5000 100,000.00
100
WARREN CECELIA 9.7500 97,422.66
ZZ
1
526 GEORGETOWN PLACE, UNIT #D 9.3750 632.07
1
12.5000 850.94
80
CHULA VISTA CA 91911 12.1250 12/14/92
125,000.00
5639603 .0000 02/01/93
00
5639603 .0000 01/01/23
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
02/01/94
.0000 01 E
01/01/98
O .6250
1347685 6.5000 270,000.00
100
SCHWARTZ DAVID 9.7500 261,761.20
ZZ
44626 SANDIA CREEK DRIVE 9.3750 1,706.58
1
12.5000 2,286.37
75
TEMECULA CA 92590 12.1250 12/18/92
360,000.00
5639646 .0000 02/01/93
00
5639646 .0000 01/01/23
0
0 .7500 06/01/93
09/01/95
768/906 .3750 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
02/01/94
.0000 05 D
01/01/98
O 1.0000
1347727 7.0000 49,500.00
100
CLELAND TERRY 9.5000 43,344.64
ZZ
5582 LITTLE LONG LAKE 9.1250 444.92
1
13.0000 503.69
71
DOWLING MI 49050 12.6250 08/24/92
70,000.00
4375611 .0000 10/01/92
00
4375611 .0000 09/01/07
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
10/01/93
.0000 05 K
09/01/97
O .6250
1
1347740 9.0000 60,000.00
100
HARRISON DOUGLAS 9.5000 33,245.78
ZZ
4519 MERRIE LANE DRIVE 9.1250 608.56
1
15.0000 412.27
45
BELLAIRE TX 77401 14.6250 04/26/91
134,000.00
4618173 .0000 06/01/91
00
4618173 .0000 05/01/06
0
0 .5000 09/01/91
09/01/95
768/906 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/92
.0000 05 K
05/01/96
O .6250
1347744 7.0000 65,000.00
100
SCOTT P 9.5000 54,264.64
ZZ
34319 FULSHEAR FARMS 9.1250 584.24
1
13.0000 644.00
80
FULSHEAR TX 77441 12.6250 03/23/92
82,000.00
4634110 .0000 05/01/92
00
4634110 .0000 04/01/07
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/93
.0000 05 K
04/01/97
O .6250
1347745 6.5000 250,000.00
100
CULLINS ROBERT 9.5000 223,755.94
ZZ
25000 WEST MANOR CIRCLE 9.1250 2,177.77
1
12.5000 2,562.93
77
SPRING TX 77389 12.1250 12/29/92
325,000.00
4634977 .0000 02/01/93
00
4634977 .0000 01/01/08
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 01
02/01/94
.0000 05 X
01/01/98
O 1.0000
1347757 7.0000 260,000.00
100
BRANSON III FRANK 9.5000 215,228.88
ZZ
ROUTE 1, BOX 172-1, COUNTRY R 9.1250 2,336.95
1
13.0000 2,569.29
80
EDGEWOOD TX 75117 12.6250 01/20/92
325,000.00
5804582 .0000 03/01/92
00
5804582 .0000 02/01/07
0
0 .5000 09/01/92
09/01/95
768/906 .1250 10/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
03/01/93
.0000 05 K
02/01/97
O 1.0000
1347776 6.5000 86,000.00
100
DEGROOD JEROME 9.7500 74,807.53
ZZ
2782 WARRIOR DRIVE 9.3750 749.15
1
12.5000 880.02
72
WIXOM MI 48393 12.1250 08/19/92
120,000.00
4372433 .0000 10/01/92
00
4372433 .0000 09/01/07
0
0 .7500 03/01/93
09/01/95
768/906 .3750 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
10/01/93
.0000 05 K
09/01/97
O .6250
1347784 7.0000 27,750.00
100
BHATTI M 9.7500 22,856.95
ZZ
165 APRIL POINT SOUTH 9.3750 249.42
1
13.0000 276.09
75
MONTGOMERY TX 77356 12.6250 01/23/92
37,000.00
4724038 .0000 03/01/92
00
4724038 .0000 02/01/07
0
0 .7500 09/01/92
09/01/95
768/906 .3750 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
1
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/93
.0000 01 K
02/01/97
O .6250
1347798 6.5000 641,800.00
100
LEHNER PAUL 8.7500 629,093.94
ZZ
10701 INWOOD ROAD 8.3750 4,056.61
1
12.5000 5,024.61
66
DALLAS TX 75229 12.1250 07/01/93
985,000.00
2067854 .0000 09/01/93
00
2067854 .0000 08/01/23
0
0 .5000 03/01/94
09/01/95
768/906 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
09/01/94
.0000 05 D
08/01/98
O 1.0000
1347800 6.5000 168,000.00
100
COLSON KEVIN 8.7500 164,502.50
ZZ
1610 HAWKS RIDGE 8.3750 1,061.87
1
12.5000 1,314.80
80
SAN ANTONIO TX 78248 12.1250 06/30/93
210,000.00
2170426 .0000 08/01/93
00
2170426 .0000 07/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/94
.0000 03 E
07/01/98
O .6250
1347802 6.5000 53,600.00
100
JACKSON ROBERT 8.7500 51,535.04
ZZ
239 NORTH DRIVE 8.3750 338.79
1
12.5000 411.61
75
SAN ANTONIO TX 78201 12.1250 07/16/93
71,500.00
2291479 .0000 09/01/93
00
2291479 .0000 08/01/23
0
0 .5000 03/01/94
09/01/95
1
768/906 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/94
.0000 05 E
08/01/98
O .6250
1347808 6.5000 580,000.00
100
BLOCK CRAIG 8.7500 568,059.02
ZZ
3735 CASTLEROCK ROAD 8.3750 3,665.99
1
12.5000 4,537.12
80
MALIBU AREA CA 90265 12.1250 07/13/93
725,000.00
2907585 .0000 09/01/93
00
2907585 .0000 08/01/23
0
0 .5000 03/01/94
09/01/95
768/906 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
09/01/94
.0000 05 D
08/01/98
O 1.0000
1347815 6.5000 200,000.00
100
CHOLEWINSKI KENNETH 8.7500 196,961.00
ZZ
47 FAWN HILL ROAD 8.3750 1,264.14
1
12.5000 1,565.15
80
KILLINGWORTH CT 06419 12.1250 07/21/93
250,000.00
3942589 .0000 09/01/93
00
3942589 .0000 08/01/23
0
0 .5000 03/01/94
09/01/95
768/906 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
09/01/94
.0000 05 E
08/01/98
O .6250
1347816 6.5000 167,000.00
100
CASSELLS GARY 8.7500 163,464.78
ZZ
352 WELLSVILLE AVE 8.3750 1,055.55
1
12.5000 1,306.98
72
NEW MILFORD CT 06776 12.1250 06/10/93
235,000.00
1
3943747 .0000 08/01/93
00
3943747 .0000 07/01/23
0
0 .5000 12/01/93
09/01/95
768/906 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/94
.0000 05 E
07/01/98
O .6250
1347839 6.5000 91,000.00
100
SILVA MOISES 8.7500 83,869.92
ZZ
14215 TOWNSHIRE DR 8.3750 575.18
1
12.5000 678.23
65
HOUSTON TX 77077 12.1250 07/31/92
140,000.00
4637178 .0000 09/01/92
00
4637178 .0000 08/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/93
.0000 05 E
08/01/97
O .6250
1347843 6.5000 160,000.00
100
PEINE GEORGE 9.5000 156,095.24
ZZ
5923 BURNETT ROAD 9.1250 1,016.90
1
12.5000 1,339.45
80
MANVEL TX 77578 12.1250 08/14/92
200,000.00
5072841 .0000 04/01/93
00
5072841 .0000 09/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
04/01/94
.0000 05 E
03/01/98
O .6250
1347851 6.0000 88,600.00
100
LIPP KEVIN 9.5000 86,187.43
ZZ
1
376 WEST ANN ARBOR TRAIL 9.1250 531.20
1
12.0000 737.40
80
PLYMOUTH MI 48170 11.6250 12/11/92
112,000.00
6011870 .0000 02/01/93
00
6011870 .0000 01/01/23
0
0 .5000 06/01/93
09/01/95
768/906 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
02/01/94
.0000 05 E
01/01/98
O .6250
1347852 6.0000 275,000.00
100
BROWN ROBERT 9.5000 265,299.55
ZZ
4477 NEWCASTLE DRIVE 9.1250 1,648.76
1
12.0000 2,274.40
75
CLARKSTON MI 48348 11.6250 09/30/92
371,500.00
6012574 .0000 11/01/92
00
6012574 .0000 10/01/22
0
0 .5000 03/01/93
09/01/95
768/906 .1250 04/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
11/01/93
.0000 05 D
10/01/97
O 1.0000
1372267 4.1250 231,000.00
100
FAIRFIELD WILLIAM 6.1250 224,865.41
ZZ
464 LYNNBROOK AVENUE 5.8750 1,119.54
1
10.1250 1,393.84
70
VENTURA CA 93003 9.8750 02/17/94
330,000.00
0705472 .0000 04/01/94
00
4314108 .0000 03/01/24
0
0 2.8750 09/01/94
09/01/95
542/756 2.6250 10/01/94
10/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1381330 6.5000 1,080,000.00
100
BYRNES ROBERT 8.5000 1,067,570.63
ZZ
18622 SOUTH MESA DRIVE 8.2500 6,826.34
1
12.5000 8,282.26
60
VILLA PARK CA 92667 12.2500 05/13/94
1,800,000.00
0380021361 .0000 07/01/94
00
1940403932 .0000 06/01/24
0
0 3.0000 12/01/94
12/01/95
274/728 2.7500 01/01/95
01/01/96
45 5.5000 .0000
.0000
A 7.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1381675 4.5000 225,000.00
100
MADRUGA TONY 6.5000 221,019.10
ZZ
1125 DONNA BETH AVENUE 6.2500 1,140.04
1
10.5000 1,416.95
90
WEST COVINA CA 91791 10.2500 04/26/94
250,000.00
0380014630 .0000 06/01/94
04
2465911 .0000 05/01/24
17
0 2.8750 11/01/94
11/01/95
685/728 2.6250 12/01/94
12/01/95
25 3.5000 .0000
.0000
A 5.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1382121 4.7500 270,000.00
100
KURTZ CHARLES 6.7500 265,434.28
ZZ
344 CASTENADA COURT 6.5000 1,408.45
1
10.7500 1,745.05
71
DANVILLE CA 94526 10.5000 04/28/94
385,000.00
0380015454 3.0000 06/01/94
00
4265421 2.7500 05/01/24
0
0 3.0000 11/01/94
11/01/95
685/728 2.7500 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1
1.7500 1 00
00/00/00
.0000 09 0
00/00/00
O .0000
1385999 6.5000 261,000.00
100
DANKWORTH STEPHEN 8.5000 258,340.73
ZZ
285 BORREGO COURT 8.2500 1,649.70
1
12.5000 2,001.55
90
OCEANSIDE CA 92057 12.2500 07/01/94
290,000.00
0380041724 .0000 09/01/94
14
06004294 .0000 08/01/24
22
0 3.0000 02/01/95
02/01/96
642/728 2.7500 03/01/95
03/01/96
45 5.5000 .0000
.0000
A 7.5000 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 03 0
00/00/00
O .0000
1387111 6.3750 372,000.00
100
MITINA NINA 8.3750 367,881.06
ZZ
189-191 CORBETT AVENUE 8.1250 2,320.80
4
12.3750 2,818.00
80
SAN FRANCISCO CA 94114 12.1250 07/12/94
465,000.00
0380048604 .0000 09/01/94
00
10991074 .0000 08/01/24
0
0 2.7500 02/01/95
02/01/96
698/728 2.5000 03/01/95
03/01/96
25 5.3750 .0000
.0000
A 7.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1387222 6.8750 117,750.00
100
UPPERMAN GARY 8.8130 116,634.34
ZZ
5499 SOUTH WACO STREET 8.5630 773.53
1
12.8750 929.41
75
AURORA CO 80015 12.6250 07/07/94
157,000.00
0380045675 4.8750 09/01/94
00
6972301 4.6250 08/01/24
0
0 2.7500 02/01/95
02/01/96
372/728 2.5000 03/01/95
03/01/96
45 .0000 .0000
.0000
A .0000 6
6
1
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1389423 6.2500 102,500.00
100
MOTIEE BEHROUZ 7.2500 101,489.68
ZZ
2929 EAST 3215 SOUTH 7.0000 631.11
1
12.2500 698.52
70
SALT LAKE CITY UT 84109 12.0000 08/12/94
147,000.00
0380050576 .0000 10/01/94
00
940196 .0000 09/01/24
0
0 2.7500 03/01/95
09/01/95
A07/728 2.5000 04/01/95
10/01/95
45 5.2500 .0000
.0000
A 7.2500 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1389726 6.2500 295,000.00
100
SLOVISKY TIMOTHY 8.2500 291,846.64
ZZ
22328 CARLISLE COURT 8.0000 1,816.37
1
12.2500 2,210.11
70
NOVI MI 48374 12.0000 07/29/94
425,000.00
0380058041 .0000 09/01/94
00
09410244 .0000 08/01/24
0
0 2.7500 02/01/95
02/01/96
A13/728 2.5000 03/01/95
03/01/96
25 5.2500 .0000
.0000
A 7.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/97
.0000 05 D
08/01/99
O 1.1250
1389853 6.3750 146,800.00
100
CRANDALL DONALD 8.3750 135,687.22
ZZ
616 THICKET LANE 8.1250 915.84
1
12.3750 1,038.97
80
LAKE ST LOUIS MO 63367 12.1250 07/26/94
185,000.00
0380054735 .0000 09/01/94
00
3457448 .0000 08/01/24
0
0 2.7500 02/01/95
02/01/96
1
131/728 2.5000 03/01/95
03/01/96
25 5.3750 .0000
.0000
A 7.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/95
.0000 05 D
08/01/99
O 1.1250
1390008 6.2500 202,000.00
100
LYSS STEVEN 8.7500 196,780.68
ZZ
409 MISSISSIPPI STREET 8.3750 1,243.75
1
12.9500 1,579.56
80
SAN FRANCISCO CA 94107 12.5750 12/21/92
255,000.00
220120691 .0000 02/01/93
00
0120691 .0000 01/01/23
0
0 2.9500 01/01/94
01/01/96
550/550 2.5750 02/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.7000 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 01 0
00/00/00
O .0000
1390011 4.9500 424,000.00
100
SMITH NORMAN 8.8750 408,647.85
ZZ
329 BEAR OAKS LANE 8.5000 2,263.18
1
12.9500 3,314.03
63
MARTINEZ CA 94553 12.5750 01/12/93
675,000.00
220121079 .0000 03/01/93
00
22012079 .0000 02/01/23
0
0 3.2500 02/01/94
02/01/96
550/550 2.8750 03/01/94
03/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
8.0000 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390018 4.8750 421,848.95
100
CRAIN PATRICK 8.7500 414,878.72
ZZ
17651 TOURNEY ROAD 8.3750 2,252.08
1
10.8750 3,315.96
38
LOS GATOS CA 95032 10.5000 01/28/94
1,125,000.00
1
220128348 .0000 03/01/94
00
217930006 .0000 07/01/23
0
0 3.0000 07/01/94
01/01/96
550/550 2.6250 08/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
353 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390049 8.6000 408,000.00
100
WENCK KEVIN 8.5000 393,454.23
ZZ
28 TAPPAN LANE 8.1250 3,166.13
1
11.9500 3,117.32
80
ORINDA CA 94563 11.5750 12/24/91
510,000.00
220085704 5.2500 03/01/92
00
010008570 4.8750 02/01/22
0
0 2.8750 08/01/92
02/01/96
550/550 2.5000 09/01/92
03/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
3.3500 S U
.1250
.0000 S U
.1250
3.3500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390053 5.9500 200,000.00
100
ROBINSON PATRICIA 8.6250 193,295.32
ZZ
925 VERNAL AVENUE 8.2500 1,192.68
1
12.9500 1,541.86
55
MILL VALLEY CA 94941 12.5750 05/21/92
369,500.00
220099861 6.5000 08/01/92
00
010009986 6.1250 07/01/22
0
0 2.8750 01/01/93
01/01/96
550/550 2.5000 02/01/93
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
7.0000 S U
.1250
.0000 S U
.1250
.5500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390057 5.7500 160,000.00
100
SCHRINER THOMAS 9.5000 147,574.21
ZZ
1
26 MOONBEAM DRIVE 9.1250 933.72
1
11.5000 1,262.89
75
MOUNTAIN VIEW CA 94043 11.1250 04/23/93
214,000.00
220130369 .0000 06/01/93
00
220130369 .0000 05/01/23
0
0 3.0000 05/01/94
11/01/95
550/550 2.6250 06/01/94
12/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
5.7500 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 09 0
00/00/00
O .0000
1390059 5.5000 295,000.00
100
BEEBE JO ANN 8.7500 287,907.74
ZZ
816-818 SOUTH CURSON AVENUE 8.3750 1,674.98
2
11.5000 2,301.13
85
LOS ANGELES CA 90036 11.1250 06/03/93
350,000.00
220127290 .0000 08/01/93
10
220127290 .0000 07/01/23
17
0 2.9500 07/01/94
01/01/96
550/550 2.5750 08/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390060 5.9500 150,000.00
100
JOHNSON LELAND 9.7500 146,198.55
ZZ
400 DEER VALLEY ROAD #3S 9.3750 894.51
1
11.9500 1,275.44
42
SAN RAFAEL CA 94903 11.5750 02/02/93
360,000.00
220123414 .0000 04/01/93
00
220123414 .0000 03/01/23
0
0 2.9500 03/01/94
09/01/95
550/550 2.5750 04/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1
1390063 5.9500 300,000.00
100
RYAN THOMAS 9.7500 141,843.40
ZZ
1150 SACRAMENTO STREET #102 9.3750 1,789.02
1
11.9500 1,237.45
40
SAN FRANCISCO CA 94108 11.5750 01/27/93
750,000.00
220123794 .0000 04/01/93
00
220123794 .0000 03/01/23
0
0 2.9500 03/01/94
09/01/95
550/550 2.5750 04/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 08 0
00/00/00
O .0000
1390074 5.2500 346,000.00
100
BEYER MICHAEL 9.0000 337,088.31
ZZ
3248 BRODERICK STREET 8.6250 1,910.62
1
11.5000 2,755.32
90
SAN FRANCISCO CA 94123 11.1250 05/18/93
385,000.00
220130336 .0000 07/01/93
11
220130336 .0000 06/01/23
17
0 2.9500 06/01/94
12/01/95
550/550 2.5750 07/01/94
01/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.2500 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 01 0
00/00/00
O .0000
1390076 5.5000 332,500.00
100
HAMILTON JOHN 8.5000 324,732.02
ZZ
1184-1186 DOLORES STREET 8.1250 1,887.90
2
11.5000 2,536.96
70
SAN FRANCISCO CA 94110 11.1250 06/30/93
475,000.00
220135186 .0000 09/01/93
00
220135186 .0000 08/01/23
0
0 2.9500 08/01/94
02/01/96
550/550 2.5750 09/01/94
03/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
1
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390083 4.9500 363,750.00
100
ILLEMAN MARK 8.7500 352,931.95
ZZ
210 MONTE VISTA AVENUE 8.3750 1,941.59
1
12.2500 2,833.20
75
MILL VALLEY CA 94941 11.8750 01/18/93
485,000.00
220119511 .0000 03/01/93
00
220119511 .0000 02/01/23
0
0 3.1250 08/01/93
02/01/96
550/550 2.7500 09/01/93
03/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
7.3000 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390086 7.5000 300,000.00
100
ROBBINS MELVIN 9.3750 289,859.74
ZZ
53 ST. GERMAIN AVENUE 9.0000 2,097.64
1
12.9500 2,467.46
22
SAN FRANCISCO CA 94114 12.5750 04/15/92
1,400,000.00
220095505 6.5000 06/01/92
00
010009550 6.1250 05/01/22
0
0 2.8750 11/01/92
11/01/95
550/550 2.5000 12/01/92
12/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
5.4500 S U
.1250
.0000 S U
.1250
1.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390087 6.7500 360,000.00
100
CHANDLER WILLIAM 9.0000 352,852.76
ZZ
249 MABERY ROAD 8.6250 2,334.95
1
12.0000 2,882.25
80
LOS ANGELES CA 90402 11.6250 05/27/93
450,000.00
220127647 .0000 08/01/93
00
220127647 .0000 07/01/23
0
0 3.2500 01/01/94
01/01/96
550/550 2.8750 02/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
1
360 1 2.0000
2.0000
5.2500 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390114 5.9500 693,750.00
100
SATTLER ROBERT 8.5000 675,674.32
ZZ
4001 1/2 OCEAN FRONT WALK #12 8.1250 4,137.11
1
11.9500 5,302.30
75
LOS ANGELES CA 90292 11.5750 12/30/92
925,000.00
220116756 .0000 03/01/93
00
220116756 .0000 02/01/23
0
0 2.9500 02/01/94
02/01/96
550/550 2.5750 03/01/94
03/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1390117 5.1250 510,000.00
100
PATTON STEPHEN 9.1250 496,266.11
ZZ
1170 SACRAMENTO STREET #2A 8.7500 2,776.88
1
11.5000 4,102.95
68
SAN FRANCISCO CA 94108 11.1250 04/14/93
750,000.00
220129379 .0000 06/01/93
00
220129379 .0000 05/01/23
0
0 2.7500 05/01/94
11/01/95
550/550 2.3750 06/01/94
12/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.3750 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 06 0
00/00/00
O .0000
1390130 5.9500 1,000,000.00
100
GRIGGS JR THOMAS 9.7500 974,656.67
ZZ
299 SANTA PAULA AVENUE 9.3750 5,963.40
1
11.9500 8,502.94
67
SAN FRANCISCO CA 94127 11.5750 02/11/93
1,500,000.00
220120576 .0000 04/01/93
00
0120576 .0000 03/01/23
0
0 2.9500 03/01/94
09/01/95
1
550/550 2.5750 04/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 5 00
00/00/00
.0000 03 0
00/00/00
O .0000
1390147 5.5000 875,000.00
100
DALLAS JR THOMAS 8.7500 853,963.81
ZZ
1275 SAN MATEO DRIVE 8.3750 4,968.15
1
11.5000 6,825.40
70
MENLO PARK CA 94025 11.1250 05/27/93
1,250,000.00
220130831 .0000 08/01/93
00
22130831 .0000 07/01/23
0
0 2.9500 07/01/94
01/01/96
550/550 2.5750 08/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390152 6.5000 780,000.00
100
MCNEILL H 9.7500 761,527.20
ZZ
1750 MOON MOUNTAIN DRIVE 9.3750 4,930.13
1
11.9500 6,643.59
53
SONOMA CA 95476 11.5750 02/11/93
1,475,000.00
220123422 .0000 04/01/93
00
220123422 .0000 03/01/23
0
0 2.9500 03/01/94
09/01/95
550/550 2.5750 04/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
5.4500 S U
.1250
.0000 S U
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390159 3.9500 449,000.00
100
PETERSON VIRGINIA 7.9500 440,577.00
ZZ
1890 GREEN STREET 7.5750 2,130.67
1
10.2500 3,257.04
90
SAN FRANCISCO CA 94123 9.8750 02/08/94
499,000.00
1
220155275 .0000 04/01/94
04
220155275 .0000 03/01/24
20
0 2.8500 09/01/94
09/01/95
550/550 2.4750 10/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.3000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1390172 4.7500 496,000.00
100
FILTER WILLIAM 8.6250 484,855.26
ZZ
13 TEODORA COURT 8.2500 2,587.37
1
11.9500 3,832.89
80
MORAGA CA 94556 11.5750 06/04/93
620,000.00
220126615 .0000 08/01/93
00
220126615 .0000 07/01/23
0
0 2.8750 01/01/94
01/01/96
550/550 2.5000 02/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
7.2000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1390432 8.9500 356,250.00
100
MORRISON WILLIAM 8.7500 336,882.88
ZZ
2786-2788 BUSH STREET 8.3750 2,853.66
2
13.9500 2,774.84
75
SAN FRANCISCO CA 94115 13.5750 05/17/90
475,000.00
220041319 3.9500 07/01/90
00
010004131 3.5750 06/01/20
0
0 2.6500 12/01/90
12/01/95
550/550 2.2750 01/01/91
01/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
5.0000 S U
.1250
.0000 S U
.1250
5.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1390446 5.5000 1,000,000.00
100
POWERS MATTHEW 7.5000 977,490.63
ZZ
1
172 STOCKBRIDGE AVENUE 7.1250 5,677.89
1
11.5000 6,962.13
68
ATHERTON CA 94027 11.1250 08/24/93
1,487,500.00
220137596 .0000 10/01/93
00
220137596 .0000 09/01/23
0
0 2.9500 09/01/94
09/01/95
550/550 2.5750 10/01/94
10/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1391936 6.3750 266,000.00
100
DURBIN WILLIAM 7.3750 263,440.21
ZZ
3521-3523 BROOKDALE DRIVE 7.0000 1,659.49
2
12.3750 1,835.36
95
SANTA CLARA CA 95051 12.0000 07/28/94
280,000.00
4432423 .0000 10/01/94
21
4432423 .0000 09/01/24
25
0 2.6250 03/01/95
09/01/95
478/478 2.2500 04/01/95
10/01/95
45 5.3750 .0000
.0000
A 7.3750 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392109 4.9500 700,000.00
100
DOUGLAS JR JAMES 8.9500 689,941.02
T
1710 HOWELL MOUNTAIN ROAD 8.5750 3,736.39
1
10.9500 5,575.27
66
ST HELENA CA 94574 10.5750 04/08/94
1,075,000.00
220155374 .0000 06/01/94
00
220155374 .0000 05/01/24
0
0 2.8750 11/01/94
11/01/95
550/550 2.5000 12/01/94
12/01/95
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.0000 S U
.1250
.0000 S U
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1392113 5.2500 640,000.00
100
SANFORD GREGORY 8.7500 623,912.72
ZZ
18048 BLUE SAIL DRIVE 8.3750 3,534.10
1
11.5000 4,986.69
80
LOS ANGELES CA 90272 11.1250 06/08/93
800,000.00
220127860 .0000 08/01/93
00
220127860 .0000 07/01/23
0
0 2.9500 07/01/94
01/01/96
550/550 2.5750 08/01/94
02/01/96
15 .0000 .0000
.0000
A .0000 6
6
360 1 2.0000
2.0000
6.2500 S U
.1250
.0000 S U
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392539 4.5000 224,000.00
100
SHELTON JOHN 6.5000 219,199.35
ZZ
5820 RED ROCK STREET 6.2500 1,134.97
1
10.5000 1,407.60
71
LAS VEGAS NV 89118 10.2500 03/24/94
316,000.00
530015483 .0000 05/01/94
00
530015483 .0000 04/01/24
0
0 3.0000 10/01/94
10/01/95
595/581 2.7500 11/01/94
11/01/95
45 3.5000 .0000
.0000
A 5.5000 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392553 5.1250 237,700.00
100
PALMER DONALD J 7.1250 233,947.99
ZZ
33475 MONTE VERDE 6.8750 1,294.25
1
11.1250 1,596.11
75
TEMECULA CA 92593 10.8750 04/08/94
320,000.00
530015499 .0000 06/01/94
00
530015499 .0000 05/01/24
0
0 3.0000 11/01/94
11/01/95
595/581 2.7500 12/01/94
12/01/95
45 4.1250 .0000
.0000
A 6.1250 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392555 4.7500 84,000.00
100
DANCY NORA 6.7500 82,579.72
T
5301 SANDSTONE DRIVE 6.5000 438.18
1
10.7500 542.90
80
LAS VEGAS NV 89122 10.5000 04/22/94
105,000.00
530015501 .0000 06/01/94
00
530015501 .0000 05/01/24
0
0 3.0000 11/01/94
11/01/95
595/581 2.7500 12/01/94
12/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392618 5.6250 315,000.00
100
BERARDIS JOHN 7.6250 310,718.11
ZZ
1415 CABRILLO AVENUE NO 1 7.3750 1,813.32
1
11.6250 2,222.72
90
VENICE CA 90291 11.3750 04/29/94
350,000.00
530015574 .0000 07/01/94
14
530015574 .0000 06/01/24
17
0 3.0000 12/01/94
12/01/95
595/581 2.7500 01/01/95
01/01/96
45 4.6250 .0000
.0000
A 6.6250 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1392658 5.2500 243,000.00
100
BOYLAN KEVIN 7.2500 239,457.65
T
6171 N 29TH PLACE 7.0000 1,341.85
1
11.2500 1,652.29
90
PHOENIX AZ 85016 11.0000 05/26/94
270,000.00
530015621 .0000 07/01/94
01
530015621 .0000 06/01/24
17
0 3.0000 12/01/94
12/01/95
595/581 2.7500 01/01/95
01/01/96
45 4.2500 .0000
.0000
A 6.2500 6
6
1
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1392719 4.7500 304,000.00
100
ULM ROBERT 7.7500 298,003.86
ZZ
17520 HOLIDAY DRIVE 7.5000 1,585.81
1
10.7500 2,163.99
80
MORGAN HILL CA 95037 10.5000 01/25/94
380,000.00
530015838 2.8750 03/01/94
00
530015838 2.6250 02/01/24
0
0 2.8750 08/01/94
02/01/96
595/581 2.6250 09/01/94
03/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.8750 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392759 4.5000 285,000.00
100
ABITABILO ARNOLD 6.5000 279,957.46
ZZ
2551 JAMESTOWN COURT 6.2500 1,444.06
1
10.5000 1,794.80
75
OXNARD CA 93035 10.2500 04/06/94
380,000.00
530015919 3.0000 06/01/94
00
530015919 2.7500 05/01/24
0
0 3.0000 11/01/94
11/01/95
595/581 2.7500 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.5000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392764 4.6250 72,100.00
100
RANDOL JODY 6.6250 70,852.84
ZZ
135 OVERLOOK ROAD 6.3750 370.70
1
10.6250 460.01
70
ELIZABETH CO 80107 10.3750 04/25/94
103,000.00
530015924 2.7500 06/01/94
00
530015924 2.5000 05/01/24
0
0 2.7500 11/01/94
11/01/95
1
595/581 2.5000 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.8750 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1392765 4.8750 128,000.00
100
RULOFSON FRANZ 6.8750 126,000.63
ZZ
65660 CLINE FALLS ROAD 6.6250 677.39
1
10.8750 837.97
80
BEND OR 97701 10.6250 05/04/94
160,000.00
530015926 2.7500 07/01/94
00
530015926 2.5000 06/01/24
0
0 2.7500 12/01/94
12/01/95
595/581 2.5000 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.1250 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1393116 4.1250 300,000.00
100
BRADSHAW PHILIP 6.1250 292,689.59
ZZ
304 SOUTH 219TH STREET 5.8750 1,453.95
1
10.1250 1,809.57
70
SEATTLE WA 98198 9.8750 02/04/94
430,000.00
530015836 2.7500 04/01/94
00
530015836 2.5000 03/01/24
0
0 2.7500 09/01/94
09/01/95
595/581 2.5000 10/01/94
10/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.3750 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1393167 4.8750 230,000.00
100
CHAPPLE KEVIN 6.6250 226,320.94
ZZ
121 NORTH SHORE ROAD 6.3750 1,217.18
1
10.8750 1,468.17
69
LAKE OSWEGO OR 97034 10.6250 05/23/94
335,000.00
1
530015954 2.6250 07/01/94
00
530015954 2.3750 06/01/24
0
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.2500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1394758 7.7500 324,000.00
100
SCHEIDT KATHRYN 9.5000 321,459.20
ZZ
9114 RUSHING 9.1250 2,321.18
1
13.7500 2,719.77
90
SAN ANTONIO TX 78230 13.3750 07/22/94
360,000.00
3638928 .0000 09/01/94
11
3638928 .0000 08/01/24
17
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 05 D
08/01/99
O 1.0000
1394760 6.7500 102,200.00
100
LINTON NORVAL 9.5000 101,049.72
ZZ
8131 SCULLY RD 9.1250 662.87
1
12.7500 856.82
56
DEXTER MI 48130 12.3750 05/06/94
185,000.00
456378 .0000 07/01/94
00
456378 .0000 06/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/95
.0000 05 E
06/01/99
O .6250
1394765 6.6250 106,400.00
100
LINDNER JOAN 7.6250 105,587.58
ZZ
1
361 B BLUE BELL ROAD 7.2500 681.30
2
12.6250 752.38
80
WILLIAMSTOWN NJ 08094 12.2500 10/14/94
133,000.00
---------- .0000 12/01/94
00
0865337 .0000 11/01/24
0
0 3.0000 05/01/95
11/01/95
047/047 2.6250 06/01/95
12/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1394767 7.0000 137,600.00
100
GARDNER BLEWETT 9.5000 132,776.74
ZZ
1518 CRIPPLE CREEK DRIVE 9.1250 915.46
1
13.0000 1,142.01
80
IRVING TX 75061 12.6250 04/30/92
172,000.00
2064189 .0000 06/01/92
00
2064189 .0000 05/01/22
0
0 .5000 12/01/92
09/01/95
177/905 .1250 01/01/93
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/93
.0000 05 E
05/01/97
O .6250
1394770 6.7500 202,000.00
100
NESCI FRANCESCO 9.7500 183,986.55
ZZ
8 BEECHTREE DRIVE 9.3750 1,787.52
1
12.7500 2,098.38
29
LARCHMONT NY 10538 12.3750 05/04/93
717,000.00
3941710 .0000 07/01/93
00
3941710 .0000 06/01/08
0
0 .7500 12/01/93
09/01/95
177/905 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
07/01/94
.0000 05 E
06/01/98
N .6250
1
1394772 6.5000 520,000.00
100
HINOJOSA JORGE 9.5000 513,514.36
ZZ
14560 CRYSTAL TREE DRIVE 9.1250 3,304.92
1
12.5000 4,369.33
74
ORLAND PARK IL 60462 12.1250 09/10/93
710,000.00
3258238 .0000 05/01/94
00
3258238 .0000 10/01/23
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
05/01/95
.0000 05 D
04/01/99
O 1.0000
1394773 6.5000 205,000.00
100
MC CANN RANDY 9.5000 201,754.13
ZZ
LOT 39 THE WILLOWS AT LAKE RH 9.1250 1,302.90
1
12.5000 1,714.66
71
WINDERMERE FL 34786 12.1250 06/07/93
291,900.00
2060591 .0000 02/01/94
00
2060591 .0000 12/01/23
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
359 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
02/01/95
.0000 05 D
01/01/99
O .6250
1394774 6.5000 452,000.00
100
MANLEY BARCLAY 9.5000 443,883.66
ZZ
43 EAST BEND LANE 9.1250 2,889.25
1
12.5000 3,802.64
80
HOUSTON TX 77007 12.1250 10/29/92
566,663.00
437968 .0000 12/01/93
00
437968 .0000 11/01/22
0
0 .5000 06/01/93
09/01/95
177/905 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
348 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
12/01/94
.0000 03 D
11/01/98
O 1.0000
1394777 7.7500 90,000.00
100
YOUNGS ROBERT 9.5000 84,249.83
ZZ
1720 RIDGEMOOR DRIVE SE 9.1250 644.77
1
13.7500 738.40
75
GRAND RAPIDS MI 49506 13.3750 07/07/94
120,000.00
4677056 .0000 09/01/94
00
4677056 .0000 08/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 05 E
08/01/99
O .6250
1394779 8.5000 56,000.00
100
FAIN WOODROW 9.5000 53,439.34
ZZ
RT 2, BOX 104 9.1250 432.20
1
14.5000 463.24
78
SEAGOVILLE TX 75159 14.1250 05/16/91
72,500.00
5802938 .0000 01/01/92
00
5802938 .0000 06/01/21
0
0 .5000 09/01/91
09/01/95
177/905 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
01/01/93
.0000 05 E
12/31/96
O .6250
1394782 6.5000 148,700.00
100
DESHAW PATRICK 8.5000 147,040.72
ZZ
BLUE ISLE DRIVE 8.1250 945.08
1
12.5000 1,144.67
80
HOLLAND MI 49424 12.1250 12/15/93
186,028.00
4631901 .0000 08/01/94
00
4631901 .0000 01/01/24
0
0 .5000 06/01/94
09/01/95
177/905 .1250 07/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
08/01/94
.0000 05 E
07/01/99
O .6250
1394783 6.5000 216,000.00
100
KAYLOR KENNETH 9.5000 210,068.12
ZZ
2202 FOUNTAIN WAY 9.1250 1,376.72
1
12.5000 1,804.88
80
SAN ANTONIO TX 78248 12.1250 07/15/92
270,000.00
5939283 .0000 06/01/93
00
5939283 .0000 08/01/22
0
0 .5000 03/01/93
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
351 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
06/01/94
.0000 05 D
05/01/98
O 1.0000
1394786 10.2500 300,000.00
100
YORK EDWARD 9.2500 279,396.81
ZZ
1923 CLUB DRIVE 8.8750 2,688.30
1
16.2500 2,390.67
62
TROY MI 48098 15.8750 08/28/90
483,891.00
4328981 .0000 10/01/90
00
4328981 .0000 09/01/20
0
0 .2500 12/01/90
09/01/95
177/905 -.1250 01/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 .0000
.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
11/01/90
.0000 05 L
08/01/20
O .6250
1394790 7.7500 67,400.00
100
KOWALEWSKI THOMAS 9.5000 66,865.57
T
2669 DEVONSHIRE 9.1250 482.86
1
13.7500 565.78
75
LEONARD MI 48367 13.3750 07/14/94
89,900.00
4685016 .0000 09/01/94
00
4685016 .0000 08/01/24
0
0 .5000 12/01/94
09/01/95
1
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 05 E
08/01/99
O .6250
1394791 6.5000 96,000.00
100
ANSTETH JOHN 9.5000 94,896.04
ZZ
349 NORTH SHORE 9.1250 606.79
1
12.5000 804.21
42
LAKE ORION MI 48362 12.1250 04/01/94
230,000.00
4659601 .0000 06/01/94
00
4659601 .0000 05/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/95
.0000 05 E
05/01/99
O .6250
1394793 6.7500 225,000.00
100
WEBBER ROBERT 9.5000 222,501.72
ZZ
1862 BROMLEY LANE 9.1250 1,459.35
1
12.7500 1,885.63
79
ROCHESTER HILL MI 48306 12.3750 04/18/94
285,000.00
4659520 .0000 06/01/94
00
4659520 .0000 05/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/95
.0000 05 D
05/01/99
O 1.0000
1394802 7.2500 124,000.00
100
RADENZ MICHAEL 9.2500 122,798.97
ZZ
1038 BARKSTON DRIVE 8.8750 845.90
1
13.2500 1,019.67
80
KATY TX 77450 12.8750 05/23/94
155,000.00
1
5505852 .0000 07/01/94
00
5505852 .0000 06/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/95
.0000 05 E
06/01/99
O .6250
1394806 7.7500 86,400.00
100
SVATEK RANDALL 9.5000 85,691.13
ZZ
1114 MERRIBROOK LANE 9.1250 618.98
1
13.7500 725.27
90
PEARLAND TX 77581 13.3750 07/13/94
96,000.00
3312593 .0000 09/01/94
10
3312593 .0000 08/01/24
17
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 05 E
08/01/99
O .5000
1394807 7.2500 275,000.00
100
ZIMMERMAN GARY 9.2500 255,719.95
ZZ
551 BEGONIA STREET 8.8750 1,875.98
1
13.2500 2,118.93
63
BELLAIRE TX 77401 12.8750 06/21/94
439,000.00
3312542 .0000 08/01/94
00
3312542 .0000 07/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/95
.0000 05 E
07/01/99
O .5000
1394811 7.0000 604,000.00
100
ZIGLER JACK 9.5000 557,730.55
ZZ
1
7480 STONE CREEK LANE 9.1250 4,018.43
1
13.0000 4,811.47
80
ANAHEIM CA 92087 12.6250 05/11/92
755,000.00
5629900 .0000 07/01/92
00
5629900 .0000 06/01/22
0
0 .5000 12/01/92
09/01/95
177/905 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/93
.0000 05 D
06/01/97
O 1.0000
1394814 10.2500 262,500.00
100
SEWELL GERALD 9.2500 248,474.37
ZZ
2619 NEW MCCRARY ROAD 8.8750 2,352.27
1
16.2500 2,127.89
70
RICHMOND TX 77469 15.8750 07/18/90
375,000.00
4611063 .0000 09/01/90
00
4611063 .0000 08/01/20
0
0 .2500 12/01/90
09/01/95
177/905 -.1250 01/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 .0000
.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/90
.0000 05 L
07/01/20
O .6250
1394815 7.7500 81,000.00
100
CRUZ RAMON 9.5000 80,281.77
ZZ
1495 FARMER 9.1250 580.29
1
13.7500 679.29
86
PLYMOUTH MI 48170 13.3750 07/27/94
94,900.00
4687809 .0000 09/01/94
11
4687809 .0000 08/01/24
17
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 05 E
08/01/99
O .5000
1
1394818 8.5000 650,000.00
100
BARR BYRON 9.5000 623,754.82
ZZ
6638 WILLIAMSON ROAD 9.1250 4,997.94
1
14.5000 5,391.60
50
DALLAS TX 75214 14.1250 10/09/91
1,300,000.00
2046466 .0000 12/01/91
00
2046466 .0000 11/01/21
0
0 .5000 06/01/92
09/01/95
177/905 .1250 07/01/92
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
12/01/92
.0000 05 D
11/01/96
O 1.0000
1394820 7.2500 87,600.00
100
LEVINE BARRY 9.2500 86,751.54
ZZ
7510 CAMOMILE COVE 8.8750 597.59
1
13.2500 720.35
80
SAN ANTONIO TX 78249 12.8750 05/25/94
109,500.00
3637263 .0000 07/01/94
00
3637263 .0000 06/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/95
.0000 05 E
06/01/99
O .5000
1394825 9.0000 108,000.00
100
DIEDERICH DENIS 9.5000 103,484.61
ZZ
1820 HIDDEN HILLS 9.1250 868.99
1
15.0000 895.10
80
ROCKWALL TX 75087 14.6250 08/12/91
135,000.00
2044714 .0000 10/01/91
00
2044714 .0000 09/01/21
0
0 .5000 09/01/91
09/01/95
177/905 .1250 10/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
10/01/92
.0000 05 E
09/01/96
O .6250
1394826 7.2500 188,000.00
100
KINCHEN KENDALL 9.2500 180,757.00
ZZ
1801 WASHINGTON IRVING DRIVE 8.8750 1,716.18
1
13.2500 1,928.18
80
PEARLAND TX 77581 12.8750 06/02/94
235,000.00
5410169 .0000 08/01/94
00
5410169 .0000 07/01/09
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/95
.0000 05 K
07/01/99
O .6250
1394832 6.5000 140,000.00
100
ZANDER STEPHEN 9.7500 137,523.12
T
167 BORA BORA 9.3750 889.79
1
12.5000 1,198.34
58
TIKI ISLAND TX 77551 12.1250 04/14/93
245,000.00
1923421 .0000 12/01/93
00
1923421 .0000 05/01/23
0
0 .7500 12/01/93
09/01/95
177/905 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
12/01/94
.0000 03 E
11/01/98
O .6250
1394836 6.3750 650,000.00
100
FASOLA JR ALFRED 9.7500 642,460.19
ZZ
7 BENEDEK ROAD 9.3750 4,055.15
1
12.3750 5,560.93
76
LAWRENCE NJ 08648 12.0000 04/04/94
865,000.00
2106167 .0000 06/01/94
00
2106167 .0000 05/01/24
0
0 .7500 12/01/94
09/01/95
177/905 .3750 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/95
.0000 05 E
05/01/99
O 1.0000
1394845 6.5000 108,000.00
100
KUIPERS JAMES 9.5000 21,053.13
ZZ
2110 84TH STREET 9.1250 970.19
1
12.5000 246.56
66
BROOKS TOWNSHI MI 49337 12.1250 06/16/93
164,000.00
4502523 .0000 05/01/94
00
4502523 .0000 07/01/08
0
0 .5000 12/01/93
09/01/95
177/905 .1250 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
171 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
05/01/95
.0000 05 K
04/01/99
O .6250
1394847 6.5000 150,600.00
100
ROTELLA MARY 8.5000 148,836.23
ZZ
10266 ABRAMS FORK 8.1250 959.88
1
12.5000 1,186.62
80
BRIGHTON MI 48116 12.1250 11/12/93
188,300.00
4490070 .0000 10/01/94
00
4490070 .0000 12/01/23
0
0 .5000 06/01/94
09/01/95
177/905 .1250 07/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
351 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
08/30/94
.0000 05 E
09/01/99
O .6250
1394848 7.7500 50,000.00
100
DAVIS MARK 9.5000 49,591.94
ZZ
10117 OGEMAW COURT 9.1250 358.21
1
13.7500 419.81
80
PINCKNEY MI 48169 13.3750 08/29/94
62,500.00
4688104 .0000 10/01/94
00
4688104 .0000 09/01/24
0
0 .5000 03/01/95
09/01/95
1
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/95
.0000 05 E
09/01/99
O .5000
1394850 7.7500 65,000.00
100
ANSARA ELIA 9.5000 62,934.19
ZZ
44486 PENNEY COURT 9.1250 611.83
1
13.7500 676.74
41
CANTON MI 48187 13.3750 08/15/94
159,500.00
4687825 .0000 10/01/94
00
4687825 .0000 09/01/09
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/95
.0000 05 K
09/01/99
O .5000
1394851 6.5000 137,500.00
100
BEILFUSS VERNON 8.7500 133,099.81
ZZ
LAKE MICH. DRIVE 8.3750 869.09
1
12.5000 1,068.58
80
FENNVILLE MI 49408 12.1250 12/21/92
173,000.00
4464893 .0000 08/01/93
00
4464893 .0000 01/01/23
0
0 .5000 06/01/93
09/01/95
177/905 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
08/01/94
.0000 05 E
07/01/98
O .6250
1394853 6.5000 55,000.00
100
THOELE ALAN 9.7500 53,853.14
ZZ
1 NAPLES AVENUE 9.3750 347.64
1
12.5000 468.96
29
EAST NORWALK CT 06855 12.1250 05/24/93
191,000.00
1
3943895 .0000 07/01/93
00
3943895 .0000 06/01/23
0
0 .7500 12/01/93
09/01/95
177/905 .3750 01/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
07/01/94
.0000 05 E
06/01/98
O .6250
1394856 7.7500 66,000.00
100
KAMMERER JR CHARLES 9.5000 65,532.23
ZZ
1009 KELSO DRIVE 9.1250 472.83
1
13.7500 554.15
64
GLEN BURNIE MD 21061 13.3750 08/12/94
103,500.00
5213983 .0000 10/01/94
00
5213983 .0000 09/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
10/01/95
.0000 05 E
09/01/99
O .5000
1394858 6.7500 124,000.00
100
HANSEN KAREN 8.7500 122,830.30
ZZ
126 KUETHE DRIVE 8.3750 804.26
1
12.7500 973.92
80
ANNAPOLIS MD 21403 12.3750 06/03/94
155,000.00
5212481 .0000 08/01/94
00
5212481 .0000 07/01/24
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/95
.0000 05 E
07/01/99
O .6250
1394894 6.5000 84,150.00
100
CLARK JR JAMES 9.5000 80,423.69
ZZ
1
2510 40TH AVE N 9.1250 534.83
1
12.5000 685.30
80
TEXAS CITY TX 77590 12.1250 11/16/92
105,246.00
5075963 .0000 07/01/93
00
5075963 .0000 12/01/22
0
0 .5000 06/01/93
09/01/95
177/905 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
07/01/94
.0000 03 E
06/01/98
O .6250
1394898 6.5000 480,000.00
100
JOHNSON IV SYLVESTER 9.5000 475,054.82
ZZ
6354 AUDEN 9.1250 3,059.37
1
12.5000 4,044.20
80
HOUSTON TX 77005 12.1250 08/24/93
605,000.00
3402151 .0000 07/01/94
00
3402151 .0000 09/01/23
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
351 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/95
.0000 03 D
06/01/99
O 1.0000
1394900 10.2500 96,000.00
100
ROBINSON SANDRA 9.2500 90,895.95
ZZ
28-34 WHITE BIRCH LANE 8.8750 860.26
1
16.2500 775.18
61
SOUTHBURY CT 06488 15.8750 12/13/90
159,000.00
3916219 .0000 02/01/91
00
3916219 .0000 01/01/21
0
0 .2500 03/01/91
09/01/95
177/905 -.1250 04/01/91
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 .0000
.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 01
03/01/91
.0000 05 E
12/01/20
O .6250
1
1394910 6.5000 125,000.00
100
SMITH SR JAMES 9.5000 118,414.47
ZZ
109 CASTLEWOOD 9.1250 1,111.15
1
12.5000 1,316.05
63
FRIENDSWOOD TX 77546 12.1250 09/09/93
198,939.00
3402355 .0000 05/01/94
00
3402355 .0000 10/01/08
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
174 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
05/01/95
.0000 05 K
04/01/99
O .6250
1395021 7.7500 100,000.00
100
STRONG CIARAN 9.5000 99,199.50
ZZ
34 FINNERTY PLACE 9.1250 716.41
1
13.7500 839.44
71
PUTNAM VALLEY NY 10579 13.3750 07/05/94
142,500.00
3155625 .0000 09/01/94
00
3155625 .0000 08/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
09/01/95
.0000 05 E
08/01/99
O .6250
1395071 6.5000 89,000.00
100
SERNA LAWRENCE 8.5000 88,134.84
ZZ
4 HARBOUR POINT CIRCLE 8.1250 565.66
1
12.5000 686.14
67
COLDSPRING TX 77331 12.1250 01/14/94
134,000.00
3103561 .0000 09/01/94
00
3103561 .0000 02/01/24
0
0 .5000 09/01/94
09/01/95
177/905 .1250 10/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 01
09/01/94
.0000 05 E
08/01/99
O .6250
1395406 7.2500 84,000.00
100
SCHMIDT LEA 9.2500 83,292.78
ZZ
3160 NEWARK 8.8750 573.03
1
13.2500 689.71
58
ELBA TWP MI 48446 12.8750 07/26/94
146,000.00
3070981 .0000 09/01/94
00
3070981 .0000 08/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
09/01/95
.0000 05 E
08/01/99
O .5000
1395564 7.2500 70,000.00
100
DEFAZIO JR JOHN 9.2500 68,961.08
ZZ
154 LYNNWAY UNIT #201 8.8750 477.52
1
13.2500 570.71
78
LYNN MA 01902 12.8750 08/31/94
90,000.00
3214966 .0000 10/01/94
00
3214966 .0000 09/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
10/01/95
.0000 01 E
09/01/99
O .5000
1395726 7.7500 78,400.00
100
LAMB ROBERT 9.5000 75,359.03
ZZ
8930 PINE SHORES DRIVE 9.1250 737.96
1
13.7500 815.42
80
ATASCOCITA TX 77346 13.3750 06/24/94
98,000.00
3111954 .0000 08/01/94
00
3111954 .0000 07/01/09
0
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
180 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/94
.0000 05 E
07/01/99
O .5000
1395871 6.5000 328,000.00
100
IRWIN GLEN 9.5000 323,785.10
ZZ
11713 MONICA 9.1250 2,073.18
1
12.5000 2,747.05
80
HOUSTON TX 77024 12.1250 02/28/94
410,000.00
3110893 .0000 04/01/94
00
3110893 .0000 03/01/24
0
0 .5000 09/01/94
09/01/95
177/905 .1250 10/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
04/01/95
.0000 05 E
03/01/99
O .6250
1395889 6.0000 50,000.00
100
SNYDER DAROLD 8.0000 49,293.05
ZZ
717 NW 4TH STREET 7.6250 299.78
1
12.0000 365.83
59
GRANTS PASS OR 97526 11.6250 03/21/94
85,000.00
670766 .0000 05/01/94
00
670766 .0000 04/01/24
0
0 3.5000 10/01/94
10/01/95
072/072 3.1250 11/01/94
11/01/95
45 5.0000 .0000
.0000
A 7.0000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1395890 4.5000 134,350.00
100
BENNETT KERMAN 6.5000 132,233.21
ZZ
117 MARCY LOOP ROAD 6.1250 680.74
1
10.5000 846.08
80
GRANTS PASS OR 97526 10.1250 06/10/94
167,947.00
1116398 .0000 08/01/94
00
1116398 .0000 07/01/24
0
0 2.7500 01/01/95
01/01/96
1
072/072 2.3750 02/01/95
02/01/96
45 3.5000 .0000
.0000
A 5.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395892 7.2500 155,000.00
100
BAKER JACQUELYN 8.2500 131,031.09
ZZ
6001 HILLCREST 7.8750 1,476.10
1
12.2500 1,159.42
71
MEDFORD OR 97504 11.8750 04/22/88
220,000.00
2866382 .0000 05/01/88
00
2866382 .0000 11/01/13
0
0 2.5000 12/01/88
12/01/95
072/072 2.1250 01/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
307 1 .6250
.6250
5.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395894 7.7500 37,456.07
100
WILSON LYNN 8.3750 31,920.65
ZZ
1143 LOUISE CIRCLE 8.0000 283.23
1
12.7500 285.45
79
GRANTS PASS OR 97526 12.3750 11/23/88
47,500.00
2871173 .0000 12/01/88
00
2871173 .0000 10/01/13
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
299 1 .6250
.6250
5.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395895 7.2500 50,408.56
100
SCOTT CLARENCE 8.0000 44,317.71
ZZ
1750 LEONARD ROAD 7.6250 364.36
1
12.2500 386.17
78
GRANTS PASS OR 97527 11.8750 09/02/88
65,000.00
1
2871203 .0000 09/01/88
00
2871203 .0000 10/01/13
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
302 1 .6250
.6250
5.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395897 7.2500 53,614.32
100
FINCH PHILIP 8.5000 44,100.06
ZZ
345 EAST HAWKSDALE 8.1250 379.86
1
12.2500 388.45
80
GRANTS PASS OR 97526 11.8750 05/27/88
67,500.00
2871505 .0000 06/01/88
00
2871505 .0000 11/01/14
0
0 2.7500 12/01/88
12/01/95
072/072 2.3750 01/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
318 1 .6250
.6250
5.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395899 9.0000 48,800.00
100
WAYMAN WILLIAM 8.2500 30,311.99
ZZ
4057 CARLTON ROAD 7.8750 392.66
1
12.2500 260.20
80
CENTRAL POINT OR 97502 11.8750 04/04/88
61,000.00
2872391 .0000 04/01/88
00
2872391 .0000 11/01/16
0
0 2.5000 12/01/88
12/01/95
072/072 2.1250 01/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
344 1 .6250
.6250
5.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395900 7.2500 37,900.00
100
HOWLETT DAVID 8.2500 18,366.25
ZZ
1
2574 DELLWOOD AVENUE 7.8750 299.55
1
12.2500 195.14
49
MEDFORD OR 97504 11.8750 03/23/88
77,900.00
2873664 .0000 05/01/88
00
2873664 .0000 04/01/18
0
0 2.5000 12/01/88
12/01/95
072/072 2.1250 01/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395901 7.2500 90,000.00
100
KRANENBURG LEONARD 8.2500 71,254.62
ZZ
2109 KNOWLES ROAD 7.8750 613.96
1
12.2500 579.09
71
MEDFORD OR 97501 11.8750 04/26/88
128,300.00
2873826 .0000 06/01/88
00
2873826 .0000 05/01/18
0
0 2.5000 12/01/88
12/01/95
072/072 2.1250 01/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395903 7.2500 250,000.00
100
SEUS ROBERT 8.2500 222,220.16
ZZ
635 N. OREGON STREET 7.8750 1,705.44
1
12.2500 1,803.74
66
JACKSONVILLE OR 97530 11.8750 05/16/88
380,000.00
2873958 .0000 07/01/88
00
2873958 .0000 06/01/18
0
0 2.5000 12/01/88
12/01/95
072/072 2.1250 01/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1395904 7.2500 50,350.00
100
HERTZ G 7.8750 45,855.27
ZZ
2116 HARRISON AVENUE 7.5000 343.48
1
12.2500 361.07
95
MEDFORD OR 97504 11.8750 05/16/88
53,000.00
2873966 .0000 07/01/88
14
2873966 .0000 06/01/18
25
0 2.5000 06/01/89
12/01/95
072/072 2.1250 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395906 7.2500 60,000.00
100
OLSRUD STEVEN 7.5000 55,204.71
ZZ
14577 HIGHWAY 234 7.1250 409.31
1
12.2500 414.85
59
GOLD HILL OR 97525 11.8750 05/23/88
102,000.00
2873982 .0000 12/01/88
00
2873982 .0000 11/01/18
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395907 7.2500 37,500.00
100
TERRY JULIA 7.8750 34,473.21
ZZ
108 OHIO STREET 7.5000 255.82
1
12.2500 271.10
59
ASHLAND OR 97520 11.8750 06/20/88
64,500.00
2874016 .0000 08/01/88
00
2874016 .0000 07/01/18
0
0 2.5000 06/01/89
12/01/95
072/072 2.1250 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395908 7.2500 46,400.00
100
MILLS ROBERT 8.0000 42,245.76
ZZ
836 MODOC AVENUE NORTH 7.6250 316.53
1
12.2500 335.63
80
MEDFORD OR 97504 11.8750 06/08/88
58,000.00
2874024 .0000 08/01/88
00
2874024 .0000 07/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395909 7.2500 51,200.00
100
BEAUCHAMP DEBORAH 7.8750 46,438.88
ZZ
580 MORTON STREET 7.5000 349.27
1
12.2500 365.48
80
ASHLAND OR 97520 11.8750 06/02/88
64,000.00
2874032 .0000 08/01/88
00
2874032 .0000 07/01/18
0
0 2.5000 06/01/89
12/01/95
072/072 2.1250 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395910 7.2500 38,950.00
100
THOMPSON KENNETH 7.8750 35,383.90
ZZ
829 HAZEL STREET 7.5000 265.71
1
12.2500 278.26
95
CENTRAL POI OR 97502 11.8750 06/03/88
41,000.00
2874041 .0000 08/01/88
14
2874041 .0000 07/01/18
25
0 2.5000 06/01/89
12/01/95
072/072 2.1250 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
1
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395911 7.2500 70,000.00
100
SCHIREMAN GLENN 8.0000 38,189.97
ZZ
2944 HOLLYBURN RIDGE 7.6250 477.52
1
12.2500 303.40
56
MEDFORD OR 97504 11.8750 06/06/88
125,000.00
2874059 .0000 08/01/88
00
2874059 .0000 07/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395912 7.2500 35,000.00
100
WASHBURN WAYNE 7.7500 20,959.45
ZZ
6002 THOMPSON CREEK ROAD 7.3750 238.76
1
12.2500 162.09
32
APPLEGATE OR 97530 11.8750 06/16/88
110,000.00
2874121 .0000 01/01/89
00
2874121 .0000 12/01/18
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395913 7.2500 93,000.00
100
SEUS MARK 8.0000 84,425.03
ZZ
361 HARVARD PLACE 7.6250 634.42
1
12.2500 670.72
75
MEDFORD OR 97504 11.8750 06/28/88
124,000.00
2874199 .0000 08/01/88
00
2874199 .0000 07/01/18
0
0 2.7500 06/01/89
12/01/95
1
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395914 7.2500 59,900.00
100
FRICKEY ALLAN 8.0000 55,178.12
ZZ
61357 KING SOLOMON COURT 7.6250 408.62
1
12.2500 437.81
80
BEND OR 97702 11.8750 07/05/88
74,900.00
2874211 .0000 09/01/88
00
2874211 .0000 08/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395916 7.2500 67,950.00
100
LILLICH MARK 8.0000 61,974.60
ZZ
1972 CAMELLIA AVENUE 7.6250 463.54
1
12.2500 491.74
90
MEDFORD OR 97504 11.8750 07/18/88
75,500.00
2874296 .0000 09/01/88
14
2874296 .0000 08/01/18
20
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395917 7.2500 159,200.00
100
COX JAMES 8.0000 147,299.50
ZZ
3503 BRANNON DRIVE 7.6250 1,086.02
1
12.2500 1,161.53
80
MEDFORD OR 97504 11.8750 07/14/88
199,000.00
1
2874300 .0000 02/01/89
00
2874300 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395918 7.2500 72,000.00
100
GORRELL EARL 8.0000 66,301.76
ZZ
522 HOGAN AVENUE 7.6250 491.17
1
12.2500 526.07
80
MEDFORD OR 97504 11.8750 07/15/88
90,000.00
2874318 .0000 09/01/88
00
2874318 .0000 08/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395919 7.2500 48,800.00
100
SKEEN DIANE 8.0000 35,596.95
ZZ
2833 BARCLAY ROAD 7.6250 332.90
1
12.2500 282.44
80
MEDFORD OR 97504 11.8750 07/27/88
61,000.00
2874342 .0000 09/01/88
00
2874342 .0000 08/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395920 7.2500 129,000.00
100
FLYNN STEVE 8.0000 116,674.97
ZZ
1
1460 FIELDER STREET 7.6250 880.01
1
12.2500 920.04
80
ASHLAND OR 97520 11.8750 08/05/88
161,800.00
2874369 .0000 02/01/89
00
2874369 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395921 7.2500 40,000.00
100
BOZENSKI MADELINE 8.0000 36,825.30
ZZ
2926 ROGUE RIVER HWY 7.6250 272.87
1
12.2500 291.94
55
GOLD HILL OR 97525 11.8750 08/01/88
74,000.00
2874377 .0000 10/01/88
00
2874377 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395922 7.2500 60,300.00
100
WALTER FRED 8.0000 55,499.82
ZZ
369 NORTH LAUREL STREET 7.6250 411.35
1
12.2500 439.81
90
ASHLAND OR 97520 11.8750 08/31/88
67,000.00
2874385 .0000 10/01/88
14
2874385 .0000 09/01/18
20
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1395923 7.2500 60,000.00
100
NICHOLS MARJORIE 8.0000 55,346.41
ZZ
682 GLENDALE AVENUE 7.6250 409.31
1
12.2500 438.60
71
ASHLAND OR 97520 11.8750 08/09/88
85,000.00
2874393 .0000 10/01/88
00
2874393 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395924 7.2500 44,850.00
100
ANDERSON JUDITH 8.0000 39,333.78
ZZ
265 THIRD STREET 7.6250 305.96
1
12.2500 312.98
80
ASHLAND OR 97520 11.8750 08/11/88
56,100.00
2874415 .0000 10/01/88
00
2874415 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395925 7.2500 94,400.00
100
NORDLUND WILLIAM 8.0000 87,078.43
ZZ
2 CINDER LANE 7.6250 643.97
1
12.2500 690.06
80
SUNRIVER OR 97707 11.8750 08/15/88
118,000.00
2874431 .0000 10/01/88
00
2874431 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395926 7.2500 120,000.00
100
PREWITT CRAIG 8.0000 110,653.62
ZZ
2692 PIONEER ROAD 7.6250 818.61
1
12.2500 876.88
80
MEDFORD OR 97501 11.8750 08/12/88
150,000.00
2874440 .0000 10/01/88
00
2874440 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395927 7.2500 48,000.00
100
CARROLL CLAIRE 8.0000 43,805.30
ZZ
1170 PROSPECT STREET 7.6250 327.44
1
12.2500 347.14
60
ASHLAND OR 97520 11.8750 08/10/88
80,000.00
2874458 .0000 10/01/88
00
2874458 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395929 7.2500 35,000.00
100
HUTSON CHARLES 8.0000 14,701.41
ZZ
2734 WILKSHIRE DRIVE 7.6250 410.49
1
12.2500 419.93
25
MEDFORD OR 97504 11.8750 11/29/88
140,000.00
2874491 .0000 01/01/89
00
2874491 .0000 12/01/98
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
1
120 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395930 7.2500 63,900.00
100
HEIDE ROBERT 7.3750 58,937.11
ZZ
1057 JANES ROAD 7.0000 435.91
1
12.2500 443.12
80
MEDFORD OR 97501 11.8750 08/23/88
79,900.00
2874504 .0000 10/01/88
00
2874504 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395931 7.2500 30,000.00
100
HILDENBRANDT ROBERT 8.0000 24,621.76
ZZ
6916 ADAMS ROAD 7.6250 204.65
1
12.2500 196.32
25
TALENT OR 97540 11.8750 08/23/88
120,000.00
2874539 .0000 10/01/88
00
2874539 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395932 7.7500 220,000.00
100
FREUND HENRY 8.3750 204,179.92
ZZ
903 PINECREST TERRACE 8.0000 1,576.11
1
12.7500 1,667.95
80
ASHLAND OR 97520 12.3750 08/29/88
275,000.00
2874563 .0000 10/01/88
00
2874563 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
1
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395933 7.7500 80,100.00
100
NIELSEN CRAIG 8.3750 74,123.59
ZZ
6811 S.W. 13TH AVENUE 8.0000 573.85
1
12.7500 605.52
90
PORTLAND OR 97219 12.3750 08/26/88
89,000.00
2874571 .0000 10/01/88
14
2874571 .0000 09/01/18
20
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395934 7.2500 33,800.00
100
CATES RHEBA 8.0000 31,044.99
ZZ
206, 208 & 210 STARK STREET 7.6250 230.58
3
12.2500 246.02
52
MEDFORD OR 97504 11.8750 08/26/88
65,000.00
2874580 .0000 10/01/88
00
2874580 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395935 7.2500 49,600.00
100
COSGROVE KATHLEEN 8.0000 45,783.96
ZZ
448 PASS CREEK ROAD 7.6250 338.36
1
12.2500 362.82
80
GRANTS PASS OR 97526 11.8750 08/26/88
62,000.00
1
2874601 .0000 10/01/88
00
2874601 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395936 7.2500 37,500.00
100
HIGLEY FAY 7.3750 34,413.61
ZZ
1610 S.W. "G" STREET 7.0000 255.82
1
12.2500 258.91
75
GRANTS PASS OR 97526 11.8750 08/26/88
50,000.00
2874610 .0000 10/01/88
00
2874610 .0000 09/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395937 7.2500 53,500.00
100
NICK JR THEODORE 8.0000 47,848.24
ZZ
6224 WINEMA DRIVE 7.6250 365.31
1
12.2500 379.18
90
KLAMATH FAL OR 97603 11.8750 08/30/88
59,500.00
2874628 .0000 10/01/88
14
2874628 .0000 09/01/18
20
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395938 7.2500 47,000.00
100
CORAY EDWARD 8.0000 43,414.03
ZZ
1
21024 GARDENIA AVENUE 7.6250 320.62
1
12.2500 343.61
64
BEND OR 97702 11.8750 09/21/88
74,500.00
2874644 .0000 11/01/88
00
2874644 .0000 10/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395939 7.7500 45,000.00
100
MEULEMANS MARLYS 8.3750 41,817.10
ZZ
605 S MOUNTAIN AVENU 8.0000 322.39
1
12.7500 341.20
57
ASHLAND OR 97520 12.3750 09/01/88
80,000.00
2874652 .0000 11/01/88
00
2874652 .0000 10/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395940 7.2500 109,500.00
100
QUITT WILLIAM 8.0000 85,947.83
ZZ
2423 GLORY C ROAD 7.6250 746.98
1
12.2500 683.98
68
MEDFORD OR 97501 11.8750 09/02/88
161,900.00
2874661 .0000 04/01/89
00
2874661 .0000 03/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1395941 7.7500 44,700.00
100
JAMESON RICHARD 8.3750 15,618.44
ZZ
1833 W EVANS CREEK ROAD 8.0000 320.24
1
12.7500 138.65
44
ROGUE RIVER OR 97537 12.3750 09/07/88
102,500.00
2874679 .0000 11/01/88
00
2874679 .0000 10/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395942 7.2500 80,000.00
100
CUNNINGHAM DAVID 8.0000 33,380.27
ZZ
4800 FOOTS CREEK ROAD 7.6250 545.74
1
12.2500 262.59
80
GOLD HILL OR 97525 11.8750 09/08/88
100,000.00
2874687 .0000 04/01/89
00
2874687 .0000 03/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395943 7.2500 55,000.00
100
BROOKOVER ROBERT 8.0000 27,302.55
ZZ
2083 LAKESIDE PLACE 7.6250 375.20
1
12.2500 230.03
66
BEND OR 97701 11.8750 09/08/88
84,000.00
2874695 .0000 11/01/88
00
2874695 .0000 10/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395944 7.7500 30,000.00
100
THERIEN JAY 8.3750 20,701.05
ZZ
316 AVERY STREET 8.0000 282.38
1
12.7500 292.35
43
ASHLAND OR 97520 12.3750 09/16/88
70,000.00
2874733 .0000 11/01/88
00
2874733 .0000 10/01/03
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
180 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395945 7.2500 49,400.00
100
EFRON HAROLD 8.0000 45,538.02
ZZ
1847 NE 13TH STREET 7.6250 337.00
1
12.2500 360.42
90
BEND OR 97701 11.8750 09/20/88
54,900.00
2874741 .0000 11/01/88
14
2874741 .0000 10/01/18
20
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395946 7.2500 40,000.00
100
BALL JUDITH 8.0000 37,098.51
ZZ
3850 CALHOUN ROAD 7.6250 272.87
1
12.2500 291.84
37
MEDFORD OR 97501 11.8750 09/27/88
109,600.00
2874831 .0000 04/01/89
00
2874831 .0000 03/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
1
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395947 7.2500 50,250.00
100
STOKES CHARLES 8.0000 46,281.76
ZZ
2338 TAYLOR ROAD 7.6250 342.79
1
12.2500 365.40
75
CENTRAL POINT OR 97502 11.8750 10/14/88
67,000.00
2874849 .0000 12/01/88
00
2874849 .0000 11/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395948 7.2500 20,000.00
100
ROSE JR EDWARD 8.0000 15,043.29
ZZ
1416 S.E. MINAM AVENUE 7.6250 136.44
1
12.2500 119.32
39
BEND OR 97702 11.8750 10/07/88
52,500.00
2874865 .0000 12/01/88
00
2874865 .0000 11/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395949 7.7500 44,400.00
100
BOYLE JAMIE 8.3750 40,405.32
ZZ
1349 EAST PARK STREET 8.0000 318.09
1
12.7500 330.51
63
GRANTS PASS OR 97527 12.3750 10/18/88
71,000.00
2874890 .0000 12/01/88
00
2874890 .0000 11/01/18
0
0 2.7500 06/01/89
12/01/95
1
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395950 7.7500 47,000.00
100
SHINN CHARLES 8.3750 43,690.05
ZZ
2911STACIE WAY 8.0000 336.71
1
12.7500 356.07
69
MEDFORD OR 97504 12.3750 10/26/88
69,000.00
2874946 .0000 12/01/88
00
2874946 .0000 11/01/18
0
0 2.7500 06/01/89
12/01/95
072/072 2.3750 07/01/89
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395951 7.7500 55,000.00
100
MOSS LARRY 8.0000 42,011.15
ZZ
5315 TERESA WAY 7.6250 394.03
1
12.7500 331.28
74
CENTRAL POINT OR 97502 12.3750 11/03/88
75,000.00
2874954 .0000 05/01/89
00
2874954 .0000 04/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395952 7.7500 61,200.00
100
EBERHARD MARK 8.0000 56,622.69
ZZ
312 NW CANYON DRIVE 7.6250 438.44
1
12.7500 447.04
90
REDMOND OR 97756 12.3750 11/08/88
68,000.00
1
2874971 .0000 01/01/89
14
2874971 .0000 12/01/18
20
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395953 7.2500 70,000.00
100
COSTELLO CRAIG 8.0000 61,922.18
ZZ
21886 RASTOVICH ROAD 7.6250 477.52
1
12.2500 492.48
66
BEND OR 97701 11.8750 11/16/88
107,000.00
2874989 .0000 01/01/89
00
2874989 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395954 7.7500 44,800.00
100
BINGHAM CHRISTOPH 8.0000 38,152.79
ZZ
797 WAGONTIRE ROAD 7.6250 320.95
1
12.7500 302.95
80
MYRTLE CREEK OR 97457 12.3750 11/15/88
56,000.00
2874997 .0000 01/01/89
00
2874997 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395955 7.7500 40,000.00
100
FISCHER JIMMIE 8.0000 36,993.68
ZZ
1
535 EVERGREEN LOOP 7.6250 286.56
1
12.7500 292.07
64
REEDSPORT OR 97467 12.3750 12/06/88
62,500.00
2875004 .0000 01/01/89
00
2875004 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395956 7.7500 76,800.00
100
SACKETT DAVID 8.0000 71,092.26
ZZ
1740 NE HILLCREST LANE 7.6250 550.20
1
12.7500 561.28
80
GRANTS PASS OR 97526 12.3750 11/16/88
96,000.00
2875012 .0000 01/01/89
00
2875012 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395957 7.7500 50,400.00
100
SMITH MERRILL 8.0000 37,635.66
ZZ
430 HOLLY STREET 7.6250 361.07
1
12.7500 297.14
80
ASHLAND OR 97520 12.3750 11/30/88
63,000.00
2875055 .0000 01/01/89
00
2875055 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1395958 7.7500 46,000.00
100
THOMAS DAREN 8.0000 30,886.07
ZZ
149 WINEMA WAY 7.6250 329.55
1
12.7500 243.55
73
MEDFORD OR 97501 12.3750 12/05/88
63,500.00
2875080 .0000 02/01/89
00
2875080 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395959 7.7500 100,000.00
100
OSBORN JR MARVIN 8.0000 92,684.89
ZZ
420 FRIENDSHIP STREET 7.6250 716.41
1
12.7500 730.87
75
ASHLAND OR 97520 12.3750 12/07/88
134,000.00
2875098 .0000 02/01/89
00
2875098 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395960 7.7500 95,000.00
100
GOLDING CARROLL 8.0000 88,531.28
ZZ
5412 E EVANS CREEK ROAD 7.6250 680.59
1
12.7500 693.97
69
ROGUE RIVER OR 97537 12.3750 12/29/88
138,500.00
2875101 .0000 07/01/89
00
2875101 .0000 06/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395961 7.7500 82,000.00
100
WAMPLER MICHAEL 8.0000 68,909.08
ZZ
223 GOLDEN DRIVE 7.6250 587.46
1
12.7500 546.57
80
SCOTTSBURG OR 97473 12.3750 12/21/88
102,500.00
2875110 .0000 02/01/89
00
2875110 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395962 7.7500 147,200.00
100
TISDALE SHARON 8.0000 137,027.75
ZZ
310 SCENIC DRIVE 7.6250 1,054.56
1
12.7500 1,074.12
80
ASHLAND OR 97520 12.3750 12/19/88
184,500.00
2875128 .0000 07/01/89
00
2875128 .0000 06/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395964 7.7500 39,500.00
100
HARVEY MICHAEL 8.0000 32,354.89
ZZ
525 N 10TH STREET 7.6250 282.98
1
12.7500 256.34
80
COOS BAY OR 97420 12.3750 12/20/88
49,500.00
2875152 .0000 02/01/89
00
2875152 .0000 01/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
1
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395966 7.2500 72,200.00
100
WEGNER SAMUEL 8.0000 66,519.21
ZZ
3196 SPRINGBROOK ROAD 7.6250 492.53
1
12.2500 525.22
95
MEDFORD OR 97504 11.8750 12/30/88
76,000.00
2875195 .0000 02/01/89
14
2875195 .0000 01/01/19
25
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 6.6250 .0000
.0000
A 7.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395967 7.7500 32,800.00
100
WHITELEY DELORES 8.0000 30,438.76
ZZ
518 PARK AVENUE 7.6250 234.98
1
12.7500 239.74
70
MEDFORD OR 97501 12.3750 01/04/89
46,900.00
2875209 .0000 03/01/89
00
2875209 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395968 7.7500 50,000.00
100
JAMES STEVEN 8.0000 43,132.04
ZZ
7798 NE 33RD STREET 7.6250 358.21
1
12.7500 341.34
61
REDMOND OR 97756 12.3750 01/06/89
82,000.00
2875225 .0000 03/01/89
00
2875225 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
1
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395969 7.7500 103,100.00
100
PETERSON REIDER 8.0000 95,623.73
ZZ
367 MAPLE STREET 7.6250 738.62
1
12.7500 753.13
75
ASHLAND OR 97520 12.3750 01/05/89
137,500.00
2875233 .0000 03/01/89
00
2875233 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395970 7.7500 75,000.00
100
JOHNSON JR KENNETH 8.0000 69,927.80
ZZ
1345 WINETEER LANE 7.6250 537.31
1
12.7500 547.51
61
GRANTS PASS OR 97527 12.3750 01/11/89
124,000.00
2875241 .0000 08/01/89
00
2875241 .0000 07/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395971 7.7500 50,400.00
100
HOOD LAWRENCE 8.0000 46,754.64
ZZ
61338 ROBINHOOD LANE 7.6250 361.07
1
12.7500 368.24
80
BEND OR 97702 12.3750 01/12/89
63,500.00
1
2875250 .0000 03/01/89
00
2875250 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1395972 7.7500 90,250.00
100
OLFSON MARK 8.0000 83,626.54
ZZ
2758 AMBLEWOOD CIRCLE 7.6250 646.56
1
12.7500 658.64
61
MEDFORD OR 97504 12.3750 01/19/89
149,000.00
2875306 .0000 03/01/89
00
2875306 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395974 7.7500 35,600.00
100
ADAMS FRANK 8.0000 32,901.97
ZZ
1555 N.W. AWBREY ROAD 7.6250 255.04
1
12.7500 259.14
80
BEND OR 97701 12.3750 01/31/89
44,500.00
2875357 .0000 03/01/89
00
2875357 .0000 02/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395975 7.7500 89,750.00
100
MOORE KEVIN 8.0000 81,227.14
ZZ
1
121 EULALONA COURT 7.6250 642.98
1
12.7500 638.98
95
KLAMATH FALLS OR 97601 12.3750 02/10/89
94,500.00
2875411 .0000 04/01/89
14
2875411 .0000 03/01/19
25
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395976 7.7500 30,000.00
100
BOBISUD SHIRLEY 8.0000 27,824.69
ZZ
1414 ST. ANDREW WAY 7.6250 214.92
1
12.7500 217.60
55
MEDFORD OR 97504 12.3750 02/10/89
55,000.00
2875446 .0000 09/01/89
00
2875446 .0000 08/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395977 7.7500 30,000.00
100
ROGERS LARRY 8.0000 26,394.66
ZZ
111 N. FIRST STREET 7.6250 214.92
1
12.7500 208.83
60
TALENT OR 97540 12.3750 02/15/89
50,000.00
2875462 .0000 04/01/89
00
2875462 .0000 03/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1395978 7.7500 53,250.00
100
CANDELA DONA 8.0000 49,422.99
ZZ
61259 KING JEROBAM AVENUE 7.6250 381.49
1
12.7500 388.94
75
BEND OR 97702 12.3750 02/22/89
71,000.00
2875471 .0000 04/01/89
00
2875471 .0000 03/01/19
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
N .0000
1395981 8.2500 111,600.00
100
HOUGHTON STEVEN 8.2500 104,329.96
ZZ
2079 N.W. LAKESIDE PLACE 7.8750 838.41
1
13.2500 836.83
90
BEND OR 97701 12.8750 04/03/89
124,000.00
2875691 .0000 05/01/89
14
2875691 .0000 04/01/19
20
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 7.6250 .0000
.0000
A 8.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/89
.0000 05 D
06/01/94
O .3750
1395982 8.5000 45,000.00
100
ADAMS LOIS 8.2500 17,932.25
ZZ
638 E MAIN STREET 7.8750 346.01
1
13.5000 146.27
75
ASHLAND OR 97520 13.1250 03/30/89
60,200.00
2875713 .0000 05/01/89
00
2875713 .0000 04/01/19
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 7.8750 .0000
.0000
A 9.1250 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
12/01/89
.0000 01 D
06/01/94
O .3750
1395983 8.2500 27,100.00
100
KLINE GENA 8.2500 21,694.63
ZZ
232 N.E. 4TH STREET 7.8750 203.59
1
13.2500 173.81
80
BEND OR 97701 12.8750 04/12/89
33,900.00
2875764 .0000 06/01/89
00
2875764 .0000 05/01/19
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 7.6250 .0000
.0000
A 8.8750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/89
.0000 05 D
06/01/94
O .3750
1395984 7.7500 120,000.00
100
MCWHORTER DUNCAN 7.7500 111,600.67
ZZ
625 E. VALLEY VIEW ROAD 7.3750 859.69
1
12.7500 857.69
75
ASHLAND OR 97520 12.3750 04/10/89
160,000.00
2875772 .0000 06/01/89
00
2875772 .0000 05/01/19
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1395985 8.5000 60,000.00
100
DOUGAL FRANK 8.2500 56,125.54
ZZ
663 RIVER BEND ROAD 7.8750 461.35
1
13.5000 449.67
70
ROSEBURG OR 97470 13.1250 04/17/89
86,500.00
2875799 .0000 06/01/89
00
2875799 .0000 05/01/19
0
0 2.5000 12/01/89
12/01/95
072/072 2.1250 01/01/90
01/01/96
45 7.8750 .0000
.0000
A 9.1250 6
6
1
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/89
.0000 05 D
06/01/94
O .3750
1395986 8.5000 50,000.00
100
BAMFORD BARBARA 7.8750 46,887.52
ZZ
450 WILEY STREET 7.5000 384.46
1
13.5000 362.01
48
ASHLAND OR 97520 13.1250 04/17/89
106,200.00
2875811 .0000 11/01/89
00
2875811 .0000 10/01/19
0
0 2.5000 06/01/90
12/01/95
072/072 2.1250 07/01/90
01/01/96
45 7.8750 .0000
.0000
A 9.1250 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
06/01/90
.0000 05 D
12/01/94
O .3750
1395987 9.5000 50,650.00
100
WILHELM KENNETH 8.2500 47,546.28
ZZ
19828 PONDEROSA DRIVE 7.8750 425.89
1
14.5000 380.50
90
BEND OR 97702 14.1250 05/25/89
56,300.00
2875969 .0000 07/01/89
14
2875969 .0000 06/01/19
20
0 2.5000 06/01/90
12/01/95
072/072 2.1250 07/01/90
01/01/96
45 8.8750 .0000
.0000
A 10.1250 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/90
.0000 05 D
12/01/94
O .3750
1395988 9.5000 65,500.00
100
ANDERSEN PAUL 8.7500 61,111.74
ZZ
1817 FILMORE DRIVE 8.3750 550.76
1
14.5000 509.38
80
MEDFORD OR 97504 14.1250 05/25/89
81,900.00
2875985 .0000 07/01/89
00
2875985 .0000 06/01/19
0
0 2.5000 06/01/90
12/01/95
1
072/072 2.1250 07/01/90
01/01/96
45 8.5000 .0000
.0000
A 10.5000 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/90
.0000 05 D
12/01/94
O .3750
1395989 9.2500 30,000.00
100
HALL DARYL 9.0000 26,576.54
ZZ
NNA FLICKER LANE 8.6250 248.80
1
14.2500 225.32
52
CRESCENT OR 97733 13.8750 08/07/89
58,000.00
2876191 .0000 10/01/89
00
2876191 .0000 09/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 8.2500 .0000
.0000
A 10.2500 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
06/01/90
.0000 05 D
12/01/94
O .3750
1395990 8.5000 65,700.00
100
RABBE DUANE 8.3750 61,899.53
ZZ
3254 DELTA WATERS ROAD 8.0000 505.18
1
13.5000 496.22
90
MEDFORD OR 97504 13.1250 09/05/89
73,000.00
2876302 .0000 03/01/90
14
2876302 .0000 02/01/20
20
0 2.7500 03/01/90
09/01/95
072/072 2.3750 04/01/90
10/01/95
45 7.5000 .0000
.0000
A 9.5000 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
03/01/90
.0000 05 D
09/01/94
O .3750
1395991 8.6250 140,000.00
100
GRIMM PHILIP 9.0000 123,354.13
ZZ
59 JACK NICKLAUS ROAD 8.6250 1,088.91
1
13.6250 1,047.20
80
MEDFORD OR 97504 13.2500 09/13/89
175,000.00
1
2876329 .0000 11/01/89
00
2876329 .0000 10/01/19
0
0 2.7500 06/01/90
12/01/95
072/072 2.3750 07/01/90
01/01/96
45 7.6250 .0000
.0000
A 9.6250 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
06/01/90
.0000 03 D
12/01/94
O .3750
1395993 8.6250 99,900.00
100
BLOCK DONALD 8.3750 94,360.84
ZZ
213 ASTER STREET 8.0000 777.01
1
13.6250 751.89
70
WINCHESTER OR 97495 13.2500 02/14/90
142,900.00
2876817 .0000 09/01/90
00
2876817 .0000 08/01/20
0
0 2.7500 03/01/91
09/01/95
072/072 2.3750 04/01/91
10/01/95
45 7.6250 .0000
.0000
A 9.6250 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
03/01/91
.0000 05 D
09/01/95
O .3750
1395995 8.7500 98,000.00
100
EXNER RONALD 8.3750 93,432.11
ZZ
2575 EASTSIDE ROAD 8.0000 770.97
1
13.7500 741.60
38
JACKSONVILLE OR 97530 13.3750 07/06/90
260,000.00
2877252 .0000 01/01/91
00
2877252 .0000 12/01/20
0
0 2.7500 03/01/91
09/01/95
072/072 2.3750 04/01/91
10/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/91
.0000 05 D
09/01/95
O .3750
1395996 8.7500 88,000.00
100
RISING DAVID 8.3750 83,699.59
ZZ
1
1961 ELGAROSE ROAD 8.0000 692.30
1
13.7500 663.72
74
ROSEBURG OR 97470 13.3750 08/01/90
119,500.00
2877414 .0000 02/01/91
00
2877414 .0000 01/01/21
0
0 2.7500 03/01/91
09/01/95
072/072 2.3750 04/01/91
10/01/95
45 7.7500 .0000
.0000
A 9.7500 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/91
.0000 05 D
03/01/93
O .3750
1395999 9.2500 77,000.00
100
DEGROODT HARLAN 9.2500 73,144.58
T
706 OAK KNOLL DRIVE 8.8750 633.46
1
14.2500 624.82
69
ASHLAND OR 97520 13.8750 10/05/90
113,000.00
8461511 .0000 12/01/90
00
8461511 .0000 11/01/20
0
0 3.0000 06/01/91
12/01/95
072/072 2.6250 07/01/91
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396000 8.7500 55,200.00
100
LANUEVO TARCISIO 8.1250 51,123.32
ZZ
1141 A PROGRESS DRIVE 7.7500 434.26
1
13.8750 397.56
80
MEDFORD OR 97504 13.5000 10/29/90
69,000.00
8461627 .0000 12/01/90
00
8461627 .0000 11/01/20
0
0 2.7500 06/01/91
12/01/95
072/072 2.3750 07/01/91
01/01/96
45 7.7500 .0000
.0000
A 9.7500 6
6
360 1 1.0000
1.0000
5.1250 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1
1396001 8.7500 55,000.00
100
KLEIN JOHN 8.1250 52,223.47
ZZ
6575 GARDEN VALLEY DRIVE 7.7500 432.69
1
13.7500 404.96
60
ROSEBURG OR 97470 13.3750 01/14/91
92,000.00
8461911 .0000 03/01/91
00
8461911 .0000 02/01/21
0
0 2.5000 09/01/91
09/01/95
072/072 2.1250 10/01/91
10/01/95
45 7.7500 .0000
.0000
A 9.7500 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396002 9.2500 61,800.00
100
SCOTT DAVID 9.1250 58,861.00
ZZ
545 NW D STREET 8.7500 508.41
2
14.2500 496.06
75
GRANTS PASS OR 97526 13.8750 02/15/91
82,500.00
8462020 .0000 04/01/91
00
8462020 .0000 03/01/21
0
0 3.0000 12/01/91
12/01/95
072/072 2.6250 01/01/92
01/01/96
45 8.2500 .0000
.0000
A 10.2500 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396003 9.2500 57,750.00
100
SCOTT DAVID 9.1250 55,112.21
ZZ
502-504 NW ELM STREET 8.7500 475.10
2
14.2500 468.97
75
GRANTS PASS OR 97526 13.8750 03/07/91
77,000.00
8462062 .0000 05/01/91
00
8462062 .0000 04/01/21
0
0 3.0000 12/01/91
12/01/95
072/072 2.6250 01/01/92
01/01/96
45 8.2500 .0000
.0000
A 10.2500 6
6
360 1 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396005 7.7500 98,500.00
100
BAYLIS ROBERT 8.3750 93,061.44
ZZ
2001 NW EXCELLO DRIVE 8.0000 705.67
1
13.7500 730.00
68
ROSEBURG OR 97470 13.3750 07/15/91
145,637.00
8463204 .0000 02/01/92
00
8463204 .0000 01/01/22
0
0 2.7500 03/01/92
09/01/95
072/072 2.3750 04/01/92
10/01/95
45 6.7500 .0000
.0000
A 8.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396006 7.7500 57,000.00
100
MEISER ROBERT 8.6250 54,113.14
ZZ
151 NURSERY STREET 8.2500 408.36
1
13.7500 438.70
42
ASHLAND OR 97520 13.3750 07/23/91
136,100.00
8463271 .0000 02/01/92
00
8463271 .0000 01/01/22
0
0 3.0000 03/01/92
09/01/95
072/072 2.6250 04/01/92
10/01/95
45 6.7500 .0000
.0000
A 8.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396008 6.6250 84,000.00
100
EDGAR ALFRED 8.2500 77,833.26
ZZ
3370 LAKE FOREST ROAD 7.8750 537.86
1
12.6250 605.19
80
CHILSQUIN OR 97624 12.2500 12/26/91
105,000.00
8465401 .0000 02/01/92
00
8465401 .0000 01/01/22
0
0 2.7500 07/01/92
01/01/96
072/072 2.3750 08/01/92
02/01/96
45 5.6250 .0000
.0000
A 7.6250 6
6
1
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396010 6.6250 92,000.00
100
BOSSE EARL 8.8750 88,898.97
T
1505 GLENWOOD DRIVE 8.5000 589.09
1
12.6250 725.62
80
BROOKINGS OR 97415 12.2500 02/14/92
115,000.00
8466254 .0000 09/01/92
00
8466254 .0000 08/01/22
0
0 3.2500 03/01/93
09/01/95
072/072 2.8750 04/01/93
10/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/93
.0000 05 D
09/01/97
O .3750
1396011 6.6250 30,000.00
100
MILTON JOSEPH 8.6250 28,736.59
ZZ
183 SISTERS STREET 8.2500 192.09
1
12.6250 229.96
80
ROSEBURG OR 97470 12.2500 02/07/92
37,500.00
8466289 .0000 04/01/92
00
8466289 .0000 03/01/22
0
0 2.7500 10/01/92
10/01/95
072/072 2.3750 11/01/92
11/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396012 6.6250 55,000.00
100
GERSCHLER KENNETH 9.2500 52,839.06
ZZ
240 JOY DRIVE 8.8750 352.17
1
12.6250 445.47
66
TALENT OR 97540 12.2500 03/19/92
84,000.00
8467617 .0000 05/01/92
00
8467617 .0000 08/01/22
0
0 3.0000 11/01/92
11/01/95
1
072/072 2.6250 12/01/92
12/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
364 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
11/01/92
.0000 05 D
05/01/97
O .3750
1396014 6.6250 158,000.00
100
SERGI ROBERT 9.2500 153,254.67
ZZ
2010 CRATER LAKE AVENUE 8.8750 1,011.69
4
12.6250 1,286.60
79
MEDFORD OR 97504 12.2500 03/18/92
200,000.00
8467650 .0000 11/01/92
00
8467650 .0000 10/01/22
0
0 3.0000 05/01/93
11/01/95
072/072 2.6250 06/01/93
12/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
05/01/93
.0000 05 D
11/01/97
N .3750
1396015 6.6250 158,000.00
100
RULLAMAS RICHARD 9.2500 153,251.16
ZZ
2006 CRATER LAKE AVENUE 8.8750 1,011.69
4
12.6250 1,286.60
79
MEDFORD OR 97504 12.2500 03/18/92
200,000.00
8467668 .0000 11/01/92
00
8467668 .0000 08/01/22
0
0 3.0000 05/01/93
11/01/95
072/072 2.6250 06/01/93
12/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
358 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/93
.0000 05 D
11/01/97
N .3750
1396016 6.0000 37,500.00
100
GRAHAM JR JOHN 9.0000 36,171.06
ZZ
1819 WILLOW GLEN WAY 8.6250 224.83
1
12.0000 298.17
32
MEDFORD OR 97504 11.6250 05/01/92
120,000.00
1
8468991 .0000 07/01/92
00
8468991 .0000 06/01/22
0
0 3.0000 01/01/93
01/01/96
072/072 2.6250 02/01/93
02/01/96
45 5.0000 .0000
.0000
A 7.0000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
01/01/93
.0000 05 D
07/01/97
O .3750
1396018 6.0000 70,400.00
100
HORN MARGARET 8.6250 68,403.38
ZZ
1043 N E HEFLEY 8.2500 422.08
1
12.0000 543.12
80
GRANTS PASS OR 97526 11.6250 06/08/92
88,000.00
8469890 .0000 02/01/93
00
8469890 .0000 01/01/23
0
0 3.0000 08/01/93
02/01/96
072/072 2.6250 09/01/93
03/01/96
45 5.0000 .0000
.0000
A 7.0000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
08/01/93
.0000 05 D
08/01/95
O .3750
1396019 6.0000 84,000.00
100
PETROS SUSAN 8.5000 81,027.23
ZZ
130 "N" STREET 8.1250 503.62
1
12.0000 639.35
80
JACKSONVILLE OR 97530 11.6250 06/23/92
105,000.00
8470278 .0000 08/01/92
00
8470278 .0000 07/01/22
0
0 2.7500 02/01/93
02/01/96
072/072 2.3750 03/01/93
03/01/96
45 5.0000 .0000
.0000
A 7.0000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396020 6.0000 59,200.00
100
JOHNSON HENRY 8.5000 56,998.84
ZZ
1
1139 W 9TH STREET 8.1250 354.93
2
12.0000 449.75
80
MEDFORD OR 97501 11.6250 06/24/92
74,000.00
8470421 .0000 08/01/92
00
8470421 .0000 07/01/22
0
0 2.7500 02/01/93
02/01/96
072/072 2.3750 03/01/93
03/01/96
45 5.0000 .0000
.0000
A 7.0000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396025 4.8750 56,000.00
100
KARLIK BRADLEY 9.0000 53,770.61
ZZ
816 WEST FOURTH STREET 8.6250 296.36
1
10.8750 441.64
80
MEDFORD OR 97501 10.5000 10/26/92
70,000.00
8472475 .0000 12/01/92
00
8472475 .0000 11/01/22
0
0 2.7500 06/01/93
12/01/95
072/072 2.3750 07/01/93
01/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396026 4.8750 86,000.00
100
LEWIS MICHAEL 8.8750 82,984.57
ZZ
2646 LONE PINE ROAD 8.5000 455.12
1
10.8750 673.85
75
MEDFORD OR 97504 10.5000 11/05/92
115,000.00
8472742 .0000 01/01/93
00
8472742 .0000 12/01/22
0
0 3.0000 01/01/94
01/01/96
072/072 2.6250 02/01/94
02/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/94
.0000 05 D
07/01/98
O .3750
1
1396027 4.8750 132,800.00
100
HART SR THOMAS 8.5000 117,977.52
ZZ
380 ESPY ROAD 8.1250 702.79
1
10.8750 930.45
80
GRANTS PASS OR 97527 10.5000 12/09/92
166,000.00
8473315 .0000 02/01/93
00
8473315 .0000 01/01/23
0
0 2.7500 08/01/93
02/01/96
072/072 2.3750 09/01/93
03/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396028 4.8750 69,000.00
100
JONES DONALD 8.5000 66,333.19
ZZ
2503 LASSEN WAY 8.1250 365.15
1
10.8750 521.06
56
GRANTS PASS OR 97526 10.5000 12/17/92
125,000.00
8473536 .0000 02/01/93
00
8473536 .0000 01/01/23
0
0 2.7500 08/01/93
02/01/96
072/072 2.3750 09/01/93
03/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396029 5.7500 86,800.00
100
PARKER JOHN 9.0000 84,434.05
ZZ
340 GARNET LANE 8.6250 506.54
1
11.7500 692.52
80
GRANTS PASS OR 97526 11.3750 12/22/92
108,500.00
8473617 .0000 02/01/93
00
8473617 .0000 01/01/23
0
0 3.2500 08/01/93
02/01/96
072/072 2.8750 09/01/93
03/01/96
45 4.7500 .0000
.0000
A 6.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396030 4.8750 95,000.00
100
SUGGS LONNIE 8.5000 90,594.64
ZZ
100 RED SPUR DRIVE 8.1250 502.75
1
10.8750 713.06
53
GRANTS PASS OR 97527 10.5000 12/24/92
181,500.00
8473722 .0000 02/01/93
00
8473722 .0000 01/01/23
0
0 2.7500 08/01/93
02/01/96
072/072 2.3750 09/01/93
03/01/96
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396033 4.8750 114,000.00
100
MALONE HERB 8.3750 110,548.21
ZZ
717 GALLS CREEK ROAD 8.0000 603.30
1
10.8750 857.97
73
GOLD HILL OR 97525 10.5000 01/13/93
157,000.00
8474079 .0000 03/01/93
00
8474079 .0000 02/01/23
0
0 2.7500 09/01/93
09/01/95
072/072 2.3750 10/01/93
10/01/95
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396034 4.8750 54,500.00
100
NEWCOMB WARREN 8.3750 52,863.94
ZZ
5777 AZALEA DRIVE 8.0000 288.42
1
10.8750 410.28
52
GRANTS PASS OR 97526 10.5000 01/27/93
105,000.00
8474397 .0000 03/01/93
00
8474397 .0000 02/01/23
0
0 2.7500 09/01/93
09/01/95
072/072 2.3750 10/01/93
10/01/95
45 3.8750 .0000
.0000
A 5.8750 6
6
1
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396035 5.1250 30,000.00
100
MAIZE DAVID 8.6250 29,161.04
ZZ
999 HOLTON ROAD 8.2500 163.35
1
11.1250 231.20
25
TALENT OR 97540 10.7500 02/03/93
122,000.00
8474460 .0000 04/01/93
00
8474460 .0000 03/01/23
0
0 2.7500 10/01/93
10/01/95
072/072 2.3750 11/01/93
11/01/95
45 4.1250 .0000
.0000
A 6.1250 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396036 4.8750 35,000.00
100
OLMSTEAD KENNETH 8.6250 33,910.69
ZZ
1205 WARDS CREEK ROAD 8.2500 185.22
1
10.8750 268.85
48
ROGUE RIVER OR 97537 10.5000 02/24/93
74,000.00
8474851 .0000 04/01/93
00
8474851 .0000 03/01/23
0
0 2.7500 10/01/93
10/01/95
072/072 2.3750 11/01/93
11/01/95
45 3.8750 .0000
.0000
A 5.8750 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396037 4.7500 134,800.00
100
BAKER JOHN 8.6250 130,894.65
ZZ
2267 FOREST CREEK ROAD 8.2500 703.18
1
10.7500 1,037.76
80
JACKSONVILLE OR 97530 10.3750 02/24/93
168,500.00
8474915 .0000 04/01/93
00
8474915 .0000 03/01/23
0
0 2.7500 10/01/93
10/01/95
1
072/072 2.3750 11/01/93
11/01/95
45 3.2500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396038 4.7500 60,000.00
100
SMITH SR JOSEPH 8.7500 57,717.98
ZZ
550 COLDIRON HILL ROAD 8.3750 312.99
1
10.7500 462.30
67
GOLD BEACH OR 97444 10.3750 03/23/93
90,000.00
8475393 .0000 05/01/93
00
8475393 .0000 04/01/23
0
0 2.7500 11/01/93
11/01/95
072/072 2.3750 12/01/93
12/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396039 4.7500 88,000.00
100
JOHNSON RUSSELL 8.7500 85,513.22
ZZ
557 THOMPSON CREEK ROAD 8.3750 459.05
1
10.7500 684.92
76
APPLEGATE OR 97530 10.3750 03/26/93
116,000.00
8475504 .0000 05/01/93
00
8475504 .0000 04/01/23
0
0 2.7500 11/01/93
11/01/95
072/072 2.3750 12/01/93
12/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396041 5.2500 72,000.00
100
BURPO TRAVIS 9.2500 70,208.43
ZZ
2114 MONTGOMERY LANE 8.8750 397.59
1
11.2500 586.68
75
GRANTS PASS OR 97527 10.8750 04/06/93
96,000.00
1
8475661 .0000 06/01/93
00
8475661 .0000 05/01/23
0
0 3.2500 12/01/93
12/01/95
072/072 2.8750 01/01/94
01/01/96
45 4.2500 .0000
.0000
A 6.2500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396042 4.7500 164,000.00
100
INGRAHAM DONNA 8.7500 158,872.96
ZZ
1801 FOOTHILL BLVD 8.3750 855.50
4
10.7500 1,274.00
80
GRANTS PASS OR 97526 10.3750 04/22/93
205,000.00
8476152 .0000 06/01/93
00
8476152 .0000 05/01/23
0
0 3.0000 12/01/93
12/01/95
072/072 2.6250 01/01/94
01/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
12/01/93
.0000 05 D
06/01/97
O .3750
1396043 5.2500 43,500.00
100
ADAMS RICHARD 9.2500 42,417.61
ZZ
1002 LAWNRIDGE AVENUE 8.8750 240.21
1
11.2500 354.45
68
GRANTS PASS OR 97526 10.8750 04/23/93
64,700.00
8476209 .0000 06/01/93
00
8476209 .0000 05/01/23
0
0 3.2500 12/01/93
12/01/95
072/072 2.8750 01/01/94
01/01/96
45 4.2500 .0000
.0000
A 6.2500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396044 4.7500 33,600.00
100
DAHLEN DAVID 8.6250 30,036.23
ZZ
1
187 TIMBERLAKE DRIVE 8.2500 261.35
1
10.7500 325.30
41
ASHLAND OR 97520 10.3750 05/10/93
83,500.00
8476756 .0000 07/01/93
00
8476756 .0000 06/01/08
0
0 2.7500 01/01/94
01/01/96
072/072 2.3750 02/01/94
02/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
180 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396045 4.7500 107,000.00
100
HARALSON JOSEPH 8.7500 104,155.54
ZZ
420 S. OREGON STREET 8.3750 558.16
1
10.7500 833.06
63
JACKSONVILLE OR 97530 10.3750 05/13/93
171,000.00
8476845 .0000 07/01/93
00
8476845 .0000 06/01/23
0
0 3.0000 01/01/94
01/01/96
072/072 2.6250 02/01/94
02/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
01/01/94
.0000 05 D
06/01/98
O .3750
1396046 5.2500 37,500.00
100
BOYD ROBERT 9.1250 11,545.82
ZZ
200 EAST LINDA VISTA 8.7500 301.45
1
11.2500 150.75
57
GRANTS PASS OR 97527 10.8750 05/21/93
66,500.00
8477141 .0000 07/01/93
00
8477141 .0000 06/01/08
0
0 3.2500 01/01/94
01/01/96
072/072 2.8750 02/01/94
02/01/96
45 4.2500 .0000
.0000
A 6.2500 6
6
180 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
N .0000
1
1396047 4.7500 125,000.00
100
PHELPS MILTON 8.6250 121,642.29
ZZ
8821 UPPER DEER CREEK RD 8.2500 652.06
1
10.7500 962.30
75
SELMA OR 97538 10.3750 05/27/93
167,500.00
8477337 .0000 07/01/93
00
8477337 .0000 06/01/23
0
0 2.7500 01/01/94
01/01/96
072/072 2.3750 02/01/94
02/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396049 4.7500 148,000.00
100
MINDER MICHAEL 8.5000 144,166.63
ZZ
2447 MEADOWCREEK DRIVE 8.1250 772.04
1
10.7500 1,127.12
77
MEDFORD OR 97504 10.3750 06/17/93
193,000.00
8478074 .0000 08/01/93
00
8478074 .0000 07/01/23
0
0 2.7500 02/01/94
02/01/96
072/072 2.3750 03/01/94
03/01/96
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396051 4.7500 62,000.00
100
BLACKBURN MARVIN 7.7500 58,353.93
ZZ
760 HUMMINGBIRD ROAD 7.3750 323.42
1
10.7500 425.47
74
CAVE JUNCTION OR 97523 10.3750 08/04/93
84,000.00
8479135 .0000 10/01/93
00
8479135 .0000 09/01/23
0
0 2.7500 04/01/94
10/01/95
072/072 2.3750 05/01/94
11/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396052 4.7500 74,400.00
100
NEEL GARY 7.7500 72,335.54
ZZ
1941 LAWNRIDGE STREET 7.3750 388.11
1
10.7500 527.42
80
MEDFORD OR 97504 10.3750 08/04/93
93,000.00
8479178 .0000 10/01/93
00
8479178 .0000 09/01/23
0
0 2.7500 04/01/94
10/01/95
072/072 2.3750 05/01/94
11/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396053 5.2500 54,500.00
100
BORST MIRIAM 8.2500 53,293.08
ZZ
1310 NE NOE STREET 7.8750 300.95
1
11.2500 406.81
62
BEND OR 97701 10.8750 08/12/93
88,000.00
8479381 .0000 10/01/93
00
8479381 .0000 09/01/23
0
0 3.2500 04/01/94
10/01/95
072/072 2.8750 05/01/94
11/01/95
45 4.2500 .0000
.0000
A 6.2500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396054 5.5000 157,500.00
100
HOOVER ANTHONY 8.5000 151,994.45
ZZ
1811 N.E. FOOTHILL BLVD. 8.1250 894.27
1
11.5000 1,195.24
70
GRANTS PASS OR 97526 11.1250 08/18/93
225,000.00
8479534 .0000 10/01/93
00
8479534 .0000 09/01/23
0
0 3.2500 04/01/94
10/01/95
072/072 2.8750 05/01/94
11/01/95
45 4.5000 .0000
.0000
A 6.5000 6
6
1
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396055 5.5000 46,125.00
100
LOZANO KEITH 8.5000 43,821.74
ZZ
94304 WEDDERBURN LOOP ROAD 8.1250 261.89
1
11.5000 342.11
75
GOLD BEACH OR 97444 11.1250 08/31/93
61,500.00
8479712 .0000 10/01/93
00
8479712 .0000 09/01/23
0
0 3.2500 04/01/94
10/01/95
072/072 2.8750 05/01/94
11/01/95
45 4.5000 .0000
.0000
A 6.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1396056 4.7500 69,000.00
100
GROSS GARY 7.7500 67,108.10
ZZ
734 PICKETT CREEK ROAD 7.3750 359.94
1
10.7500 488.90
52
GRANTS PASS OR 97526 10.3750 09/02/93
134,000.00
8479895 .0000 11/01/93
00
8479895 .0000 10/01/23
0
0 2.7500 05/01/94
11/01/95
072/072 2.3750 06/01/94
12/01/95
45 3.7500 .0000
.0000
A 5.7500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396057 5.2500 35,000.00
100
KULP GARY 8.2500 34,250.70
ZZ
52727 ASH DRIVE 7.8750 193.27
1
11.2500 261.26
70
LA PINE OR 97739 10.8750 09/13/93
50,000.00
8480001 .0000 11/01/93
00
8480001 .0000 10/01/23
0
0 3.2500 05/01/94
11/01/95
1
072/072 2.8750 06/01/94
12/01/95
45 4.2500 .0000
.0000
A 6.2500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396058 5.2500 65,250.00
100
CHAPMAN KIRK 8.2500 63,835.09
ZZ
1193 DARNIELLE LANE 7.8750 360.31
1
11.2500 486.92
75
GRANTS PASS OR 97527 10.8750 09/14/93
87,000.00
9252436 .0000 11/01/93
00
9252436 .0000 10/01/23
0
0 3.2500 05/01/94
11/01/95
072/072 2.8750 06/01/94
12/01/95
45 4.2500 .0000
.0000
A 6.2500 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396059 4.5000 168,000.00
100
BARHAM GAIL 7.5000 163,875.88
ZZ
117 NORTH MAIN STREET 7.1250 851.23
1
10.5000 1,166.19
65
ASHLAND OR 97520 10.1250 09/22/93
261,000.00
9263187 .0000 11/01/93
00
9263187 .0000 10/01/23
0
0 2.7500 05/01/94
11/01/95
072/072 2.3750 06/01/94
12/01/95
45 3.5000 .0000
.0000
A 5.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396060 4.5000 59,200.00
100
BEATON MICHAEL 7.5000 57,447.68
ZZ
1997 CLOVERLAWN DRIVE 7.1250 299.96
1
10.5000 408.81
80
GRANTS PASS OR 97527 10.1250 09/27/93
74,000.00
1
9263349 .0000 11/01/93
00
9263349 .0000 10/01/23
0
0 2.7500 05/01/94
11/01/95
072/072 2.3750 05/01/95
12/01/95
45 3.5000 .0000
.0000
A 5.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1396061 4.5000 72,000.00
100
HEALY DONNA 7.5000 70,293.01
ZZ
4998 SAMS VALLEY ROAD 7.1250 364.81
1
10.5000 499.79
80
GOLD HILL OR 97525 10.1250 10/25/93
90,000.00
9263993 .0000 12/01/93
00
9263993 .0000 11/01/23
0
0 2.7500 06/01/94
12/01/95
072/072 2.3750 07/01/94
01/01/96
45 3.5000 .0000
.0000
A 5.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396063 5.5000 105,000.00
100
HARDEN SHIRLEY 8.5000 103,000.13
ZZ
2417 GREENRIDGE DRIVE 8.1250 596.18
1
11.5000 802.39
68
MEDFORD OR 97504 11.1250 11/17/93
154,900.00
9264787 .0000 01/01/94
00
9264787 .0000 12/01/23
0
0 3.2500 07/01/94
01/01/96
072/072 2.8750 08/01/94
02/01/96
45 4.5000 .0000
.0000
A 6.5000 6
6
360 1 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1396216 7.7500 29,600.00
100
PATTERSON CLARENCE 8.7500 27,444.02
ZZ
1
411 MARIE STREET 8.3750 212.06
1
12.7500 234.68
80
MEDFORD OR 97504 12.3750 11/22/88
37,000.00
2875021 .0000 01/01/89
00
2875021 .0000 12/01/18
0
0 2.7500 12/01/89
12/01/95
072/072 2.3750 01/01/90
01/01/96
45 7.1250 .0000
.0000
A 8.3750 6
6
360 1 .6250
.6250
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
N .0000
1396904 6.5000 65,000.00
100
BALDOVIN JR LOUIS 9.7500 63,343.32
ZZ
1238 ASHLAND STREET 9.3750 410.84
1
12.5000 552.94
57
HOUSTON TX 77008 12.1250 01/22/93
115,000.00
1347351 .0000 03/01/93
00
1347351 .0000 02/01/23
0
0 .7500 09/01/93
09/01/95
177/905 .3750 10/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
03/01/94
.0000 05 E
02/01/98
O .6250
1396905 7.0000 112,800.00
100
MORGANTI ROSE 8.7500 108,796.29
ZZ
404 LAKE AVENUE 8.3750 750.46
1
13.0000 877.25
80
RODEO CA 94572 12.6250 06/18/92
141,000.00
2775361 .0000 08/01/92
00
2775361 .0000 07/01/22
0
0 .5000 12/01/92
09/01/95
177/905 .1250 01/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/93
.0000 05 E
07/01/97
O .6250
1
1396907 7.0000 213,500.00
100
LANIER ROB 9.5000 205,744.12
ZZ
24782 CLARINGTON DRIVE 9.1250 1,420.42
1
13.0000 1,770.81
69
(LAGUNA HILLS CA 92653 12.6250 03/10/92
310,000.00
2878810 .0000 05/01/92
00
2878810 .0000 04/01/22
0
0 .5000 09/01/92
09/01/95
177/905 .1250 10/01/92
10/01/95
45 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/93
.0000 05 D
08/01/97
O 1.0000
1396909 6.5000 321,350.00
100
GOEBEL JAMES 8.5000 318,218.84
ZZ
1112 RIVER ROAD 8.1250 2,042.38
1
12.5000 2,482.49
72
MONTGOMERY TX 77356 12.1250 09/13/93
446,386.00
3401201 .0000 05/01/94
00
3401201 .0000 10/01/23
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
05/01/95
.0000 03 D
04/01/99
O 1.0000
1396910 6.5000 156,000.00
100
STRAWN KENNETH 8.7500 154,487.40
ZZ
3017 COUNTRY CLUB DRIVE 8.3750 991.48
1
12.5000 1,229.72
80
PEARLAND TX 77581 12.1250 12/21/93
195,000.00
3403645 .0000 08/01/94
00
3403645 .0000 01/01/24
0
0 .5000 06/01/94
09/01/95
177/905 .1250 07/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 4 01
08/01/94
.0000 05 E
07/01/99
O .6250
1396912 7.2500 261,000.00
100
BENETUA FRANCISCO 9.2500 258,697.85
ZZ
338 LEE STREET 8.8750 1,780.48
1
13.2500 2,143.38
90
SANTA CRUZ CA 95060 12.8750 06/23/94
290,000.00
2325951 .0000 08/01/94
11
2325951 .0000 07/01/24
17
0 .5000 12/01/94
09/01/95
177/905 .1250 01/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
08/01/95
.0000 05 D
07/01/99
O 1.0000
1396915 6.5000 200,000.00
100
HUNTER DAVID 9.5000 165,870.33
ZZ
4235 LAW AVENUE 9.1250 1,271.13
1
12.5000 1,424.32
74
HOUSTON TX 77005 12.1250 12/23/92
271,000.00
1880195 .0000 08/01/93
00
1880195 .0000 01/01/23
0
0 .5000 06/01/93
09/01/95
177/905 .1250 07/01/93
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 01
08/01/94
.0000 05 E
07/01/98
O .6250
1396916 6.5000 105,800.00
100
SCHOFF JACKIE 9.5000 104,515.35
ZZ
1400 W BERTRAND 9.1250 672.43
1
12.5000 889.82
80
NILES MI 49120 12.1250 09/03/93
132,281.00
3041506 .0000 05/01/94
00
3041506 .0000 10/01/23
0
0 .5000 03/01/94
09/01/95
177/905 .1250 04/01/94
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
1
354 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
05/01/95
.0000 05 E
04/01/99
O .6250
1396917 7.7500 120,000.00
100
BILLIB RONALD 9.5000 119,059.00
ZZ
18 DULCE ROAD 9.1250 859.69
1
13.7500 1,007.32
59
SANTA FE NM 87505 13.3750 07/11/94
205,383.00
2201721 .0000 09/01/94
00
2201721 .0000 08/01/24
0
0 .5000 03/01/95
09/01/95
177/905 .1250 04/01/95
10/01/95
60 .0000 .0000
.0000
A .0000 3
3
360 8 2.0000
2.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
09/01/95
.0000 03 E
08/01/99
O .6250
1397317 6.7500 276,750.00
100
WINSLOW TODD 7.7500 274,893.09
ZZ
5700 EAST APPALOOSA AVENUE 7.5000 1,795.00
1
12.7500 1,980.81
90
CLOVIS CA 93611 12.5000 11/09/94
307,500.00
0380082595 .0000 01/01/95
11
7147309 .0000 12/01/24
20
0 2.7500 06/01/95
12/01/95
559/728 2.5000 07/01/95
01/01/96
45 5.7500 .0000
.0000
A 7.7500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1398020 7.0000 91,000.00
100
GIBSON MONIKA 8.0000 90,006.17
ZZ
13421 75TH LANE NORTH 7.6250 605.43
1
13.0000 667.12
72
ROYAL PALM BEA FL 33412 12.6250 11/15/94
127,000.00
0380079781 5.0000 01/01/95
00
102457 4.6250 12/01/24
0
0 2.7500 06/01/95
12/01/95
1
A01/728 2.3750 07/01/95
01/01/96
25 6.0000 .0000
.0000
A 8.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
2.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399046 6.7500 85,800.00
100
ELLIS GARY 7.7500 85,224.31
ZZ
4062 GRAY STONE COURT 7.5000 556.50
1
12.7500 614.10
77
KELSEYVILLE CA 95451 12.5000 11/18/94
112,000.00
0380082538 .0000 01/01/95
00
110210220 .0000 12/01/24
0
0 2.8750 06/01/95
12/01/95
731/728 2.6250 07/01/95
01/01/96
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 04 0
00/00/00
O .0000
1399107 5.0000 172,500.00
100
ROMERO VIRGINIA 7.0000 170,075.89
ZZ
4421 WOODSIDE WAY 6.6250 926.02
1
11.0000 1,143.13
75
SHINGLE SPRING CA 95682 10.6250 07/06/94
230,000.00
1039646 .0000 09/01/94
00
1039646 .0000 08/01/24
0
0 2.7500 02/01/95
02/01/96
070/070 2.3750 03/01/95
03/01/96
25 4.0000 .0000
.0000
A 6.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399114 5.7500 344,000.00
100
ROBBINS JUDITH 6.7500 340,271.88
ZZ
79 DIAMOND POINT LANE 6.3750 2,007.49
1
11.7500 2,228.71
34
TELLURIDE CO 81435 11.3750 08/12/94
1,025,000.00
1
1113664 .0000 10/01/94
00
1113664 .0000 09/01/24
0
0 3.0000 03/01/95
09/01/95
070/070 2.6250 04/01/95
10/01/95
25 4.7500 .0000
.0000
A 6.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 03 0
00/00/00
O .0000
1399165 5.5000 248,000.00
100
FLOTO TIMOTHY 6.5000 244,734.41
ZZ
115 BETHANY WAY 6.1250 1,408.12
1
11.5000 1,565.72
90
SCOTTS VALLEY CA 95066 11.1250 09/19/94
276,500.00
1361782 .0000 11/01/94
10
1361782 .0000 10/01/24
17
0 3.0000 04/01/95
10/01/95
070/070 2.6250 05/01/95
11/01/95
25 4.5000 .0000
.0000
A 6.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399196 6.2500 210,000.00
100
CASTLE JAMES 7.2500 208,276.66
ZZ
2192 ROCK VIEW GLEN 6.8750 1,293.01
1
12.2500 1,431.11
80
ESCONDIDO CA 92026 11.8750 10/20/94
263,000.00
1650154 .0000 12/01/94
00
1650154 .0000 11/01/24
0
0 3.0000 05/01/95
11/01/95
070/070 2.6250 06/01/95
12/01/95
25 5.2500 .0000
.0000
A 7.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 03 0
00/00/00
O .0000
1399201 5.7500 345,000.00
100
FRANKS, JR ALFRED 6.7500 340,537.49
ZZ
1
1586 PAUKIKI STREET 6.3750 2,013.33
1
11.7500 2,233.02
75
KAILUA HI 96734 11.3750 09/29/94
460,000.00
1657360 .0000 11/01/94
00
1657360 .0000 10/01/24
0
0 3.0000 04/01/95
10/01/95
070/070 2.6250 05/01/95
11/01/95
25 4.7500 .0000
.0000
A 6.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399262 5.8750 250,000.00
100
ZUNDEL ROBERT 6.8750 239,701.71
ZZ
877 WINDEMAR WAY 6.5000 1,478.84
1
11.8750 1,607.04
66
ASHLAND OR 97520 11.5000 09/28/94
380,000.00
1807019 .0000 12/01/94
00
1807019 .0000 11/01/24
0
0 3.0000 05/01/95
11/01/95
070/070 2.6250 06/01/95
12/01/95
25 4.8750 .0000
.0000
A 6.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399263 6.1250 220,000.00
100
COLLIER DAVID 7.1250 216,579.42
ZZ
37235 SOUTHEAST LUSTED ROAD 6.7500 1,336.74
1
12.1250 1,472.03
71
BORING OR 97009 11.7500 10/24/94
310,000.00
1807417 .0000 12/01/94
00
1807417 .0000 11/01/24
0
0 3.1250 05/01/95
11/01/95
070/070 2.7500 06/01/95
12/01/95
25 5.1250 .0000
.0000
A 7.1250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1399268 5.6250 288,750.00
100
DAVIS WESLEY 6.6250 286,185.79
ZZ
3038 N MANOR DRIVE WEST 6.2500 1,662.21
1
11.6250 1,846.12
75
PHOENIX AZ 85014 11.2500 11/01/94
385,000.00
1822116 .0000 01/01/95
00
1822116 .0000 12/01/24
0
0 3.2500 06/01/95
12/01/95
070/070 2.8750 07/01/95
01/01/96
25 4.6250 .0000
.0000
A 6.6250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399270 6.0000 262,000.00
100
JONES CASEY 7.0000 257,143.05
ZZ
372 WEST 1950 NORTH 6.6250 1,570.82
1
12.0000 1,736.61
90
CENTERVILLE UT 84014 11.6250 09/29/94
291,121.00
1825080 .0000 11/01/94
14
1825080 .0000 10/01/24
17
0 3.0000 04/01/95
10/01/95
070/070 2.6250 05/01/95
11/01/95
25 5.0000 .0000
.0000
A 7.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399282 6.7500 588,750.00
100
BUCCIGROSSI DEBORAH 7.7500 584,362.67
ZZ
116 KAAPUNI DR 7.3750 3,818.62
1
12.7500 4,213.91
75
KAILUA HI 96734 12.3750 10/24/94
785,000.00
2009469 3.0000 12/01/94
00
2009469 2.6250 11/01/24
0
0 3.0000 05/01/95
11/01/95
070/070 2.6250 06/01/95
12/01/95
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
3.7500 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399293 6.3750 237,600.00
100
PULLARA ANGELO 7.3750 235,696.36
ZZ
3500 THORNDALE ROAD 7.0000 1,482.31
1
12.3750 1,639.40
90
PASADENA AREA CA 91107 12.0000 10/18/94
264,000.00
2022452 .0000 12/01/94
10
2022452 .0000 11/01/24
17
0 3.3750 05/01/95
11/01/95
070/070 3.0000 06/01/95
12/01/95
25 5.3750 .0000
.0000
A 7.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399325 5.7500 138,000.00
100
MOORE CHARLES 6.7500 134,008.68
ZZ
1112 SOUTH AUGUSTA WAY 6.3750 805.33
1
11.7500 879.09
46
SALT LAKE CITY UT 84108 11.3750 10/24/94
305,000.00
2060289 .0000 12/01/94
00
2060289 .0000 11/01/24
0
0 3.0000 05/01/95
11/01/95
070/070 2.6250 06/01/95
12/01/95
25 4.7500 .0000
.0000
A 6.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399379 5.7500 210,000.00
100
BAXLEY JOHN 6.7500 207,865.56
ZZ
1343 FAWNRIDGE DRIVE 6.3750 1,225.50
1
11.7500 1,360.39
70
BREA CA 92621 11.3750 09/28/94
300,000.00
2252812 .0000 11/01/94
00
2252812 .0000 10/01/24
0
0 3.0000 04/01/95
10/01/95
070/070 2.6250 05/01/95
11/01/95
25 4.7500 .0000
.0000
A 6.7500 6
6
1
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 03 0
00/00/00
O .0000
1399386 5.8750 367,500.00
100
SUN AUSTIN 6.8750 364,261.24
ZZ
12894 ABERDEEN COURT 6.5000 2,173.90
1
11.8750 2,411.59
75
SARATOGA CA 95070 11.5000 10/10/94
490,000.00
2266791 .0000 12/01/94
00
2266791 .0000 11/01/24
0
0 3.3750 05/01/95
11/01/95
070/070 3.0000 06/01/95
12/01/95
25 4.8750 .0000
.0000
A 6.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399387 6.2500 221,250.00
100
SEPPEN JOSEPH 7.2500 219,251.45
ZZ
1806 E LYNN STREET 6.8750 1,362.27
1
12.2500 1,507.77
75
SEATTLE WA 98112 11.8750 09/19/94
295,000.00
2270789 .0000 11/01/94
00
2270789 .0000 10/01/24
0
0 3.3750 04/01/95
10/01/95
070/070 3.0000 05/01/95
11/01/95
45 5.2500 .0000
.0000
A 7.2500 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399398 6.7500 500,000.00
100
FIX WILLIAM 7.7500 496,645.20
ZZ
3270 WILDERNESS LANE 7.3750 3,242.99
1
12.7500 3,578.69
48
JACKSON WY 83001 12.3750 11/17/94
1,050,000.00
2315099 .0000 01/01/95
00
2315099 .0000 12/01/24
0
0 3.0000 06/01/95
12/01/95
1
070/070 2.6250 07/01/95
01/01/96
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 03 0
00/00/00
O .0000
1399510 5.5000 488,300.00
100
MICHAEL PHILIP 6.5000 482,754.21
ZZ
326 WEST 246TH STREET 6.1250 2,722.51
1
11.5000 3,082.83
45
RIVERDALE NY 10471 11.1250 08/17/94
1,100,000.00
9476304 .0000 10/01/94
00
9476304 .0000 09/01/24
0
0 3.0000 03/01/95
09/01/95
070/070 2.6250 04/01/95
10/01/95
25 4.5000 .0000
.0000
A 6.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1399937 6.0000 153,000.00
100
DELEON SR CONRADO 7.0000 151,944.90
ZZ
14830 STRATHERN STREET 6.6250 917.31
1
12.0000 1,016.83
88
PANORAMA CITY CA 91402 11.6250 12/01/94
175,000.00
0380085135 5.0000 02/01/95
14
W01243 4.6250 01/01/25
20
0 2.7500 07/01/95
01/01/96
A15/728 2.3750 08/01/95
02/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1400943 7.8750 356,000.00
100
PARKS RICHARD 8.7500 354,291.25
ZZ
5776 HALEOLA STREET 8.5000 2,581.25
1
12.8750 2,798.73
80
HONOLULU HI 96821 12.6250 12/28/94
445,000.00
1
0380091430 .0000 02/01/95
00
7402553 .0000 01/01/25
0
0 2.7500 07/01/95
01/01/96
698/728 2.5000 08/01/95
02/01/96
25 6.8750 .0000
.0000
A 8.8750 6
6
360 E 1.0000
1.0000
5.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1400953 7.6250 248,700.00
100
RAUSCH JACK 8.6250 247,449.55
ZZ
33 HILLRISE 8.3750 1,760.28
1
13.6250 1,932.80
75
DOVE CANYON CA 92679 13.3750 12/20/94
331,609.00
0380088774 .0000 02/01/95
00
10104976 .0000 01/01/25
0
0 2.8750 07/01/95
01/01/96
051/728 2.6250 08/01/95
02/01/96
45 6.6250 .0000
.0000
A 8.6250 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1403581 7.5000 210,000.00
100
MORLEY TOM 8.5000 209,050.18
ZZ
22721 HATTERAS STREET 8.2500 1,468.35
1
13.5000 1,613.38
75
WOODLAND HILLS CA 91367 13.2500 01/26/95
280,000.00
0380095589 .0000 03/01/95
00
10106009 .0000 02/01/25
0
0 2.8750 08/01/95
02/01/96
051/728 2.6250 09/01/95
03/01/96
45 6.5000 .0000
.0000
A 8.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
02/01/96
.0000 05 E
02/01/00
O 1.0000
1403719 7.0000 153,800.00
100
SAFAIE MOHSEN 7.0000 153,291.28
ZZ
1
21200 LEMARSH STREET 6.6250 1,023.24
1
13.0000 1,023.24
85
CHATSWORTH CA 91311 12.6250 03/01/95
181,000.00
0380097064 .0000 05/01/95
14
W01411 .0000 04/01/25
25
0 2.7500 10/01/95
10/01/95
A15/728 2.3750 11/01/95
11/01/95
25 6.0000 .0000
.0000
A 8.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1403766 7.8750 105,300.00
100
HOLLAND GARY 8.8750 104,618.27
ZZ
3433 MCNARY PARKWAY 605 8.5000 763.50
1
13.8750 835.26
90
LAKE OSWEGO OR 97035 13.5000 01/19/95
117,000.00
814596151 .0000 03/01/95
10
814596151 .0000 02/01/25
25
0 2.8750 08/01/95
02/01/96
478/478 2.5000 09/01/95
03/01/96
25 6.8750 .0000
.0000
A 8.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 07 0
00/00/00
O .0000
1403767 7.6250 285,000.00
100
HOSKINS JOHN 8.6250 283,742.54
ZZ
13540 W SEGO ROAD 8.2500 2,017.21
1
13.6250 2,214.91
68
AGUA DULCE CA 91350 13.2500 01/27/95
420,000.00
314601894 .0000 03/01/95
00
314601894 .0000 02/01/25
0
0 3.0000 08/01/95
02/01/96
478/478 2.6250 09/01/95
03/01/96
45 6.6250 .0000
.0000
A 8.6250 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1403913 7.3750 530,400.00
100
WILLS ROBERT 7.3750 528,357.09
ZZ
67 BRIDGEPORT ROAD 7.1250 3,663.34
1
13.3750 3,663.34
80
NEWPORT COAST CA 92157 13.1250 02/28/95
663,000.00
0380098104 .0000 04/01/95
00
5400039 .0000 03/01/25
0
0 2.7500 09/01/95
09/01/95
698/728 2.5000 10/01/95
10/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1404658 8.1250 750,000.00
100
PEDERSON SHIRLEE 8.1250 748,017.56
ZZ
790 SHELTER COVE DRIVE 7.8750 5,568.73
1
14.1250 5,568.73
57
LAKE ARROWHEAD CA 92352 13.8750 03/08/95
1,325,000.00
0380100843 .0000 05/01/95
00
WCBP950227038 .0000 04/01/25
0
0 3.0000 10/01/95
10/01/95
A04/728 2.7500 11/01/95
11/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1404717 7.7500 332,600.00
100
STITT JOHN 7.7500 331,651.87
ZZ
2025 RANCH HILL DRIVE 7.3750 2,382.79
1
13.7500 2,382.79
90
LA HABRA HEIGH CA 90631 13.3750 03/08/95
370,000.00
568722347 .0000 05/01/95
01
568722347 .0000 04/01/25
25
0 2.8750 10/01/95
10/01/95
462/462 2.5000 11/01/95
11/01/95
25 6.7500 .0000
.0000
A 8.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 01
04/01/96
.0000 05 D
10/01/00
O 1.1250
1404997 7.7500 597,000.00
100
ROBERTS JAMES 7.7500 593,125.28
ZZ
11271 RESERVOIR ROAD 7.5000 4,276.98
1
13.7500 4,276.98
73
SANTA ANA CA 92705 13.5000 02/17/95
820,000.00
0380097650 .0000 04/01/95
00
7402514 .0000 03/01/25
0
0 2.7500 09/01/95
09/01/95
698/728 2.5000 10/01/95
10/01/95
25 6.7500 .0000
.0000
A 8.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405028 7.2500 500,000.00
100
SILVA SERGE 7.2500 498,425.62
ZZ
525 SUGARPINE DRIVE 7.0000 3,410.88
1
13.2500 3,410.88
69
INCLINE VILLAG NV 89450 13.0000 03/08/95
732,500.00
0380101072 .0000 05/01/95
00
5103001631 .0000 04/01/25
0
0 2.7500 10/01/95
10/01/95
624/728 2.5000 11/01/95
11/01/95
25 6.2500 .0000
.0000
A 8.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405051 4.6250 340,000.00
100
BOLAND BRAD 6.6250 334,165.33
ZZ
1040 EAST ANGELENO AVENUE 6.3750 1,748.07
1
10.6250 2,169.55
88
BURBANK CA 91501 10.3750 04/07/94
390,000.00
0380097452 .0000 06/01/94
14
30010408 .0000 05/01/24
20
0 3.0000 11/01/94
11/01/95
820/728 2.7500 12/01/94
12/01/95
25 3.6250 .0000
.0000
A 5.6250 6
6
1
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405063 6.2500 450,000.00
100
BRANSTETTER GARY 8.2500 445,189.87
ZZ
30700 EAST SUNSET DRIVE 8.0000 2,770.73
1
12.2500 3,371.36
60
REDLANDS CA 92373 12.0000 07/19/94
750,000.00
0380097312 6.2500 09/01/94
00
0160415012 6.0000 08/01/24
0
0 2.8750 02/01/95
02/01/96
820/728 2.6250 03/01/95
03/01/96
25 6.2500 .0000
.0000
A 7.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405085 5.1250 189,500.00
100
DORMAN TODD 8.1250 185,880.89
ZZ
244 CLINTON PARK 7.8750 1,031.80
1
11.1250 1,398.64
95
SAN FRANCISCO CA 94103 10.8750 12/21/93
199,500.00
0380097585 3.3750 02/01/94
11
35002087 3.1250 01/01/24
22
0 3.3750 07/01/94
01/01/96
820/728 3.1250 08/01/94
02/01/96
45 4.1250 .0000
.0000
A 6.1250 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.7500 1 01
01/01/96
.0000 01 J
01/01/99
O .3750
1405104 7.2500 199,100.00
100
SMITH LOUISE 7.2500 198,313.99
ZZ
561 BROOKS AVENUE 7.0000 1,358.21
1
13.2500 1,358.21
76
SAN JOSE CA 95125 13.0000 02/09/95
265,000.00
0380098716 .0000 04/01/95
00
16101639 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
1
051/728 2.6250 10/01/95
10/01/95
45 6.2500 .0000
.0000
A 8.2500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
03/01/96
.0000 05 E
03/01/00
O 1.1250
1405110 7.7500 215,000.00
100
DOUGHERTY BRIAN 8.7500 214,288.15
ZZ
35995 CORTONA COURT 8.5000 1,540.29
1
13.7500 1,690.74
69
MURRIETA CA 92562 13.5000 02/22/95
315,000.00
0380097494 .0000 04/01/95
00
10106123 .0000 03/01/25
0
0 2.8750 06/01/95
12/01/95
051/728 2.6250 07/01/95
01/01/96
45 6.7500 .0000
.0000
A 8.7500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
12/01/95
.0000 05 E
12/01/99
O 1.1250
1405227 7.2500 288,000.00
100
HEADLEY ROBERT 7.2500 286,862.99
ZZ
321 CABOT COURT 7.0000 1,964.67
1
13.2500 1,964.67
90
ROSEVILLE CA 95746 13.0000 02/27/95
320,000.00
0380099615 .0000 04/01/95
21
436230 .0000 03/01/25
17
0 2.8750 09/01/95
09/01/95
736/728 2.6250 10/01/95
10/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405252 7.5000 70,000.00
100
MARTIN PETER 7.5000 69,843.15
ZZ
1369 TELLER STREET 7.1250 489.46
1
13.5000 489.46
70
LAKEWOOD CO 80215 13.1250 04/25/95
101,272.00
1
10880727 .0000 06/01/95
00
10880727 .0000 05/01/25
0
0 3.0000 11/01/95
11/01/95
047/047 2.6250 12/01/95
12/01/95
45 6.5000 .0000
.0000
A 8.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405271 7.7500 146,800.00
100
KISH, JR JOHN 7.7500 146,275.17
ZZ
19887 DINNER KEY DRIVE 7.5000 1,051.70
1
13.7500 1,051.70
65
BOCA RATON FL 33498 13.5000 02/27/95
227,990.00
4300315 .0000 04/01/95
00
4300315 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
462/462 2.6250 10/01/95
10/01/95
25 6.7500 .0000
.0000
A 8.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405298 7.7500 480,000.00
100
WHITE MARGARET 7.7500 478,631.69
ZZ
5908 JAY ROAD 7.5000 3,438.78
1
13.7500 3,438.78
55
BOULDER CO 80301 13.5000 03/03/95
875,000.00
10880736 .0000 05/01/95
00
10880736 .0000 04/01/25
0
0 2.8750 10/01/95
10/01/95
047/047 2.6250 11/01/95
11/01/95
45 6.7500 .0000
.0000
A 8.7500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405354 7.2500 262,500.00
100
MEIER GEORGE 7.2500 261,463.69
ZZ
1
3687 KATIE LENDRE DRIVE 7.0000 1,790.71
1
13.2500 1,790.71
80
FALLBROOK CA 92028 13.0000 02/28/95
330,000.00
0380099110 .0000 04/01/95
00
430553 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
736/728 2.6250 10/01/95
10/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405394 7.2500 269,000.00
100
MAIDANA HORACIO 7.2500 268,366.67
ZZ
325 DE LA FUENTE STREET 7.0000 1,835.05
1
13.2500 1,835.05
90
MONTEREY PARK CA 91754 13.0000 04/04/95
299,000.00
0380111873 .0000 06/01/95
21
426668 .0000 05/01/25
25
0 2.7500 11/01/95
11/01/95
736/728 2.5000 12/01/95
12/01/95
25 6.2500 .0000
.0000
A 8.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405410 7.8750 318,750.00
100
CHAMBERS WILLIAM 7.8750 317,638.70
ZZ
44-2050 KAAPAHU ROAD 7.5000 2,311.16
1
13.8750 2,311.16
75
HONOKAA HI 96727 13.5000 02/24/95
425,000.00
4283982 .0000 04/01/95
00
4283982 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
462/462 2.5000 10/01/95
10/01/95
25 6.8750 .0000
.0000
A 8.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1405430 4.2500 106,400.00
100
SOLANO JOSE 6.2500 103,214.72
ZZ
1509 SARGENT PLACE 6.0000 523.43
1
10.2500 645.71
80
LOS ANGELES CA 90026 10.0000 03/01/94
133,000.00
530015870 2.7500 05/01/94
00
530015870 2.5000 04/01/24
0
0 2.7500 10/01/94
10/01/95
595/581 2.5000 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.5000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405433 4.2500 210,000.00
100
WYNNE MICHAEL 6.2500 205,899.09
ZZ
21 DANADA DRIVE 6.0000 1,033.07
1
10.2500 1,288.09
70
WHEATON IL 60187 10.0000 03/10/94
300,000.00
530015856 2.7500 05/01/94
00
530015856 2.5000 04/01/24
0
0 2.7500 10/01/94
10/01/95
595/581 2.5000 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.5000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405434 4.5000 155,000.00
100
FOX JR LEONARD 6.5000 152,106.09
ZZ
3000 FENWICK WAY 6.2500 785.37
1
10.5000 976.12
78
SAN JOSE CA 95148 10.2500 03/22/94
200,000.00
530015855 3.0000 05/01/94
00
530015855 2.7500 04/01/24
0
0 3.0000 10/01/94
10/01/95
595/581 2.7500 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1
1.5000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405435 6.2500 55,300.00
100
LASATER BRENT 8.2500 54,670.70
ZZ
19812 17TH TERRACE NE 8.0000 340.49
1
12.2500 414.30
95
INDEPENDENCE MO 64056 12.0000 06/14/94
58,250.00
530015361 2.6250 08/01/94
01
530015361 2.3750 07/01/24
25
0 2.6250 01/01/95
01/01/96
595/581 2.3750 02/01/95
02/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
3.6250 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405437 5.2500 64,100.00
100
STEUER WILLIAM 7.2500 62,036.16
ZZ
503 LINE STREET 7.0000 353.97
1
11.2500 430.27
95
EASTON PA 18042 11.0000 05/17/94
67,500.00
530014566 2.6250 07/01/94
14
530014566 2.3750 06/01/24
25
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.6250 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405438 4.2500 212,800.00
100
LUSIC GEORGE 6.2500 208,425.76
ZZ
1615 TAPER AVENUE 6.0000 1,046.85
1
10.2500 1,305.27
80
SAN PEDRO AREA CA 90731 10.0000 02/09/94
266,000.00
940078850 2.8750 04/01/94
00
940078850 2.6250 03/01/24
0
0 2.8750 09/01/94
09/01/95
595/581 2.6250 10/01/94
10/01/95
45 .0000 .0000
.0000
A .0000 6
6
1
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.3750 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405440 5.7500 113,050.00
100
GUY MICHAEL 7.7500 111,548.94
ZZ
208 WEST LAKE VILLAGE 7.5000 659.73
1
11.7500 807.47
95
BLUE SPRINGS MO 64015 11.5000 05/25/94
119,000.00
530014581 2.7500 07/01/94
01
530014581 2.5000 06/01/24
22
0 2.7500 12/01/94
12/01/95
595/581 2.5000 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
3.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405442 5.1250 204,250.00
100
DAMLE NITIN 7.1250 201,202.81
ZZ
115 WEST BAY DRIVE 6.8750 1,112.12
1
11.1250 1,371.50
95
NARRAGANSETT RI 02882 10.8750 05/19/94
215,000.00
530014545 2.8750 07/01/94
10
530014545 2.6250 06/01/24
22
0 2.8750 12/01/94
12/01/95
595/581 2.6250 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.2500 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405443 4.5000 315,000.00
100
CHIORINO RICHARD 6.5000 308,653.73
ZZ
2041 KINGSBRIDGE WAY 6.2500 1,596.06
1
10.5000 1,983.24
78
OXNARD CA 93035 10.2500 02/23/94
405,000.00
530015852 2.8750 04/01/94
00
530015852 2.6250 03/01/24
0
0 2.8750 09/01/94
09/01/95
1
595/581 2.6250 10/01/94
10/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.6250 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405445 4.6250 108,800.00
100
CHRISTIAN KRISTI 6.6250 106,709.67
ZZ
5109 MARINO COURT 6.3750 559.39
1
10.6250 694.16
80
ELK GROVE CA 95758 10.3750 02/15/94
136,000.00
530015850 3.0000 04/01/94
00
530015850 2.7500 03/01/24
0
0 3.0000 09/01/94
09/01/95
595/581 2.7500 10/01/94
10/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.6250 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405446 5.2500 52,000.00
100
ANDERSON RICHARD 7.2500 50,227.71
T
1200 S RIORDAN RANCH ST.#22 7.0000 287.15
1
11.2500 346.58
80
FLAGSTAFF AZ 86001 11.0000 05/31/94
65,000.00
530014572 3.0000 07/01/94
00
530014572 2.7500 06/01/24
0
0 3.0000 12/01/94
12/01/95
595/581 2.7500 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.2500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405449 4.5000 124,950.00
100
LINLEY MARK 6.5000 122,739.22
ZZ
10 BREMEN COURT 6.2500 633.11
1
10.5000 786.88
79
NAPA CA 94558 10.2500 04/04/94
160,000.00
1
530015914 3.0000 06/01/94
00
530015914 2.7500 05/01/24
0
0 3.0000 11/01/94
11/01/95
595/581 2.7500 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.5000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405450 4.8750 98,400.00
100
ROSE JACK 6.8750 95,618.15
ZZ
11768 CRICKET DRIVE 6.6250 520.75
1
10.8750 637.42
80
BLOOMINGTON AR CA 92316 10.6250 03/30/94
123,000.00
530015917 2.8750 06/01/94
00
530015917 2.6250 05/01/24
0
0 2.8750 11/01/94
11/01/95
595/581 2.6250 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405451 5.8750 204,000.00
100
MARTINEZ ENRIQUE 7.8750 201,354.54
ZZ
1864 QUEENSBERRY ROAD 7.6250 1,206.74
1
11.9500 1,474.79
80
PASADENA CA 91101 11.7000 05/25/94
255,000.00
530015811 .0000 07/01/94
00
530015811 .0000 06/01/24
0
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 4.8750 .0000
.0000
A 6.8750 6
6
360 R 1.0000
1.0000
6.0750 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405452 4.3750 693,750.00
100
ERWIN JEFFREY 6.3750 674,941.88
ZZ
1
18225 RIVER EDGE COURT 6.1250 3,463.79
1
10.3750 4,272.49
75
LAKE OSWEGO OR 97034 10.1250 04/20/94
925,000.00
530015921 2.7500 06/01/94
00
530015921 2.5000 05/01/24
0
0 2.7500 11/01/94
11/01/95
595/581 2.5000 12/01/94
12/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.6250 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405456 5.8750 149,600.00
100
HAYES IVAN 7.8750 147,660.01
ZZ
875 COLDSTREAM DRIVE 7.6250 884.94
1
11.9500 1,081.51
80
EL CAJON CA 92020 11.7000 05/26/94
188,000.00
530015810 .0000 07/01/94
00
530015810 .0000 06/01/24
0
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 4.8750 .0000
.0000
A 6.8750 6
6
360 R 1.0000
1.0000
6.0750 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405457 5.1250 213,000.00
100
BOYER PAMELA 7.1250 209,822.32
ZZ
685 WINDSOR DRIVE 6.8750 1,159.76
1
11.9500 1,430.26
73
BENICIA CA 94510 11.7000 05/04/94
295,000.00
530015801 .0000 07/01/94
00
530015801 .0000 06/01/24
0
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 4.1250 .0000
.0000
A 6.1250 6
6
360 R 1.0000
1.0000
6.8250 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1405458 5.2500 120,000.00
100
NAHAVANDI AHMAD 7.2500 118,148.98
ZZ
5784 SUMMERBROOK COURT 7.0000 662.64
1
11.9500 815.95
60
SAN JOSE CA 95123 11.7000 04/15/94
200,000.00
530015795 .0000 06/01/94
00
530015795 .0000 05/01/24
0
0 2.6250 11/01/94
11/01/95
595/581 2.3750 12/01/94
12/01/95
45 4.2500 .0000
.0000
A 6.2500 6
6
360 R 1.0000
1.0000
6.7000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405459 6.5000 268,000.00
100
DEMAY G 8.5000 264,915.66
ZZ
1120 JAMES PLACE 8.2500 1,693.94
1
12.5000 2,055.23
60
EL CERRITO CA 94530 12.2500 05/25/94
450,000.00
530015641 .0000 07/01/94
00
530015641 .0000 06/01/24
0
0 3.0000 12/01/94
12/01/95
595/581 2.7500 01/01/95
01/01/96
45 5.5000 .0000
.0000
A 7.5000 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405461 4.1250 145,600.00
100
SOUTH RODGER 6.1250 142,688.42
ZZ
10716 NORTHEAST 114TH PLACE 5.8750 705.65
1
10.1250 881.26
80
KIRKLAND WA 98033 9.8750 03/17/94
182,000.00
530015875 3.0000 05/01/94
00
530015875 2.7500 04/01/24
0
0 2.6250 10/01/94
10/01/95
595/581 2.3750 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1
1.1250 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405463 4.8750 400,000.00
100
BISHOP EVAN 6.8750 393,024.38
ZZ
222 NOGAL DRIVE 6.6250 2,116.84
1
10.8750 2,618.64
74
SANTA BARBARA CA 93110 10.6250 03/24/94
545,000.00
530015877 2.8750 05/01/94
00
530015877 2.6250 04/01/24
0
0 2.8750 10/01/94
10/01/95
595/581 2.6250 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405465 4.7500 239,000.00
100
COLLINS PETER 6.7500 234,735.80
ZZ
4975 MOSHER DIRVE 6.5000 1,246.74
1
10.7500 1,544.69
80
STOCKTON CA 95212 10.5000 03/10/94
300,000.00
530015879 3.0000 05/01/94
00
530015879 2.7500 04/01/24
0
0 3.0000 10/01/94
10/01/95
595/581 2.7500 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.7500 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405466 4.5000 50,400.00
100
SCHOENROCK ROBERT 6.5000 49,458.99
ZZ
14318 E. LONGFELLOW AVE. 6.2500 255.37
1
10.5000 317.40
80
SPOKANE WA 99216 10.2500 03/07/94
63,000.00
530015885 2.7500 05/01/94
00
530015885 2.5000 04/01/24
0
0 2.7500 10/01/94
10/01/95
595/581 2.5000 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
1
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.7500 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405467 4.7500 228,000.00
100
SIDNEY GAIL 6.7500 223,932.03
ZZ
10273 OLETHA LANE 6.5000 1,189.36
1
10.7500 1,473.60
75
LOS ANGELES CA 90077 10.5000 03/23/94
305,000.00
530015891 2.8750 05/01/94
00
530015891 2.6250 04/01/24
0
0 2.8750 10/01/94
10/01/95
595/581 2.6250 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.8750 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405468 5.2500 159,600.00
100
NORMAN FRED 7.2500 157,413.71
T
4 MOLLUSK DRIVE 7.0000 881.32
1
11.2500 1,079.07
70
NARRAGANSETT RI 02882 11.0000 06/13/94
228,000.00
53015967 3.2500 08/01/94
00
53015967 3.0000 07/01/24
0
0 3.2500 01/01/95
01/01/96
595/581 3.0000 02/01/95
02/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405470 5.0000 84,000.00
100
KUSHNERICK C 7.0000 82,791.65
ZZ
77 BLOOMFIELD AVENUE 6.7500 450.93
1
11.0000 556.96
70
ISELIN NJ 08830 10.7500 06/08/94
120,000.00
530015979 3.0000 08/01/94
00
530015979 2.7500 07/01/24
0
0 2.8750 01/01/95
01/01/96
1
595/581 2.6250 02/01/95
02/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405472 5.1250 165,600.00
100
SOMMER GARY 6.1250 163,921.18
ZZ
1907 SUNRAY COURT 5.8750 901.67
1
11.1250 1,004.98
80
WEST LINN OR 97068 10.8750 10/03/94
207,000.00
530017793 .0000 12/01/94
00
530017793 .0000 11/01/24
0
0 2.7500 05/01/95
11/01/95
595/581 2.5000 06/01/95
12/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405473 4.7500 310,000.00
100
PERIGO CLIFFORD 6.7500 305,046.03
ZZ
828 COUNTRY COMMONS ROAD 6.5000 1,617.11
1
10.7500 2,003.58
76
LAKE OSWEGO OR 97034 10.5000 05/24/94
412,000.00
530015955 2.6250 07/01/94
00
530015955 2.3750 06/01/24
0
0 2.6250 12/01/94
12/01/95
595/581 2.3750 01/01/95
01/01/96
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
2.1250 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1405474 4.6250 80,800.00
100
ELMAHMOUDY TAWFIK 6.6250 79,220.72
ZZ
2147 AROMA DRIVE UNIT A 6.3750 415.43
1
10.6250 515.51
80
WEST COVINA CA 91791 10.3750 03/22/94
101,000.00
1
530015892 2.8750 05/01/94
00
530015892 2.6250 04/01/24
0
0 2.8750 10/01/94
10/01/95
595/581 2.6250 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.7500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405475 4.5000 124,000.00
100
FUERTE ROGELIO 6.5000 121,684.92
ZZ
1421 SOUTH HALLADAY STREET 6.2500 628.29
1
10.5000 780.90
78
SANTA ANA CA 92707 10.2500 03/16/94
160,000.00
530015901 2.8750 05/01/94
00
530015901 2.6250 04/01/24
0
0 2.8750 10/01/94
10/01/95
595/581 2.6250 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.6250 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405476 4.8750 236,000.00
100
DEITZ RICHARD 6.8750 231,781.78
ZZ
1580 CHATSWORTH BOULEVARD 6.6250 1,248.94
1
10.8750 1,545.00
80
SAN DIEGO CA 92107 10.6250 03/25/94
295,000.00
530015903 3.0000 05/01/94
00
530015903 2.7500 04/01/24
0
0 3.0000 10/01/94
10/01/95
595/581 2.7500 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.8750 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405477 4.7500 64,500.00
100
HARPER ROBERT 6.7500 63,248.57
ZZ
1
708 TUDOR COURT 6.5000 336.47
1
10.7500 416.21
80
RATHDRUM ID 83858 10.5000 03/23/94
81,000.00
530015909 3.0000 05/01/94
00
530015909 2.7500 04/01/24
0
0 3.0000 10/01/94
10/01/95
595/581 2.7500 11/01/94
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.7500 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1405770 7.6250 277,500.00
100
THUMMALA VENKATRAO 7.6250 276,688.92
ZZ
8628 LAKERIDGE CIRCLE 7.3750 1,964.13
1
13.6250 1,964.13
50
LAS VEGAS NV 89117 13.3750 03/08/95
555,000.00
0380099813 6.6250 05/01/95
00
2352023877 6.3750 04/01/25
0
0 2.8750 10/01/95
10/01/95
069/728 2.6250 11/01/95
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
1.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1406563 7.6250 238,000.00
100
MACON RENEE 7.6250 237,304.38
ZZ
831 EAST CALLE ARROYO 7.3750 1,684.55
1
13.6250 1,684.55
90
SAN DIMAS CA 91773 13.3750 03/02/95
265,000.00
0380101726 .0000 05/01/95
21
426453 .0000 04/01/25
25
0 2.7500 10/01/95
10/01/95
736/728 2.5000 11/01/95
11/01/95
25 6.6250 .0000
.0000
A 8.6250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1407583 7.2500 142,500.00
100
ROODSARI MOHAMMAD 7.2500 142,277.01
ZZ
5747 PARKMOR ROAD 7.0000 972.10
1
13.2500 972.10
75
CALABASAS CA 91302 13.0000 05/04/95
190,000.00
0380117078 .0000 07/01/95
00
1407583 .0000 06/01/25
0
0 3.0000 12/01/95
12/01/95
731/728 2.7500 01/01/96
01/01/96
25 6.2500 .0000
.0000
A 8.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1407628 7.3750 750,000.00
100
MEYER TIMOTHY 7.3750 748,277.41
ZZ
4684 WHITE OAK AVENUE 7.1250 5,180.06
1
ENCINO AREA 13.3750 5,180.06
75
LOS ANGELES CA 91316 13.1250 04/07/95
1,000,000.00
0380108895 .0000 06/01/95
00
6200708005 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
472/728 2.6250 12/01/95
12/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1407640 7.3750 230,000.00
100
JANDU GURJINDER 7.3750 229,648.91
ZZ
18204 ARMINTA STREET 7.1250 1,588.55
1
13.3750 1,588.55
90
LOS ANGELES CA 91335 13.1250 05/23/95
255,900.00
0380129404 .0000 07/01/95
10
889507 .0000 06/01/25
25
0 2.7500 12/01/95
12/01/95
764/728 2.5000 01/01/96
01/01/96
45 5.3750 .0000
.0000
A 9.3750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1407848 7.3750 359,200.00
100
SNELL WALTER 7.3750 358,374.96
ZZ
136 SHERIDAN ROAD 7.1250 2,480.91
1
13.3750 2,480.91
80
OAKLAND CA 94618 13.1250 04/03/95
449,000.00
0380111865 .0000 06/01/95
00
425929 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
736/728 2.6250 12/01/95
12/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1407882 7.3750 556,000.00
100
WELLS JOHN 7.3750 554,292.06
ZZ
127 PEARL AVENUE 7.1250 3,840.15
1
13.3750 3,840.15
80
NEWPORT BEACH CA 92662 13.1250 03/17/95
695,000.00
0380102955 .0000 05/01/95
00
6200706604 .0000 04/01/25
0
0 2.8750 10/01/95
10/01/95
472/728 2.6250 11/01/95
11/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1407890 7.1250 148,000.00
100
RIDDICK VIVIAN 7.1250 147,636.99
ZZ
2615 RUHLAND AVENUE - NO. 11 6.7500 997.10
1
13.1250 997.10
80
REDONDO BEACH CA 90278 12.7500 04/12/95
185,000.00
0380115882 .0000 06/01/95
00
8400952 .0000 05/01/25
0
0 2.7500 11/01/95
11/01/95
698/728 2.3750 12/01/95
12/01/95
25 6.1250 .0000
.0000
A 8.1250 6
6
1
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1414703 7.2500 305,100.00
100
CHOQUEHUANCA ANTHONY 7.2500 304,381.65
ZZ
3 HIGH BLUFF 7.0000 2,081.32
1
13.2500 2,081.32
90
LAGUNA NIGUEL CA 92677 13.0000 04/11/95
339,000.00
0380113119 .0000 06/01/95
12
WCNS950330053 .0000 05/01/25
25
0 2.8750 11/01/95
11/01/95
A04/728 2.6250 12/01/95
12/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1414710 6.7500 276,500.00
100
MORA DANTE 6.7500 275,539.70
ZZ
7775 SALIX PLACE 6.5000 1,793.37
1
12.7500 1,793.37
90
SAN DIEGO CA 92129 12.5000 03/17/95
310,000.00
0380107392 .0000 05/01/95
11
37216017473A .0000 04/01/25
25
0 2.7500 10/01/95
10/01/95
624/728 2.5000 11/01/95
11/01/95
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1414745 6.6250 260,000.00
100
BARTHOLOMEW RICHARD 6.6250 259,308.02
ZZ
2507 CLARK LANE 6.3750 1,664.81
1
UNIT "A" 12.6250 1,664.81
87
REDONDO BEACH CA 90278 12.3750 04/07/95
300,000.00
0380109281 .0000 06/01/95
10
326860 .0000 05/01/25
17
0 2.7500 11/01/95
11/01/95
1
627/728 2.5000 12/01/95
12/01/95
45 5.6250 .0000
.0000
A 7.6250 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 01 0
00/00/00
O .0000
1415147 7.3750 215,000.00
100
PARSONS BEVERLY 7.3750 214,339.52
ZZ
2512 MAHAILA CIRCLE 7.1250 1,484.96
1
13.3750 1,484.96
80
HENDERSON NV 89014 13.1250 03/28/95
269,000.00
0380107723 2.8750 05/01/95
00
2352027423 2.6250 04/01/25
0
0 2.7500 10/01/95
10/01/95
069/728 2.5000 11/01/95
11/01/95
45 .0000 .0000
.0000
A .0000 6
6
360 R 1.0000
1.0000
6.0000 X X
.0000
.0000 X X
.0000
4.5000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1415168 7.3750 209,000.00
100
LUTTRELL JUDITH 7.3750 208,357.99
ZZ
10641 W. MISSOURI AVE #103 7.1250 1,443.51
1
13.3750 1,443.51
80
LOS ANGELES CA 90025 13.1250 03/03/95
261,250.00
0380108317 .0000 05/01/95
00
0314605507 .0000 04/01/25
0
0 3.0000 10/01/95
10/01/95
478/728 2.7500 11/01/95
11/01/95
45 6.3750 .0000
.0000
A 8.3750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1415267 6.8750 336,700.00
100
SIMS JOHN 6.8750 335,608.60
ZZ
955 SOUTH L STREET 6.6250 2,212.21
1
12.8750 2,212.21
75
LIVERMORE CA 94550 12.6250 03/28/95
449,000.00
1
0380108481 .0000 05/01/95
00
425632 .0000 04/01/25
0
0 2.7500 10/01/95
10/01/95
736/728 2.5000 11/01/95
11/01/95
25 5.8750 .0000
.0000
A 7.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1415315 7.3750 115,000.00
100
NAVE BRUCE 7.3750 114,824.44
ZZ
5050 GEORGE ROAD 7.1250 794.28
1
13.3750 794.28
46
LAKEPORT CA 95453 13.1250 05/24/95
250,000.00
0380126574 2.7500 07/01/95
00
8005 2.5000 06/01/25
0
0 2.7500 12/01/95
12/01/95
723/728 2.5000 01/01/96
01/01/96
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S U
.1250
.0000 S U
.1250
4.6250 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1415349 7.3750 85,200.00
100
CHAVEZ RICHARD 7.3750 85,004.31
ZZ
2115 WHITEWOOD DRIVE 7.0000 588.46
1
13.3750 588.46
60
SANTA ROSA CA 95407 13.0000 04/20/95
142,000.00
0380116120 2.7500 06/01/95
00
8008 2.3750 05/01/25
0
0 2.7500 11/01/95
11/01/95
723/728 2.3750 12/01/95
12/01/95
25 .0000 .0000
.0000
A .0000 6
6
360 E 1.0000
1.0000
6.0000 S U
.1250
.0000 S U
.1250
4.6250 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1415531 7.1250 84,850.00
100
DALY MICHELLE 7.1250 84,576.12
T
1
299 LEE LANE 6.7500 571.66
1
13.1250 571.66
45
BRECKENRIDGE CO 80424 12.7500 03/28/95
191,574.00
880798 .0000 05/01/95
00
880798 .0000 04/01/25
0
0 3.0000 10/01/95
10/01/95
047/047 2.6250 11/01/95
11/01/95
45 6.1250 .0000
.0000
A 8.1250 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1416072 7.5000 308,000.00
100
HALM PETER 7.5000 307,077.07
ZZ
8984 SHOREHAM 7.2500 2,153.58
1
13.5000 2,153.58
74
LOS ANGELES CA 90069 13.2500 03/23/95
420,000.00
0380111972 .0000 05/01/95
00
10106301 .0000 04/01/25
0
0 2.8750 10/01/95
10/01/95
051/728 2.6250 11/01/95
11/01/95
25 6.5000 .0000
.0000
A 8.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1416099 6.6250 224,100.00
100
MURPHY PATRICK 6.6250 223,703.47
ZZ
111 FOURTH STREET 6.3750 1,434.94
1
12.6250 1,434.94
90
SAUSALITO CA 94965 12.3750 05/01/95
249,000.00
0380117334 .0000 07/01/95
10
437949 .0000 06/01/25
25
0 2.8750 12/01/95
12/01/95
736/728 2.6250 01/01/96
01/01/96
25 5.6250 .0000
.0000
A 7.6250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1
1416103 6.6250 140,000.00
100
WENDEL SHARAN 6.6250 139,627.38
ZZ
941 MOUNTAIN VIEW ROAD 6.3750 896.44
1
12.6250 896.44
64
GARBERVILLE CA 95542 12.3750 03/29/95
219,000.00
0380112798 .0000 06/01/95
00
0001337492 .0000 05/01/25
0
0 2.7500 11/01/95
11/01/95
440/728 2.5000 12/01/95
12/01/95
25 5.6250 .0000
.0000
A 7.6250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1416104 7.3750 144,000.00
100
PASSARO CHRIS 7.3750 143,557.63
ZZ
7660 MORNINGSIDE DRIVE 7.1250 994.58
1
13.3750 994.58
50
LOOMIS CA 95650 13.1250 03/30/95
290,000.00
0380112830 .0000 05/01/95
00
0001340066 .0000 04/01/25
0
0 2.8750 10/01/95
10/01/95
440/728 2.6250 11/01/95
11/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1416452 7.3750 231,750.00
100
SCHLEIMER CELESTE 7.3750 231,217.71
ZZ
2740 COURTSIDE DRIVE 7.1250 1,600.64
1
13.3750 1,600.64
90
ROSEVILLE CA 95661 13.1250 04/13/95
257,500.00
0380112772 .0000 06/01/95
01
741330 .0000 05/01/25
25
0 2.7500 11/01/95
11/01/95
626/728 2.5000 12/01/95
12/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1416936 7.3750 328,000.00
100
CEGLIA JOHN 7.3750 327,246.66
ZZ
365 HITCH DRIVE 7.1250 2,265.41
1
13.3750 2,265.41
80
HOLLISTER CA 95023 13.1250 04/12/95
410,000.00
0380115163 .0000 06/01/95
00
73705 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
744/728 2.6250 12/01/95
12/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1417178 7.6250 210,000.00
100
ANGULO MARCO 7.6250 209,367.73
ZZ
195 EAST WASHINGTON AVENUE 7.3750 1,486.37
1
13.6250 1,486.37
75
TULARE CA 93274 13.3750 04/17/95
282,000.00
0380117714 .0000 06/01/95
00
16101705 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
051/728 2.6250 12/01/95
12/01/95
25 6.6250 .0000
.0000
A 8.6250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1417428 7.5000 944,000.00
100
BEHPOUR AHMAD 7.5000 941,885.10
ZZ
427 PORTLUCK ROAD 7.2500 6,600.58
1
13.5000 6,600.58
68
HONOLULU HI 96825 13.2500 04/10/95
1,400,000.00
0380115908 .0000 06/01/95
00
70053026266A .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
624/728 2.6250 12/01/95
12/01/95
25 6.5000 .0000
.0000
A 8.5000 6
6
1
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1417834 7.5000 237,500.00
100
MERLINO JAMES 7.5000 236,967.92
ZZ
73487 GOLDFLOWER STREET 7.2500 1,660.63
1
13.5000 1,660.63
70
PALM DESERT CA 92260 13.2500 04/24/95
340,000.00
0380116310 .0000 06/01/95
00
10106429 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
051/728 2.6250 12/01/95
12/01/95
25 6.5000 .0000
.0000
A 8.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1417948 7.5000 99,950.00
100
PETERSON PAUL 7.5000 99,726.06
ZZ
4710 WEST 128TH PLACE 7.1250 698.87
1
13.5000 698.87
50
BROOMFIELD CO 80020 13.1250 04/28/95
199,900.00
880863 .0000 06/01/95
00
880863 .0000 05/01/25
0
0 3.0000 11/01/95
11/01/95
047/047 2.6250 12/01/95
12/01/95
45 6.5000 .0000
.0000
A 8.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418071 6.7500 385,000.00
100
HEIDA DONALD 6.7500 384,668.53
ZZ
385 SOUTH VIRGINIA AVENUE 6.5000 2,497.10
1
12.7500 2,497.10
88
PASADENA CA 91107 12.5000 06/04/95
440,000.00
0380146127 .0000 08/01/95
21
438871 .0000 07/01/25
25
0 2.8750 01/01/96
01/01/96
1
736/728 2.6250 02/01/96
02/01/96
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418075 7.6250 225,000.00
100
GRANNIE JOHN 7.6250 224,487.05
ZZ
11251 NW 7TH STREET 7.3750 1,599.59
1
12.6250 1,599.59
76
PLANTATION FL 33323 12.3750 04/12/95
297,000.00
0380118472 2.8750 06/01/95
00
5600240 2.6250 11/01/24
0
0 2.8750 12/01/95
12/01/95
632/728 2.6250 01/01/96
01/01/96
45 6.6250 .0000
.0000
A 7.6250 6
6
354 R 1.0000
1.0000
5.0000 X X
.0000
.0000 X X
.0000
4.7500 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418108 6.2500 630,000.00
100
CARLSON MICHAEL 6.2500 628,801.35
ZZ
2135 RIDGE POINT DRIVE 6.0000 3,879.02
1
12.2500 3,879.02
74
LAKE OSWEGO OR 97035 12.0000 05/16/95
858,603.00
0380126723 .0000 07/01/95
00
9510320 .0000 06/01/25
0
0 3.0000 12/01/95
12/01/95
229/728 2.7500 01/01/96
01/01/96
25 5.2500 .0000
.0000
A 7.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418117 5.3750 350,000.00
100
HILT HARRY 7.3750 273,665.15
ZZ
4145 WOODSTOCK ROAD 7.0000 1,959.90
1
11.3750 2,051.66
69
SANTA YNEZ CA 93460 11.0000 05/27/94
510,000.00
1
221480577 .0000 08/01/94
00
221480577 .0000 07/01/24
0
0 2.8750 01/01/95
01/01/96
560/560 2.5000 02/01/95
02/01/96
45 4.3750 .0000
.0000
A 6.3750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418118 5.5000 212,000.00
100
COTTRELL LARRY 6.5000 209,061.42
ZZ
3979 LOTUS DRIVE 6.1250 1,203.71
1
11.5000 1,338.44
80
WATERFORD MI 48329 11.1250 08/15/94
265,000.00
221531833 .0000 10/01/94
00
221531833 .0000 09/01/24
0
0 2.8750 03/01/95
09/01/95
560/560 2.5000 04/01/95
10/01/95
45 4.5000 .0000
.0000
A 6.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418119 5.7500 45,000.00
100
ROLL BONNIE 6.7500 44,512.29
ZZ
220 EAST AVENUE 6.3750 262.61
1
11.7500 291.55
53
WEST SENECA NY 14224 11.3750 08/25/94
86,000.00
221544638 .0000 10/01/94
00
221544638 .0000 09/01/24
0
0 2.8750 03/01/95
09/01/95
560/560 2.5000 04/01/95
10/01/95
45 4.7500 .0000
.0000
A 6.7500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418120 6.6250 266,900.00
100
EMELITY ANNETTE 7.6250 265,062.16
ZZ
1
16497 NORTH WOODSON DRIVE 7.2500 1,708.99
1
12.6250 1,885.83
75
RAMONA CA 92065 12.2500 12/22/94
355,900.00
450063268 .0000 02/01/95
00
450063268 .0000 01/01/25
0
0 2.8750 07/01/95
01/01/96
560/560 2.5000 08/01/95
02/01/96
45 5.6250 .0000
.0000
A 7.6250 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1418121 6.5000 168,000.00
100
FOX KENNETH 7.5000 71,540.56
ZZ
2191 PEACEFUL GARDEN WAY 7.1250 1,061.87
1
12.5000 502.49
70
RESCUE CA 95672 12.1250 01/03/95
240,000.00
450065230 .0000 03/01/95
00
450065230 .0000 02/01/25
0
0 2.8750 08/01/95
02/01/96
560/560 2.5000 09/01/95
03/01/96
45 5.5000 .0000
.0000
A 7.5000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418122 7.0000 249,000.00
100
JANIK RICHARD 8.0000 247,757.41
R
12490 EAST AVENIDA DE LA VIST 7.6250 1,656.60
1
13.0000 1,825.43
77
TUCSON AZ 85749 12.6250 01/20/95
324,000.00
450077565 .0000 03/01/95
00
450077565 .0000 02/01/25
0
0 2.8750 08/01/95
02/01/96
560/560 2.5000 09/01/95
03/01/96
45 6.0000 .0000
.0000
A 8.0000 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1
1418123 7.2500 134,000.00
100
KARROW ROBERT 7.2500 133,470.96
ZZ
810 WHISPERWOOD 6.8750 914.12
1
13.2500 914.12
75
FENTON MI 48430 12.8750 02/14/95
179,000.00
450080924 .0000 04/01/95
00
450080924 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
560/560 2.5000 10/01/95
10/01/95
45 6.2500 .0000
.0000
A 8.2500 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1418124 7.3750 138,500.00
100
SOTTOLANO JAMES 7.3750 137,966.52
ZZ
520 ROUTE 17 7.0000 956.59
1
13.3750 956.59
65
NEW HAVEN VT 05472 13.0000 02/10/95
214,000.00
450081922 .0000 04/01/95
00
450081922 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
560/560 2.5000 10/01/95
10/01/95
45 6.3750 .0000
.0000
A 8.3750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418125 7.3750 213,800.00
100
DEVARENNE KENNETH 7.3750 212,976.53
ZZ
561 COOK STREET 7.0000 1,476.66
1
13.3750 1,476.66
74
DENVER CO 80206 13.0000 02/10/95
290,000.00
450082771 .0000 04/01/95
00
450082771 .0000 03/01/25
0
0 2.8750 09/01/95
09/01/95
560/560 2.5000 10/01/95
10/01/95
45 6.3750 .0000
.0000
A 8.3750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418126 6.8750 56,900.00
100
CARDILLO ALFRED 6.8750 56,755.78
ZZ
BEAUTY HILL ROAD 6.5000 373.79
1
12.8750 373.79
45
BARNSTEAD NH 03218 12.5000 04/27/95
126,900.00
450122577 .0000 06/01/95
00
450122577 .0000 05/01/25
0
0 2.8750 11/01/95
11/01/95
560/560 2.5000 12/01/95
12/01/95
45 5.8750 .0000
.0000
A 7.8750 6
6
360 9 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 02 0
00/00/00
O .0000
1418231 7.2500 350,000.00
100
BUCKLES BRUCE 7.2500 348,617.93
ZZ
2858 N REDONDO AVENUE 7.0000 2,387.62
1
13.2500 2,387.62
90
CAMARILLO CA 93010 13.0000 02/13/95
390,000.00
0380117425 .0000 04/01/95
14
0314619466 .0000 03/01/25
25
0 3.0000 09/01/95
09/01/95
478/728 2.7500 10/01/95
10/01/95
45 6.2500 .0000
.0000
A 8.2500 6
6
360 R 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418415 6.6250 211,100.00
100
CUMMINGS MICHAEL 6.6250 210,913.75
ZZ
2300 PALMER COURT 6.3750 1,351.70
1
12.6250 1,351.70
90
FAIRFIELD CA 94533 12.3750 06/12/95
234,570.00
0380138520 .0000 08/01/95
11
W01536 .0000 07/01/25
25
0 3.0000 01/01/96
01/01/96
B38/728 2.7500 02/01/96
02/01/96
25 5.6250 .0000
.0000
A 7.6250 6
6
1
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1418441 8.0000 641,000.00
100
TYSON MAUREEN 8.0000 640,136.94
ZZ
1600 HASTINGS HEIGHTS LANE 7.7500 4,703.43
1
14.0000 4,703.43
55
PASADENA CA 91107 13.7500 05/01/95
1,175,000.00
0380119421 .0000 07/01/95
00
10106422 .0000 06/01/25
0
0 3.0000 12/01/95
12/01/95
051/728 2.7500 01/01/96
01/01/96
25 7.0000 .0000
.0000
A 9.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1419314 7.0000 154,800.00
100
SAWYER WILLIAM 7.0000 154,545.48
T
343 LOWER ROAD 6.7500 1,029.89
1
13.0000 1,029.89
45
DURANGO CO 81301 12.7500 05/11/95
350,000.00
0380133554 .0000 07/01/95
00
30100496 .0000 06/01/25
0
0 2.8750 12/01/95
12/01/95
051/728 2.6250 01/01/96
01/01/96
25 6.0000 .0000
.0000
A 8.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 2 01
06/01/96
.0000 03 D
06/01/99
O .6250
1419396 7.3750 494,400.00
100
HOLLAND MARVIN 7.3750 493,264.45
ZZ
37 GOLDEN EAGLE LANE 7.1250 3,414.70
1
13.3750 3,414.70
80
LITTLETON CO 80127 13.1250 04/28/95
618,000.00
0380126459 .0000 06/01/95
00
746388 .0000 05/01/25
0
0 3.0000 11/01/95
11/01/95
1
626/728 2.7500 12/01/95
12/01/95
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1419414 7.3750 341,000.00
100
JOHNSON MICHAEL 7.3750 340,479.46
ZZ
438 ASHBURY LANE 7.1250 2,355.20
1
13.3750 2,355.20
70
UPLAND CA 91786 13.1250 05/04/95
490,000.00
0380122078 .0000 07/01/95
00
411510019 .0000 06/01/25
0
0 2.7500 12/01/95
12/01/95
731/728 2.5000 01/01/96
01/01/96
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1419703 7.1250 237,150.00
100
SEKAB GHASSAN 7.1250 236,769.57
ZZ
1132 LONE PINE LANE 6.8750 1,597.73
1
13.1250 1,597.73
90
SAN JOSE CA 95120 12.8750 05/11/95
263,500.00
0380124751 .0000 07/01/95
10
0001358159 .0000 06/01/25
20
0 2.7500 12/01/95
12/01/95
440/728 2.5000 01/01/96
01/01/96
25 6.1250 .0000
.0000
A 8.1250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1420054 7.3750 412,500.00
100
JAMES ED 7.3750 411,870.33
ZZ
2102 BRIDLE RIDGE COURT 7.1250 2,849.03
1
13.3750 2,849.03
75
SAN JOSE CA 95138 13.1250 05/26/95
550,000.00
1
0380125089 .0000 07/01/95
00
73991 .0000 06/01/25
0
0 2.8750 12/01/95
12/01/95
744/728 2.6250 01/01/96
01/01/96
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1420259 6.8750 420,000.00
100
DAWSON LARRY 6.8750 419,292.28
ZZ
1206 MORNINGSIDE DRIVE 6.6250 2,759.10
1
12.8750 2,759.10
80
LAGUNA BEACH CA 92651 12.6250 05/04/95
525,000.00
0380133398 .0000 07/01/95
00
73666 .0000 06/01/25
0
0 2.8750 12/01/95
12/01/95
744/728 2.6250 01/01/96
01/01/96
25 5.8750 .0000
.0000
A 7.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1420265 6.5000 650,000.00
100
MAZOROS JOHN 6.5000 648,821.60
ZZ
3441 DEER RIDGE DRIVE 6.2500 4,108.44
1
12.5000 4,108.44
74
DANVILLE CA 94506 12.2500 05/22/95
880,000.00
0380124058 .0000 07/01/95
00
73789 .0000 06/01/25
0
0 2.8750 12/01/95
12/01/95
744/728 2.6250 01/01/96
01/01/96
25 5.5000 .0000
.0000
A 7.5000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1420708 7.1250 311,250.00
100
POPE RANDALL 7.1250 311,001.10
ZZ
1
3930 BINGHAM HILL ROAD 6.8750 2,096.95
1
13.1250 2,096.95
75
FORT COLLINS CO 80521 12.8750 06/23/95
415,000.00
0380160300 .0000 08/01/95
00
0000785121 .0000 07/01/25
0
0 2.8750 01/01/96
01/01/96
626/728 2.6250 02/01/96
02/01/96
25 6.1250 .0000
.0000
A 8.1250 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 5 00
00/00/00
.0000 05 0
00/00/00
O .0000
1420781 7.2500 300,000.00
100
GRAF JOHN 7.2500 299,530.53
ZZ
335 CHEROKEE ROAD 7.0000 2,046.53
1
13.2500 2,046.53
90
LAKE FOREST IL 60045 13.0000 05/26/95
334,000.00
0380128034 2.7500 07/01/95
11
GRAF 2.5000 06/01/25
25
0 2.7500 12/01/95
12/01/95
A02/728 2.5000 01/01/96
01/01/96
25 5.2500 .0000
.0000
A 9.2500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
4.5000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1420875 6.7500 188,000.00
100
NAHABEDIAN CARRIE 6.7500 187,675.37
ZZ
5848 WEST OLYMPIC BOULEVARD 6.3750 1,219.36
1
#109 12.7500 1,219.36
80
LOS ANGELES CA 90036 12.3750 05/31/95
235,000.00
0380127085 .0000 07/01/95
00
1000895 .0000 06/01/25
0
0 2.7500 12/01/95
12/01/95
731/728 2.3750 01/01/96
01/01/96
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 01 0
00/00/00
O .0000
1
1421529 6.8750 399,200.00
100
WARREN BILLY 6.8750 398,527.32
ZZ
93 STEPHANIE LANE 6.6250 2,622.46
1
12.8750 2,622.46
80
ALAMO CA 94507 12.6250 05/23/95
499,000.00
0380145129 .0000 07/01/95
00
8612001176F .0000 06/01/25
0
0 2.7500 12/01/95
12/01/95
624/728 2.5000 01/01/96
01/01/96
25 5.8750 .0000
.0000
A 7.8750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 03 0
00/00/00
O .0000
1422268 6.7500 400,000.00
100
DAVIDOFF IRINA 6.7500 399,655.61
ZZ
3312 OAKLEY DRIVE 6.5000 2,594.39
1
12.7500 2,594.39
80
LOS ANGELES CA 90068 12.5000 06/02/95
500,000.00
0380136524 .0000 08/01/95
00
10106643 .0000 07/01/25
0
0 2.8750 01/01/96
01/01/96
051/728 2.6250 02/01/96
02/01/96
25 5.7500 .0000
.0000
A 7.7500 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
07/01/96
.0000 05 D
07/01/99
O .6250
1424191 7.3750 150,000.00
100
CORTOPASSI WAYNE 7.3750 149,885.86
ZZ
530 VORDEN ROAD 7.1250 1,036.01
1
13.3750 1,036.01
75
WALNUT GROVE CA 95690 13.1250 06/16/95
200,000.00
0380156753 .0000 08/01/95
00
110540051 .0000 07/01/25
0
0 2.7500 01/01/96
01/01/96
731/728 2.5000 02/01/96
02/01/96
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
1
.0000 2 00
00/00/00
.0000 05 0
00/00/00
O .0000
1424250 7.3750 268,800.00
100
ALVARADO RAUL 7.3750 268,595.47
ZZ
708 SOUTH PUENTE STREET 7.1250 1,856.53
1
13.3750 1,856.53
80
BREA CA 92621 13.1250 06/09/95
340,000.00
0380143710 .0000 08/01/95
00
434759 .0000 07/01/25
0
0 2.7500 01/01/96
01/01/96
736/728 2.5000 02/01/96
02/01/96
25 6.3750 .0000
.0000
A 8.3750 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 1 00
00/00/00
.0000 05 0
00/00/00
O .0000
1433179 7.0000 231,000.00
100
NEUGEBAUER EUGENE 7.0000 231,000.00
ZZ
25440 N BRONCO TRAIL 6.7500 1,536.85
1
13.0000 1,536.85
73
SCOTTSDALE AZ 85255 12.7500 07/03/95
317,409.00
0380160680 .0000 09/01/95
00
794586 .0000 08/01/25
0
0 2.7500 02/01/96
02/01/96
626/728 2.5000 03/01/96
03/01/96
25 6.0000 .0000
.0000
A 8.0000 6
6
360 E 1.0000
1.0000
6.0000 S N
.1250
.0000 S N
.1250
.0000 4 00
00/00/00
.0000 03 0
00/00/00
O .0000
1433714 7.3750 292,500.00
100
TRZECIAK KURT 7.3750 292,500.00
ZZ
18 WATERWAY 7.1250 2,020.22
1
14.3750 2,020.22
75
IRVINE CA 92714 14.1250 07/13/95
390,000.00
0380160896 .0000 09/01/95
00
10106881 .0000 08/01/25
0
0 2.8750 02/01/96
02/01/96
051/728 2.6250 03/01/96
03/01/96
25 6.3750 .0000
.0000
A 8.3750 6
6
1
360 E 1.0000
1.0000
7.0000 S N
.1250
.0000 S N
.1250
.0000 1 01
08/01/96
.0000 01 D
08/01/00
O .6250
TOTAL NUMBER OF LOANS : 526
TOTAL ORIGINAL BALANCE : 104,582,402.90
TOTAL PRINCIPAL BALANCE : 100,579,098.39
TOTAL ORIGINAL P+I : 680,004.25
TOTAL CURRENT P+I : 783,929.88
***************************
* END OF REPORT *
***************************
RUN ON : 08/16/95 RFC DISCLOSURE SYSTEM
RFFSDARM-01
AT : 08.10.13 ARM PASSTHRU REPORT
AMORTIZED BALANCE
SERIES : RFMSI I 1995-S13
CUTOFF : 08/01/95
POOL : 0004177
:
:
POOL STATUS: F
RFC LOAN NUMBER SUB SERV FEE RFC NET
CEILING(MX RFC NET RT)
PRINCIPAL BALANCE MSTR SERV FEE MAX NET MTG
RT(MAX INV RT)
CURR NOTE RATE ALL EXP MAX POST STRIP
RATE
RFC NET RATE MISC EXP INV RATE MARGIN
NET MTG RATE(INVSTR RATE) SPREAD POST STRIP
MARGIN
POST STRIP RATE STRIP
-----------------------------------------------------------------
--------------
1346478 .3750 12.6250
347,424.10 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346485 .3750 14.1250
388,971.98 .0800 13.9286
9.5000 .0000 13.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346489 .3750 12.6250
57,758.55 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346498 .3750 12.1250
163,543.92 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346503 .3750 12.1250
170,421.72 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346506 .3750 12.1250
104,381.99 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346507 .3750 12.1250
365,217.96 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346511 .3750 12.0000
252,046.61 .0800 11.8036
9.5000 .0000 11.8036
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346522 .3750 12.1250
127,824.51 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346531 .3750 12.1250
89,689.42 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346538 .3750 12.1250
106,320.11 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346546 .3750 15.6250
246,911.43 .0800 15.4286
9.5000 .0000 15.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346554 .3750 14.6250
143,962.75 .0800 14.4286
9.5000 .0000 14.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346556 .3750 14.1250
253,719.71 .0800 13.9286
9.5000 .0000 13.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346557 .3750 13.6250
90,438.06 .0800 13.4286
9.5000 .0000 13.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346560 .3750 14.1250
439,161.49 .0800 13.9286
9.5000 .0000 13.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346562 .3750 14.1250
109,289.18 .0800 13.9286
9.5000 .0000 13.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346568 .3750 13.6250
163,879.20 .0800 13.4286
9.5000 .0000 13.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346595 .3750 12.3750
128,796.53 .0800 12.1786
9.5000 .0000 12.1786
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346598 .3750 12.6250
169,348.17 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346645 .3750 12.1250
263,344.56 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346675 .3750 12.1250
226,294.78 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346678 .3750 12.1250
85,622.63 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346680 .3750 12.1250
379,922.38 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346683 .3750 14.6250
317,274.81 .0800 14.4286
9.5000 .0000 14.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346691 .3750 12.6250
290,067.50 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346693 .3750 12.6250
84,024.94 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346694 .3750 12.1250
257,374.12 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346701 .3750 12.1250
87,398.23 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346707 .3750 12.1250
136,009.89 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346711 .3750 12.1250
70,574.58 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346715 .3750 14.1250
292,207.24 .0800 13.9286
9.5000 .0000 13.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346735 .3750 12.6250
272,977.24 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346753 .3750 12.3750
99,673.49 .0800 12.1786
9.5000 .0000 12.1786
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346823 .3750 12.1250
238,047.58 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346826 .3750 12.1250
224,950.63 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346827 .3750 12.6250
459,164.02 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346832 .3750 12.6250
535,636.74 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346846 .3750 12.6250
193,384.72 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346856 .3750 12.1250
255,780.77 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346865 .3750 12.1250
239,813.17 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346873 .3750 12.6250
185,523.84 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346889 .3750 12.1250
139,682.83 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346920 .3750 12.0000
286,437.39 .0800 11.8036
9.5000 .0000 11.8036
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346925 .3750 12.5000
131,985.64 .0800 12.3036
9.5000 .0000 12.3036
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346931 .3750 13.6250
240,370.60 .0800 13.4286
9.5000 .0000 13.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346948 .3750 12.1250
170,965.98 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346949 .3750 11.8750
167,216.78 .0800 11.6786
9.5000 .0000 11.6786
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346955 .3750 12.6250
132,917.16 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346958 .3750 14.1250
94,779.08 .0800 13.9286
8.7500 .0000 13.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346959 .3750 12.6250
110,425.06 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346971 .3750 12.6250
92,429.98 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1346981 .3750 12.1250
211,229.35 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346989 .3750 12.1250
108,942.72 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1346994 .3750 12.1250
105,426.35 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1346999 .3750 16.1250
19,856.42 .0800 15.9286
9.5000 .0000 15.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1347006 .3750 12.1250
102,367.25 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1347020 .3750 12.6250
83,346.15 .0800 12.4286
8.7500 .0000 12.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1347068 .3750 12.1250
220,874.11 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1347080 .3750 12.1250
96,531.25 .0800 11.9286
8.7500 .0000 11.9286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1347083 .3750 12.1250
159,273.13 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1347086 .3750 12.1250
70,440.28 .0800 11.9286
9.5000 .0000 11.9286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1
1347093 .3750 14.6250
202,987.52 .0800 14.4286
9.5000 .0000 14.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1347097 .3750 14.6250
73,008.40 .0800 14.4286
8.7500 .0000 14.4286
8.3750 .1164 -.0714
8.1786 .0000 -.0714
8.1786 .0000
1347108 .3750 12.6250
430,569.00 .0800 12.4286
9.5000 .0000 12.4286
9.1250 .1164 -.0714
8.9286 .0000 -.0714
8.9286 .0000
1347116 .3750 12.6250
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8.8750 .0000 13.3036
8.5000 .1164 2.3036
8.3036 .0000 2.3036
8.3036 .0000
1403767 .3750 13.2500
283,742.54 .0800 13.0536
8.6250 .0000 13.0536
8.2500 .1164 2.4286
8.0536 .0000 2.4286
8.0536 .0000
1403913 .2500 13.1250
528,357.09 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1404658 .2500 13.8750
748,017.56 .0800 13.6786
8.1250 .0000 13.6786
7.8750 .1164 2.5536
7.6786 .0000 2.5536
7.6786 .0000
1404717 .3750 13.3750
331,651.87 .0800 13.1786
7.7500 .0000 13.1786
7.3750 .1164 2.3036
7.1786 .0000 2.3036
7.1786 .0000
1404997 .2500 13.5000
593,125.28 .0800 13.3036
7.7500 .0000 13.3036
7.5000 .1164 2.3036
7.3036 .0000 2.3036
7.3036 .0000
1
1405028 .2500 13.0000
498,425.62 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1405051 .2500 10.3750
334,165.33 .0800 10.1786
6.6250 .0000 10.1786
6.3750 .1164 2.5536
6.1786 .0000 2.5536
6.1786 .0000
1405063 .2500 12.0000
445,189.87 .0800 11.8036
8.2500 .0000 11.8036
8.0000 .1164 2.4286
7.8036 .0000 2.4286
7.8036 .0000
1405085 .2500 10.8750
185,880.89 .0800 10.6786
8.1250 .0000 10.6786
7.8750 .1164 2.9286
7.6786 .0000 2.9286
7.6786 .0000
1405104 .2500 13.0000
198,313.99 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.4286
6.8036 .0000 2.4286
6.8036 .0000
1405110 .2500 13.5000
214,288.15 .0800 13.3036
8.7500 .0000 13.3036
8.5000 .1164 2.4286
8.3036 .0000 2.4286
8.3036 .0000
1405227 .2500 13.0000
286,862.99 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.4286
6.8036 .0000 2.4286
6.8036 .0000
1405252 .3750 13.1250
69,843.15 .0800 12.9286
7.5000 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1
1405271 .2500 13.5000
146,275.17 .0800 13.3036
7.7500 .0000 13.3036
7.5000 .1164 2.4286
7.3036 .0000 2.4286
7.3036 .0000
1405298 .2500 13.5000
478,631.69 .0800 13.3036
7.7500 .0000 13.3036
7.5000 .1164 2.4286
7.3036 .0000 2.4286
7.3036 .0000
1405354 .2500 13.0000
261,463.69 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.4286
6.8036 .0000 2.4286
6.8036 .0000
1405394 .2500 13.0000
268,366.67 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1405410 .3750 13.5000
317,638.70 .0800 13.3036
7.8750 .0000 13.3036
7.5000 .1164 2.3036
7.3036 .0000 2.3036
7.3036 .0000
1405430 .2500 10.0000
103,214.72 .0800 9.8036
6.2500 .0000 9.8036
6.0000 .1164 2.3036
5.8036 .0000 2.3036
5.8036 .0000
1405433 .2500 10.0000
205,899.09 .0800 9.8036
6.2500 .0000 9.8036
6.0000 .1164 2.3036
5.8036 .0000 2.3036
5.8036 .0000
1405434 .2500 10.2500
152,106.09 .0800 10.0536
6.5000 .0000 10.0536
6.2500 .1164 2.5536
6.0536 .0000 2.5536
6.0536 .0000
1
1405435 .2500 12.0000
54,670.70 .0800 11.8036
8.2500 .0000 11.8036
8.0000 .1164 2.1786
7.8036 .0000 2.1786
7.8036 .0000
1405437 .2500 11.0000
62,036.16 .0800 10.8036
7.2500 .0000 10.8036
7.0000 .1164 2.1786
6.8036 .0000 2.1786
6.8036 .0000
1405438 .2500 10.0000
208,425.76 .0800 9.8036
6.2500 .0000 9.8036
6.0000 .1164 2.4286
5.8036 .0000 2.4286
5.8036 .0000
1405440 .2500 11.5000
111,548.94 .0800 11.3036
7.7500 .0000 11.3036
7.5000 .1164 2.3036
7.3036 .0000 2.3036
7.3036 .0000
1405442 .2500 10.8750
201,202.81 .0800 10.6786
7.1250 .0000 10.6786
6.8750 .1164 2.4286
6.6786 .0000 2.4286
6.6786 .0000
1405443 .2500 10.2500
308,653.73 .0800 10.0536
6.5000 .0000 10.0536
6.2500 .1164 2.4286
6.0536 .0000 2.4286
6.0536 .0000
1405445 .2500 10.3750
106,709.67 .0800 10.1786
6.6250 .0000 10.1786
6.3750 .1164 2.5536
6.1786 .0000 2.5536
6.1786 .0000
1405446 .2500 11.0000
50,227.71 .0800 10.8036
7.2500 .0000 10.8036
7.0000 .1164 2.5536
6.8036 .0000 2.5536
6.8036 .0000
1
1405449 .2500 10.2500
122,739.22 .0800 10.0536
6.5000 .0000 10.0536
6.2500 .1164 2.5536
6.0536 .0000 2.5536
6.0536 .0000
1405450 .2500 10.6250
95,618.15 .0800 10.4286
6.8750 .0000 10.4286
6.6250 .1164 2.4286
6.4286 .0000 2.4286
6.4286 .0000
1405451 .2500 11.7000
201,354.54 .0800 11.5036
7.8750 .0000 11.5036
7.6250 .1164 2.1786
7.4286 .0000 2.1786
7.4286 .0000
1405452 .2500 10.1250
674,941.88 .0800 9.9286
6.3750 .0000 9.9286
6.1250 .1164 2.3036
5.9286 .0000 2.3036
5.9286 .0000
1405456 .2500 11.7000
147,660.01 .0800 11.5036
7.8750 .0000 11.5036
7.6250 .1164 2.1786
7.4286 .0000 2.1786
7.4286 .0000
1405457 .2500 11.7000
209,822.32 .0800 11.5036
7.1250 .0000 11.5036
6.8750 .1164 2.1786
6.6786 .0000 2.1786
6.6786 .0000
1405458 .2500 11.7000
118,148.98 .0800 11.5036
7.2500 .0000 11.5036
7.0000 .1164 2.1786
6.8036 .0000 2.1786
6.8036 .0000
1405459 .2500 12.2500
264,915.66 .0800 12.0536
8.5000 .0000 12.0536
8.2500 .1164 2.5536
8.0536 .0000 2.5536
8.0536 .0000
1
1405461 .2500 9.8750
142,688.42 .0800 9.6786
6.1250 .0000 9.6786
5.8750 .1164 2.1786
5.6786 .0000 2.1786
5.6786 .0000
1405463 .2500 10.6250
393,024.38 .0800 10.4286
6.8750 .0000 10.4286
6.6250 .1164 2.4286
6.4286 .0000 2.4286
6.4286 .0000
1405465 .2500 10.5000
234,735.80 .0800 10.3036
6.7500 .0000 10.3036
6.5000 .1164 2.5536
6.3036 .0000 2.5536
6.3036 .0000
1405466 .2500 10.2500
49,458.99 .0800 10.0536
6.5000 .0000 10.0536
6.2500 .1164 2.3036
6.0536 .0000 2.3036
6.0536 .0000
1405467 .2500 10.5000
223,932.03 .0800 10.3036
6.7500 .0000 10.3036
6.5000 .1164 2.4286
6.3036 .0000 2.4286
6.3036 .0000
1405468 .2500 11.0000
157,413.71 .0800 10.8036
7.2500 .0000 10.8036
7.0000 .1164 2.8036
6.8036 .0000 2.8036
6.8036 .0000
1405470 .2500 10.7500
82,791.65 .0800 10.5536
7.0000 .0000 10.5536
6.7500 .1164 2.4286
6.5536 .0000 2.4286
6.5536 .0000
1405472 .2500 10.8750
163,921.18 .0800 10.6786
6.1250 .0000 10.6786
5.8750 .1164 2.3036
5.6786 .0000 2.3036
5.6786 .0000
1
1405473 .2500 10.5000
305,046.03 .0800 10.3036
6.7500 .0000 10.3036
6.5000 .1164 2.1786
6.3036 .0000 2.1786
6.3036 .0000
1405474 .2500 10.3750
79,220.72 .0800 10.1786
6.6250 .0000 10.1786
6.3750 .1164 2.4286
6.1786 .0000 2.4286
6.1786 .0000
1405475 .2500 10.2500
121,684.92 .0800 10.0536
6.5000 .0000 10.0536
6.2500 .1164 2.4286
6.0536 .0000 2.4286
6.0536 .0000
1405476 .2500 10.6250
231,781.78 .0800 10.4286
6.8750 .0000 10.4286
6.6250 .1164 2.5536
6.4286 .0000 2.5536
6.4286 .0000
1405477 .2500 10.5000
63,248.57 .0800 10.3036
6.7500 .0000 10.3036
6.5000 .1164 2.5536
6.3036 .0000 2.5536
6.3036 .0000
1405770 .2500 13.3750
276,688.92 .0800 13.1786
7.6250 .0000 13.1786
7.3750 .1164 2.4286
7.1786 .0000 2.4286
7.1786 .0000
1406563 .2500 13.3750
237,304.38 .0800 13.1786
7.6250 .0000 13.1786
7.3750 .1164 2.3036
7.1786 .0000 2.3036
7.1786 .0000
1407583 .2500 13.0000
142,277.01 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.5536
6.8036 .0000 2.5536
6.8036 .0000
1
1407628 .2500 13.1250
748,277.41 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1407640 .2500 13.1250
229,648.91 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1407848 .2500 13.1250
358,374.96 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1407882 .2500 13.1250
554,292.06 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1407890 .3750 12.7500
147,636.99 .0800 12.5536
7.1250 .0000 12.5536
6.7500 .1164 2.1786
6.5536 .0000 2.1786
6.5536 .0000
1414703 .2500 13.0000
304,381.65 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.4286
6.8036 .0000 2.4286
6.8036 .0000
1414710 .2500 12.5000
275,539.70 .0800 12.3036
6.7500 .0000 12.3036
6.5000 .1164 2.3036
6.3036 .0000 2.3036
6.3036 .0000
1414745 .2500 12.3750
259,308.02 .0800 12.1786
6.6250 .0000 12.1786
6.3750 .1164 2.3036
6.1786 .0000 2.3036
6.1786 .0000
1
1415147 .2500 13.1250
214,339.52 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1415168 .2500 13.1250
208,357.99 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.5536
6.9286 .0000 2.5536
6.9286 .0000
1415267 .2500 12.6250
335,608.60 .0800 12.4286
6.8750 .0000 12.4286
6.6250 .1164 2.3036
6.4286 .0000 2.3036
6.4286 .0000
1415315 .2500 13.1250
114,824.44 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1415349 .3750 13.0000
85,004.31 .0800 12.8036
7.3750 .0000 12.8036
7.0000 .1164 2.1786
6.8036 .0000 2.1786
6.8036 .0000
1415531 .3750 12.7500
84,576.12 .0800 12.5536
7.1250 .0000 12.5536
6.7500 .1164 2.4286
6.5536 .0000 2.4286
6.5536 .0000
1416072 .2500 13.2500
307,077.07 .0800 13.0536
7.5000 .0000 13.0536
7.2500 .1164 2.4286
7.0536 .0000 2.4286
7.0536 .0000
1416099 .2500 12.3750
223,703.47 .0800 12.1786
6.6250 .0000 12.1786
6.3750 .1164 2.4286
6.1786 .0000 2.4286
6.1786 .0000
1
1416103 .2500 12.3750
139,627.38 .0800 12.1786
6.6250 .0000 12.1786
6.3750 .1164 2.3036
6.1786 .0000 2.3036
6.1786 .0000
1416104 .2500 13.1250
143,557.63 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1416452 .2500 13.1250
231,217.71 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1416936 .2500 13.1250
327,246.66 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1417178 .2500 13.3750
209,367.73 .0800 13.1786
7.6250 .0000 13.1786
7.3750 .1164 2.4286
7.1786 .0000 2.4286
7.1786 .0000
1417428 .2500 13.2500
941,885.10 .0800 13.0536
7.5000 .0000 13.0536
7.2500 .1164 2.4286
7.0536 .0000 2.4286
7.0536 .0000
1417834 .2500 13.2500
236,967.92 .0800 13.0536
7.5000 .0000 13.0536
7.2500 .1164 2.4286
7.0536 .0000 2.4286
7.0536 .0000
1417948 .3750 13.1250
99,726.06 .0800 12.9286
7.5000 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1
1418071 .2500 12.5000
384,668.53 .0800 12.3036
6.7500 .0000 12.3036
6.5000 .1164 2.4286
6.3036 .0000 2.4286
6.3036 .0000
1418075 .2500 12.3750
224,487.05 .0800 12.1786
7.6250 .0000 12.1786
7.3750 .1164 2.4286
7.1786 .0000 2.4286
7.1786 .0000
1418108 .2500 12.0000
628,801.35 .0800 11.8036
6.2500 .0000 11.8036
6.0000 .1164 2.5536
5.8036 .0000 2.5536
5.8036 .0000
1418117 .3750 11.0000
273,665.15 .0800 10.8036
7.3750 .0000 10.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1418118 .3750 11.1250
209,061.42 .0800 10.9286
6.5000 .0000 10.9286
6.1250 .1164 2.3036
5.9286 .0000 2.3036
5.9286 .0000
1418119 .3750 11.3750
44,512.29 .0800 11.1786
6.7500 .0000 11.1786
6.3750 .1164 2.3036
6.1786 .0000 2.3036
6.1786 .0000
1418120 .3750 12.2500
265,062.16 .0800 12.0536
7.6250 .0000 12.0536
7.2500 .1164 2.3036
7.0536 .0000 2.3036
7.0536 .0000
1418121 .3750 12.1250
71,540.56 .0800 11.9286
7.5000 .0000 11.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1
1418122 .3750 12.6250
247,757.41 .0800 12.4286
8.0000 .0000 12.4286
7.6250 .1164 2.3036
7.4286 .0000 2.3036
7.4286 .0000
1418123 .3750 12.8750
133,470.96 .0800 12.6786
7.2500 .0000 12.6786
6.8750 .1164 2.3036
6.6786 .0000 2.3036
6.6786 .0000
1418124 .3750 13.0000
137,966.52 .0800 12.8036
7.3750 .0000 12.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1418125 .3750 13.0000
212,976.53 .0800 12.8036
7.3750 .0000 12.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1418126 .3750 12.5000
56,755.78 .0800 12.3036
6.8750 .0000 12.3036
6.5000 .1164 2.3036
6.3036 .0000 2.3036
6.3036 .0000
1418231 .2500 13.0000
348,617.93 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.5536
6.8036 .0000 2.5536
6.8036 .0000
1418415 .2500 12.3750
210,913.75 .0800 12.1786
6.6250 .0000 12.1786
6.3750 .1164 2.5536
6.1786 .0000 2.5536
6.1786 .0000
1418441 .2500 13.7500
640,136.94 .0800 13.5536
8.0000 .0000 13.5536
7.7500 .1164 2.5536
7.5536 .0000 2.5536
7.5536 .0000
1
1419314 .2500 12.7500
154,545.48 .0800 12.5536
7.0000 .0000 12.5536
6.7500 .1164 2.4286
6.5536 .0000 2.4286
6.5536 .0000
1419396 .2500 13.1250
493,264.45 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.5536
6.9286 .0000 2.5536
6.9286 .0000
1419414 .2500 13.1250
340,479.46 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1419703 .2500 12.8750
236,769.57 .0800 12.6786
7.1250 .0000 12.6786
6.8750 .1164 2.3036
6.6786 .0000 2.3036
6.6786 .0000
1420054 .2500 13.1250
411,870.33 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
1420259 .2500 12.6250
419,292.28 .0800 12.4286
6.8750 .0000 12.4286
6.6250 .1164 2.4286
6.4286 .0000 2.4286
6.4286 .0000
1420265 .2500 12.2500
648,821.60 .0800 12.0536
6.5000 .0000 12.0536
6.2500 .1164 2.4286
6.0536 .0000 2.4286
6.0536 .0000
1420708 .2500 12.8750
311,001.10 .0800 12.6786
7.1250 .0000 12.6786
6.8750 .1164 2.4286
6.6786 .0000 2.4286
6.6786 .0000
1
1420781 .2500 13.0000
299,530.53 .0800 12.8036
7.2500 .0000 12.8036
7.0000 .1164 2.3036
6.8036 .0000 2.3036
6.8036 .0000
1420875 .3750 12.3750
187,675.37 .0800 12.1786
6.7500 .0000 12.1786
6.3750 .1164 2.1786
6.1786 .0000 2.1786
6.1786 .0000
1421529 .2500 12.6250
398,527.32 .0800 12.4286
6.8750 .0000 12.4286
6.6250 .1164 2.3036
6.4286 .0000 2.3036
6.4286 .0000
1422268 .2500 12.5000
399,655.61 .0800 12.3036
6.7500 .0000 12.3036
6.5000 .1164 2.4286
6.3036 .0000 2.4286
6.3036 .0000
1424191 .2500 13.1250
149,885.86 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1424250 .2500 13.1250
268,595.47 .0800 12.9286
7.3750 .0000 12.9286
7.1250 .1164 2.3036
6.9286 .0000 2.3036
6.9286 .0000
1433179 .2500 12.7500
231,000.00 .0800 12.5536
7.0000 .0000 12.5536
6.7500 .1164 2.3036
6.5536 .0000 2.3036
6.5536 .0000
1
1433714 .2500 14.1250
292,500.00 .0800 13.9286
7.3750 .0000 13.9286
7.1250 .1164 2.4286
6.9286 .0000 2.4286
6.9286 .0000
TOTAL NUMBER OF LOANS: 526
TOTAL BALANCE........: 100,579,098.39
1
RUN ON : 08/16/95 RFC DISCLOSURE SYSTEM
RFFSDARM-01
AT : 08.10.13 INITIAL SECURITY FEES
AMORTIZED BALANCE
SERIES : RFMSI I 1995-S13 ARM SUMMARY REPORT
CUTOFF : 08/01/95
POOL : 0004177
:
:
POOL STATUS: F
WEIGHTED AVERAGES FROM
TO
-----------------------------------------------------------------
--------------
CURR NOTE RATE 8.3608 6.1250
9.7500
RFC NET RATE 8.0255 5.8750
9.3750
NET MTG RATE(INVSTR RATE) 7.8291 5.6786
9.1786
POST STRIP RATE 7.8291 5.6786
9.1786
SUB SERV FEE .3353 .2500
.3750
MSTR SERV FEE .0800 .0800
.0800
ALL EXP .0000 .0000
.0000
MISC EXP .1164 .1164
.1164
SPREAD .0000 .0000
.0000
STRIP .0000 .0000
.0000
RFC NET CEILING(MX RFC NET RT) 12.2775 9.8750
16.1250
MAX NET MTG RT(MAX INV RT) 12.0811 9.6786
15.9286
MAX POST STRIP RATE 12.0811 9.6786
15.9286
INV RATE MARGIN 1.4517 -.3214
2.9286
POST STRIP MARGIN 1.4517 -.3214
2.9286
TOTAL NUMBER OF LOANS: 526
TOTAL BALANCE........: 100,579,098.39
***************************
* END OF REPORT *
***************************
EXHIBIT F
FORM OF SELLER/SERVICER CONTRACT
This Seller/Servicer Contract (as may be amended,
supplemented
or otherwise modified from time to time, this "Contract") is made
this _________ day of _______, 19____, by and between Residential
Funding Corporation, its successors and assigns ("Residential
Funding") and _____________________ (the "Seller/Servicer," and,
together with Residential Funding, the "parties" and each,
individually, a "party").
WHEREAS, the Seller/Servicer desires to sell Loans to, and/or
service Loans for, Residential Funding, and Residential Funding
desires to purchase Loans from the Seller/Servicer and/or have
the
Seller/Servicer service various of its Loans, pursuant to the
terms
of this Contract and the Residential Funding Seller and Servicer
Guides incorporated herein by reference, as amended, supplemented
or
otherwise modified, from time to time (together, the "Guides").
NOW, THEREFORE, in consideration of the premises, and the
terms, conditions and agreements set forth below, the parties
agree
as follows:
1. Incorporation of Guides by Reference.
The Seller/Servicer acknowledges that it has received and
read
the Guides. All provisions of the Guides are incorporated by
reference into and made a part of this Contract, and shall be
binding upon the parties; provided, however, that the
Seller/Servicer shall be entitled to sell Loans to and/or service
Loans for Residential Funding only if and for so long as it shall
have been authorized to do so by Residential Funding in writing;
provided, further that if the Seller/Servicer does not service
Loans
for Residential Funding, the provisions of the Residential
Funding
Servicer Guide shall be inapplicable, and if the Seller/Servicer
does not sell Loans to Residential Funding, the provisions of the
Residential Funding Seller Guide shall be inapplicable, in each
case
until such time as the Seller/Servicer does service Loans for or,
as
appropriate, does sell Loans to Residential Funding. Specific
reference in this Contract to particular provisions of the Guides
and not to other provisions does not mean that those provisions
of
the Guides not specifically cited in this Contract are not
applicable. All terms used herein shall have the same meanings
as
such terms have in the Guides, unless the context clearly
requires
otherwise.
2. Amendments.
This Contract may not be amended or modified orally, and no
provision of this Contract may be waived or amended except in
writing signed by the party against whom enforcement is sought.
Such a written waiver or amendment must expressly reference this
Contract. However, by their terms, the Guides may be amended or
supplemented by Residential Funding from time to time. Any such
amendment(s) to the Guides shall be binding upon the parties
hereto.
3. Representations and Warranties.
a. Reciprocal Representations and Warranties.
The Seller/Servicer and Residential Funding each
represents and warrants to the other that as of the date of this
Contract:
(1) Each party is duly organized, validly
existing, and in good standing under the
laws of its jurisdiction of organization,
is qualified, if necessary, to do business
in each jurisdiction in which it is
required to be so qualified, and has the
requisite power and authority to enter into
this Contract and all other agreements
which are contemplated by this Contract and
to carry out its obligations hereunder and
under the Guides.
(2) This Contract has been duly authorized,
executed and delivered by each party and
constitutes a valid and legally binding
agreement of each party enforceable in
accordance with its terms.
(3) There is no action, proceeding or
investigation pending or threatened, nor
any basis therefor known to either party,
that questions the validity or prospective
validity of this Contract.
(4) Insofar as its capacity to carry out any
obligation under this Contract is
concerned, neither party is in violation of
any charter, articles of incorporation,
bylaws, mortgage, indenture, indebtedness,
agreement, instrument, judgment, decree,
order, statute, rule or regulation and no
such obligation adversely affects its
capacity to fulfill any of its promises or
duties under this Contract. Its execution
of, and performance pursuant to, this
Contract will not result in a violation of
any of the foregoing.
b. Seller/Servicer's Representations, Warranties and
Covenants.
In addition to the representations, warranties and
covenants made by the Seller/Servicer pursuant to
subparagraph (a) of this paragraph 3, the
Seller/Servicer makes the representations, warranties
and covenants set forth in the Guides and, upon request,
agrees to deliver to Residential Funding the certified
Resolution of Board of Directors which authorizes the
execution and delivery of this Contract.
4. Remedies of Residential Funding.
If an Event of Seller Default, or an Event of Servicer
Default
shall occur, Residential Funding may, at its option, exercise one
or
more of those remedies set forth in the Guides.
5. Seller/Servicer's Status as Independent Contractor.
At no time shall the Seller/Servicer represent that it is
acting as an agent of Residential Funding. The Seller/Servicer
shall, at all times, act as an independent contractor.
6. Prior Agreements Superseded.
This Contract restates, amends and supersedes any and all
prior Seller Contracts or Servicer Contracts between the parties
except that any subservicing agreement executed by the
Seller/Servicer in connection with any loan-security exchange
transaction shall not be affected.
7. Assignment.
This Contract may not be assigned or transferred, in whole or
in part, by the Seller/Servicer without the prior written consent
of
Residential Funding. Residential Funding may sell, assign,
convey,
hypothecate, pledge or in any other way transfer, in whole or in
part, without restriction, its rights under this Contract and the
Guides with respect to any Commitment or Loan. Unless
Residential
Funding specifies otherwise, any such sale, assignment,
conveyance,
hypothecation, pledge or transfer shall be effective upon written
notice by Residential Funding to the Seller/Servicer.
8. Notices.
All notices, requests, demands or other communications that
are to be given under this Contract shall be in writing,
addressed
to the appropriate parties and sent by certified mail, return
receipt requested, postage prepaid, to the addresses below.
However, another name or address or both may be substituted by
the
Seller/Servicer pursuant to the requirements of this paragraph 8,
or
by Residential Funding pursuant to an amendment to the Guides.
If to Residential Funding, notice must be sent to the appropriate
address specified in the Guides.
If to the Seller/Servicer, notice must be sent to:
Attention:
9. Jurisdiction and Venue.
Each of the parties irrevocably submits to the jurisdiction
of
any state or federal court located in Hennepin County, Minnesota,
over any action, suit or proceeding to enforce or defend any
right
under this Contract or otherwise arising from any loan sale or
servicing relationship existing in connection with this Contract,
and each of the parties irrevocably agrees that all claims in
respect of any such action or proceeding may be heard or
determined
in such state or federal court. Each of the parties irrevocably
waives the defense of an inconvenient forum to the maintenance of
any such action or proceeding and any other substantive or
procedural rights or remedies it may have with respect to the
maintenance of any such action or proceeding in any such forum.
Each of the parties agrees that a final judgment in any such
action
or proceeding shall be conclusive and may be enforced in any
other
jurisdiction by suit on the judgment or in any other manner
provided
by law. Each of the parties further agrees not to institute any
legal actions or proceedings against the other party or any
director, officer, employee, attorney, agent or property of the
other party, arising out of or relating to this Contract in any
court other than as hereinabove specified in this paragraph 9.
10. Miscellaneous.
This Contract, including all documents incorporated by
reference herein, constitutes the entire understanding between
the
parties hereto and supersedes all other agreements, covenants,
representations, warranties, understandings and communications
between the parties, whether written or oral, with respect to the
transactions contemplated by this Contract. All section headings
contained herein are for convenience only and shall not be
construed
as part of this Contract. Any provision of this Contract that is
prohibited or unenforceable in any jurisdiction shall, as to such
jurisdiction, be ineffective to the extent of such prohibition or
unenforceability without invalidating the remaining portions
hereof
or affecting the validity or enforceability of such provision in
any
other jurisdiction, and, to this end, the provisions hereof are
severable. This Contract shall be governed by, and construed and
enforced in accordance with, applicable federal laws and the laws
of
the State of Minnesota.
IN WITNESS WHEREOF, the duly authorized officers of the
Seller/Servicer and Residential Funding have executed this
Seller/Servicer Contract as of the date first above written.
ATTEST: SELLER/SERVICER
[Corporate Seal]
(If none, so state.)
(Name of Seller/Servicer)
By:
(Signature)
By:
(Typed Name) (Typed Name)
Title: Title:
ATTEST: RESIDENTIAL FUNDING CORPORATION
By:
(Signature)
By:
(Typed Name) (Typed Name)
Title: Title:
EXHIBIT G
FORMS OF REQUEST FOR RELEASE
DATE:
TO:
RE: REQUEST FOR RELEASE OF DOCUMENTS
In connection with the administration of the pool of Mortgage
Loans
held by you for the referenced pool, we request the release of
the
Mortgage Loan File described below.
Pooling and Servicing Agreement Dated:
Series#:
Account#:
Pool#:
Loan#:
Borrower Name(s):
Reason for Document Request: (circle one) Mortgage Loan Prepaid
in
Full
Mortgage Loan Repurchased
"We hereby certify that all amounts received or to be received in
connection with such payments which are required to be deposited
have been or will be so deposited as provided in the Pooling and
Servicing Agreement."
Residential Funding Corporation
Authorized Signature
*****************************************************************
*
************
TO CUSTODIAN/TRUSTEE: Please acknowledge this request, and check
off documents being enclosed with a copy of this form. You
should
retain this form for your files in accordance with the terms of
the
Pooling and Servicing Agreement.
Enclosed Documents: [ ] Promissory Note
[ ] Primary Insurance Policy
[ ] Mortgage or Deed of Trust
[ ] Assignment(s) of Mortgage or
Deed of Trust
[ ] Title Insurance Policy
[ ] Other:
Name
Title
Date
EXHIBIT H-1
FORM OF TRANSFER AFFIDAVIT AND AGREEMENT
STATE OF )
: ss.:
COUNTY OF )
[NAME OF OFFICER], being first duly sworn, deposes and
says:
1. That he is [Title of Officer] of [Name of Owner]
(record or beneficial owner of the Mortgage Pass-Through
Certificates, Series 1995-S13, Class R (the "Owner")), a [savings
institution] [corporation] duly organized and existing under the
laws of [the State of __________________] [the United States], on
behalf of which he makes this affidavit and agreement.
2. That the Owner (i) is not and will not be a
"disqualified organization" as of [date of transfer] within the
meaning of Section 860E(e)(5) of the Internal Revenue Code of
1986,
as amended (the "Code"), (ii) will endeavor to remain other than
a
disqualified organization for so long as it retains its ownership
interest in the Class R Certificates, and (iii) is acquiring the
Class R Certificates for its own account or for the account of
another Owner from which it has received an affidavit and
agreement
in substantially the same form as this affidavit and agreement.
(For
this purpose, a "disqualified organization" means the United
States,
any state or political subdivision thereof, any agency or
instrumentality of any of the foregoing (other than an
instrumentality all of the activities of which are subject to tax
and, except for the Federal Home Loan Mortgage Corporation, a
majority of whose board of directors is not selected by any such
governmental entity) or any foreign government, international
organization or any agency or instrumentality of such foreign
government or organization, any rural electric or telephone
cooperative, or any organization (other than certain farmers'
cooperatives) that is generally exempt from federal income tax
unless such organization is subject to the tax on unrelated
business
taxable income).
3. That the Owner is aware (i) of the tax that would be
imposed on transfers of Class R Certificates to disqualified
organizations under the Code, that applies to all transfers of
Class
R Certificates after March 31, 1988; (ii) that such tax would be
on
the transferor, or, if such transfer is through an agent (which
person includes a broker, nominee or middleman) for a
disqualified
organization, on the agent; (iii) that the person otherwise
liable
for the tax shall be relieved of liability for the tax if the
transferee furnishes to such person an affidavit that the
transferee
is not a disqualified organization and, at the time of transfer,
such person does not have actual knowledge that the affidavit is
false; and (iv) that the Class R Certificates may be "noneconomic
residual interests" within the meaning of Treasury regulations
promulgated pursuant to the Code and that the transferor of a
noneconomic residual interest will remain liable for any taxes
due
with respect to the income on such residual interest, unless no
significant purpose of the transfer was to impede the assessment
or
collection of tax.
4. That the Owner is aware of the tax imposed on a
"pass-through entity" holding Class R Certificates if at any time
during the taxable year of the pass-through entity a disqualified
organization is the record holder of an interest in such entity.
(For this purpose, a "pass through entity" includes a regulated
investment company, a real estate investment trust or common
trust
fund, a partnership, trust or estate, and certain cooperatives.)
5. That the Owner is aware that the Trustee will not
register the transfer of any Class R Certificates unless the
transferee, or the transferee's agent, delivers to it an
affidavit
and agreement, among other things, in substantially the same form
as
this affidavit and agreement. The Owner expressly agrees that it
will not consummate any such transfer if it knows or believes
that
any of the representations contained in such affidavit and
agreement
are false.
6. That the Owner has reviewed the restrictions set
forth on the face of the Class R Certificates and the provisions
of
Section 5.02(f) of the Pooling and Servicing Agreement under
which
the Class R Certificates were issued (in particular, clause
(iii)(A)
and (iii)(B) of Section 5.02(f) which authorize the Trustee to
deliver payments to a person other than the Owner and negotiate a
mandatory sale by the Trustee in the event the Owner holds such
Certificates in violation of Section 5.02(f)). The Owner
expressly
agrees to be bound by and to comply with such restrictions and
provisions.
7. That the Owner consents to any additional
restrictions or arrangements that shall be deemed necessary upon
advice of counsel to constitute a reasonable arrangement to
ensure
that the Class R Certificates will only be owned, directly or
indirectly, by an Owner that is not a disqualified organization.
8. The Owner's Taxpayer Identification Number is
______________.
9. This affidavit and agreement relates only to the
Class R Certificates held by the Owner and not to any other
holder
of the Class R Certificates. The Owner understands that the
liabilities described herein relate only to the Class R
Certificates.
10. That no purpose of the Owner relating to the
transfer of any of the Class R Certificates by the Owner is or
will
be to impede the assessment or collection of any tax.
11. That the Owner has no present knowledge or
expectation that it will be unable to pay any United States taxes
owed by it so long as any of the Certificates remain outstanding.
In this regard, the Owner hereby represents to and for the
benefit
of the person from whom it acquired the Class R Certificate that
the
Owner intends to pay taxes associated with holding such Class R
Certificate as they become due, fully understanding that it may
incur tax liabilities in excess of any cash flows generated by
the
Class R Certificate.
12. That the Owner has no present knowledge or
expectation that it will become insolvent or subject to a
bankruptcy
proceeding for so long as any of the Class R Certificates remain
outstanding.
13. The Owner is a citizen or resident of the
United States, a corporation, partnership or other entity created
or
organized in, or under the laws of, the United States or any
political subdivision thereof, or an estate or trust whose income
from sources without the United States is includible in gross
income
for United States federal income tax purposes regardless of its
connection with the conduct of a trade or business within the
United
States.
IN WITNESS WHEREOF, the Owner has caused this instrument
to be executed on its behalf, pursuant to the authority of its
Board
of Directors, by its [Title of Officer] and its corporate seal to
be
hereunto attached, attested by its [Assistant] Secretary, this
____
day of _______________, 199__.
[NAME OF OWNER]
By:
[Name of Officer]
[Title of Officer]
[Corporate Seal]
ATTEST:
[Assistant] Secretary
Personally appeared before me the above-named [Name of
Officer], known or proved to me to be the same person who
executed
the foregoing instrument and to be the [Title of Officer] of the
Owner, and acknowledged to me that he executed the same as his
free
act and deed and the free act and deed of the Owner.
Subscribed and sworn before me this ____ day of
________________, 199__.
NOTARY PUBLIC
COUNTY OF
STATE OF
My Commission expires the ____
day of _______________, 19__.
EXHIBIT H-2
FORM OF TRANSFEROR CERTIFICATE
__________________, 19__
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, Minnesota 55437
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Mortgage Pass-Through Certificates, Series 1995-
S13, Class R
Ladies and Gentlemen:
This letter is delivered to you in connection with the
transfer by _______________________________ (the "Seller") to
_______________________________ (the "Purchaser") of
$_____________
Initial Certificate Principal Balance of Mortgage Pass-Through
Certificates, Series 1995-S13, Class R (the "Certificates"),
pursuant to Section 5.02 of the Pooling and Servicing Agreement
(the
"Pooling and Servicing Agreement"), dated as of August 1, 1995,
among Residential Funding Mortgage Securities I, Inc., as seller
(the "Company"), Residential Funding Corporation, as master
servicer, and The First National Bank of Chicago, as trustee (the
"Trustee"). All terms used herein and not otherwise defined
shall
have the meanings set forth in the Pooling and Servicing
Agreement.
The Seller hereby certifies, represents and warrants to, and
covenants with, the Company and the Trustee that:
1. No purpose of the Seller relating to the transfer
of the Certificates by the Seller to the Purchaser is or will be
to
impede the assessment or collection of any tax.
2. The Seller understands that the Purchaser has
delivered to the Trustee and the Master Servicer a transfer
affidavit and agreement in the form attached to the Pooling and
Servicing Agreement as Exhibit I-1. The Seller does not know or
believe that any representation contained therein is false.
3. The Seller has at the time of the transfer
conducted a reasonable investigation of the financial condition
of
the Purchaser as contemplated by Treasury Regulations Section
1.860E-1(c)(4)(i) and, as a result of that investigation, the
Seller
has determined that the Purchaser has historically paid its debts
as
they become due and has found no significant evidence to indicate
that the Purchaser will not continue to pay its debts as they
become
due in the future. The Seller understands that the transfer of a
Class R Certificate may not be respected for United States income
tax purposes (and the Seller may continue to be liable for United
States income taxes associated therewith) unless the Seller has
conducted such an investigation.
4. The Seller has no actual knowledge that the
proposed Transferee is not both a United States Person and a
Permitted Transferee.
Very truly yours,
(Seller)
By:
Name:
Title:
EXHIBIT I
FORM OF INVESTOR REPRESENTATION LETTER
______________, 19__
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MN 55437
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
RE: Mortgage Pass-Through Certificates,
Series 1995-S13, Class
Ladies and Gentlemen:
_________________________ (the "Purchaser") intends to
purchase from ___________________________ (the "Seller")
$_____________ Initial Certificate Principal Balance of Mortgage
Pass-Through Certificates, Series 1995-S13, Class __ (the
"Certificates"), issued pursuant to the Pooling and Servicing
Agreement (the "Pooling and Servicing Agreement"), dated as of
August 1, 1995, among Residential Funding Mortgage Securities I,
Inc., as seller (the "Company"), Residential Funding Corporation,
as
master servicer, and The First National Bank of Chicago, as
trustee
(the "Trustee"). All terms used herein and not otherwise defined
shall have the meanings set forth in the Pooling and Servicing
Agreement. The Purchaser hereby certifies, represents and
warrants
to, and covenants with, the Company and the Trustee that:
1. The Purchaser understands that (a) the
Certificates have not been and will not be registered or
qualified under the Securities Act of 1933, as amended
(the "Act") or any state securities law, (b) the Company
is not required to so register or qualify the
Certificates, (c) the Certificates may be resold only if
registered and qualified pursuant to the provisions of
the Act or any state securities law, or if an exemption
from such registration and qualification is available,
(d) the Pooling and Servicing Agreement contains
restrictions regarding the transfer of the Certificates
and (e) the Certificates will bear a legend to the
foregoing effect.
2. The Purchaser is acquiring the
Certificates for its own account for investment only and
not with a view to or for sale in connection with any
distribution thereof in any manner that would violate
the Act or any applicable state securities laws.
3. The Purchaser is (a) a substantial,
sophisticated institutional investor having such
knowledge and experience in financial and business
matters, and, in particular, in such matters related to
securities similar to the Certificates, such that it is
capable of evaluating the merits and risks of investment
in the Certificates, (b) able to bear the economic risks
of such an investment and (c) an "accredited investor"
within the meaning of Rule 501(a) promulgated pursuant
to the Act.
4. The Purchaser has been furnished with, and
has had an opportunity to review (a) [a copy of the
Private Placement Memorandum, dated ___________________,
19__, relating to the Certificates, (b)] a copy of the
Pooling and Servicing Agreement and [(b)] [(c)] such
other information concerning the Certificates, the
Mortgage Loans and the Company as has been requested by
the Purchaser from the Company or the Seller and is
relevant to the Purchaser's decision to purchase the
Certificates. The Purchaser has had any questions
arising from such review answered by the Company or the
Seller to the satisfaction of the Purchaser. [If the
Purchaser did not purchase the Certificates from the
Seller in connection with the initial distribution of
the Certificates and was provided with a copy of the
Private Placement Memorandum (the "Memorandum") relating
to the original sale (the "Original Sale") of the
Certificates by the Company, the Purchaser acknowledges
that such Memorandum was provided to it by the Seller,
that the Memorandum was prepared by the Company solely
for use in connection with the Original Sale and the
Company did not participate in or facilitate in any way
the purchase of the Certificates by the Purchaser from
the Seller, and the Purchaser agrees that it will look
solely to the Seller and not to the Company with respect
to any damage, liability, claim or expense arising out
of, resulting from or in connection with (a) error or
omission, or alleged error or omission, contained in the
Memorandum, or (b) any information, development or event
arising after the date of the Memorandum.]
5. The Purchaser has not and will not nor has
it authorized or will it authorize any person to (a)
offer, pledge, sell, dispose of or otherwise transfer
any Certificate, any interest in any Certificate or any
other similar security to any person in any manner, (b)
solicit any offer to buy or to accept a pledge,
disposition of other transfer of any Certificate, any
interest in any Certificate or any other similar
security from any person in any manner, (c) otherwise
approach or negotiate with respect to any Certificate,
any interest in any Certificate or any other similar
security with any person in any manner, (d) make any
general solicitation by means of general advertising or
in any other manner or (e) take any other action, that
(as to any of (a) through (e) above) would constitute a
distribution of any Certificate under the Act, that
would render the disposition of any Certificate a
violation of Section 5 of the Act or any state
securities law, or that would require registration or
qualification pursuant thereto. The Purchaser will not
sell or otherwise transfer any of the Certificates,
except in compliance with the provisions of the Pooling
and Servicing Agreement.
6. The Purchaser is not an employee benefit
plan subject to the Employee Retirement Income Security
Act of 1974, as amended ("ERISA"), or the Internal
Revenue Code of 1986 (the "Code"), or an investment
manager, a named fiduciary or a trustee of any such plan
or any other Person acting, directly or indirectly, on
behalf of or purchasing any Certificate with "plan
assets" of any such plan, and understands that
registration of transfer of any Certificate to any such
employee benefit plan, or to any person acting on behalf
of or purchasing any Certificate with "plan assets" of
any such plan, will not be made unless such employee
benefit plan delivers an opinion of its counsel,
addressed and satisfactory to the Trustee, the Company
and the Master Servicer, to the effect that the purchase
and holding of a Certificate by, on behalf of or with
"plan assets" of such plan is permissible under
applicable law, would not constitute or result in a non-
exempt prohibited transaction under Section 406 of ERISA
or Section 4975 of the Code and would not subject the
Company, the Master Servicer or the Trustee to any
obligation or liability (including liabilities under
Section 406 of ERISA or Section 4975 of the Code) in
addition to those undertaken in the Pooling and
Servicing Agreement or any other liability.
7. The Purchaser is not a non-United States
person.
Very truly yours,
By:
Name:
Title:
EXHIBIT J
FORM OF TRANSFEROR REPRESENTATION LETTER
, 19
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MN 55437
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Mortgage Pass-Through Certificates,
Series 1995-S13, Class
Ladies and Gentlemen:
In connection with the sale by (the
"Seller") to (the "Purchaser") of $
Initial Certificate Principal Balance of Mortgage Pass-Through
Certificates, Series 1995-S13, Class ___ (the "Certificates"),
issued pursuant to the Pooling and Servicing Agreement (the
"Pooling
and Servicing Agreement"), dated as of August 1, 1995, among
Residential Funding Mortgage Securities I, Inc., as seller (the
"Company"), Residential Funding Corporation, as master servicer,
and
The First National Bank of Chicago, as trustee (the "Trustee").
The
Seller hereby certifies, represents and warrants to, and
covenants
with, the Company and the Trustee that:
Neither the Seller nor anyone acting on its behalf has
(a) offered, pledged, sold, disposed of or otherwise transferred
any
Certificate, any interest in any Certificate or any other similar
security to any person in any manner, (b) has solicited any offer
to
buy or to accept a pledge, disposition or other transfer of any
Certificate, any interest in any Certificate or any other similar
security from any person in any manner, (c) has otherwise
approached
or negotiated with respect to any Certificate, any interest in
any
Certificate or any other similar security with any person in any
manner, (d) has made any general solicitation by means of general
advertising or in any other manner, or (e) has taken any other
action, that (as to any of (a) through (e) above) would
constitute
a distribution of the Certificates under the Securities Act of
1933
(the "Act"), that would render the disposition of any Certificate
a
violation of Section 5 of the Act or any state securities law, or
that would require registration or qualification pursuant
thereto.
The Seller will not act, in any manner set forth in the foregoing
sentence with respect to any Certificate. The Seller has not and
will not sell or otherwise transfer any of the Certificates,
except
in compliance with the provisions of the Pooling and Servicing
Agreement.
Very truly yours,
(Seller)
By:
Name:
Title:
EXHIBIT K
[FORM OF RULE 144A INVESTMENT REPRESENTATION]
Description of Rule 144A Securities, including numbers:
_______________________________________________
_______________________________________________
_______________________________________________
_______________________________________________
The undersigned seller, as registered holder (the
"Seller"), intends to transfer the Rule 144A Securities described
above to the undersigned buyer (the "Buyer").
1. In connection with such transfer and in accordance
with the agreements pursuant to which the Rule 144A Securities
were
issued, the Seller hereby certifies the following facts: Neither
the Seller nor anyone acting on its behalf has offered,
transferred,
pledged, sold or otherwise disposed of the Rule 144A Securities,
any
interest in the Rule 144A Securities or any other similar
security
to, or solicited any offer to buy or accept a transfer, pledge or
other disposition of the Rule 144A Securities, any interest in
the
Rule 144A Securities or any other similar security from, or
otherwise approached or negotiated with respect to the Rule 144A
Securities, any interest in the Rule 144A Securities or any other
similar security with, any person in any manner, or made any
general
solicitation by means of general advertising or in any other
manner,
or taken any other action, that would constitute a distribution
of
the Rule 144A Securities under the Securities Act of 1933, as
amended (the "1933 Act"), or that would render the disposition of
the Rule 144A Securities a violation of Section 5 of the 1933 Act
or
require registration pursuant thereto, and that the Seller has
not
offered the Rule 144A Securities to any person other than the
Buyer
or another "qualified institutional buyer" as defined in Rule
144A
under the 1933 Act.
2. The Buyer warrants and represents to, and covenants
with, the Seller, the Trustee and the Master Servicer (as defined
in
the Pooling and Servicing Agreement (the "Agreement"), dated as
of
August 1, 1995, among Residential Funding Corporation as Master
Servicer, Residential Funding Mortgage Securities I, Inc. as
depositor pursuant to Section 5.02 of the Agreement and The First
National Bank of Chicago as trustee, as follows:
a. The Buyer understands that the Rule 144A
Securities have not been registered under the 1933 Act or the
securities laws of any state.
b. The Buyer considers itself a substantial,
sophisticated institutional investor having such knowledge
and
experience in financial and business matters that it is
capable of evaluating the merits and risks of investment in
the Rule 144A Securities.
c. The Buyer has been furnished with all
information regarding the Rule 144A Securities that it has
requested from the Seller, the Trustee or the Servicer.
d. Neither the Buyer nor anyone acting on its
behalf has offered, transferred, pledged, sold or otherwise
disposed of the Rule 144A Securities, any interest in the
Rule
144A Securities or any other similar security to, or
solicited
any offer to buy or accept a transfer, pledge or other
disposition of the Rule 144A Securities, any interest in the
Rule 144A Securities or any other similar security from, or
otherwise approached or negotiated with respect to the Rule
144A Securities, any interest in the Rule 144A Securities or
any other similar security with, any person in any manner, or
made any general solicitation by means of general advertising
or in any other manner, or taken any other action, that would
constitute a distribution of the Rule 144A Securities under
the 1933 Act or that would render the disposition of the Rule
144A Securities a violation of Section 5 of the 1933 Act or
require registration pursuant thereto, nor will it act, nor
has it authorized or will it authorize any person to act, in
such manner with respect to the Rule 144A Securities.
e. The Buyer is a "qualified institutional buyer"
as that term is defined in Rule 144A under the 1933 Act and
has completed either of the forms of certification to that
effect attached hereto as Annex 1 or Annex 2. The Buyer is
aware that the sale to it is being made in reliance on Rule
144A. The Buyer is acquiring the Rule 144A Securities for
its
own account or the accounts of other qualified institutional
buyers, understands that such Rule 144A Securities may be
resold, pledged or transferred only (i) to a person
reasonably
believed to be a qualified institutional buyer that purchases
for its own account or for the account of a qualified
institutional buyer to whom notice is given that the resale,
pledge or transfer is being made in reliance on Rule 144A, or
(ii) pursuant to another exemption from registration under
the
1933 Act.
[3. The Buyer warrants and represents to, and covenants
with, the Seller, the Trustee, Master Servicer and the Company
that
either (1) the Buyer is (A) not an employee benefit plan (within
the
meaning of Section 3(3) of the Employee Retirement Income
Security
Act of 1974, as amended ("ERISA")), or a plan (within the meaning
of
Section 4975(e)(1) of the Internal Revenue Code of 1986
("Code")),
which (in either case) is subject to ERISA or Section 4975 of the
Code (both a "Plan"), and (B) is not directly or indirectly
purchasing the Rule 144A Securities on behalf of, as investment
manager of, as named fiduciary of, as trustee of, or with "plan
assets" of a Plan, or (2) the Buyer understands that registration
of
transfer of any Rule 144A Securities to any Plan, or to any
Person
acting on behalf of any Plan, will not be made unless such Plan
(delivers an opinion of its counsel, addressed and satisfactory
to
the Trustee, the Company and the Master Servicer, to the effect
that
the purchase and holding of the Rule 144A Securities by, on
behalf
of or with "plan assets" of any Plan would not constitute or
result
in a prohibited transaction under Section 406 of ERISA or Section
4975 of the Code, and would not subject the Company, the Master
Servicer or the Trustee to any obligation or liability (including
liabilities under ERISA or Section 4975 of the Code) in addition
to
those undertaken in the Pooling and Servicing Agreement or any
other
liability.]
4. This document may be executed in one or more
counterparts and by the different parties hereto on separate
counterparts, each of which, when so executed, shall be deemed to
be
an original; such counterparts, together, shall constitute one
and
the same document.
IN WITNESS WHEREOF, each of the parties has executed
this document as of the date set forth below.
Print Name of Seller Print Name of Buyer
By: By:
Name: Name:
Title: Title:
Taxpayer Identification: Taxpayer
Identification:
No. No.
Date: Date:
ANNEX 1 TO EXHIBIT K
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Buyers Other Than Registered Investment Companies]
The undersigned hereby certifies as follows in
connection
with the Rule 144A Investment Representation to which this
Certification is attached:
1. As indicated below, the undersigned is the President,
Chief Financial Officer, Senior Vice President or other executive
officer of the Buyer.
2. In connection with purchases by the Buyer, the Buyer
is
a "qualified institutional buyer" as that term is defined in Rule
144A under the Securities Act of 1933 ("Rule 144A") because (i)
the
Buyer owned and/or invested on a discretionary basis
$______________________ in securities (except for the excluded
securities referred to below) as of the end of the Buyer's most
recent fiscal year (such amount being calculated in accordance
with
Rule 144A) and (ii) the Buyer satisfies the criteria in the
category
marked below.
___ Corporation, etc. The Buyer is a corporation (other
than
a bank, savings and loan association or similar
institution), Massachusetts or similar business trust,
partnership, or charitable organization described in
Section 501(c)(3) of the Internal Revenue Code.
___ Bank. The Buyer (a) is a national bank or banking
institution organized under the laws of any State,
territory or the District of Columbia, the business of
which is substantially confined to banking and is
supervised by the State or territorial banking
commission
or similar official or is a foreign bank or equivalent
institution, and (b) has an audited net worth of at
least
$25,000,000 as demonstrated in its latest annual
financial
statements, a copy of which is attached hereto.
___ Savings and Loan. The Buyer (a) is a savings and loan
association, building and loan association, cooperative
bank, homestead association or similar institution,
which
is supervised and examined by a State or Federal
authority
having supervision over any such institutions or is a
foreign savings and loan association or equivalent
institution and (b) has an audited net worth of at least
$25,000,000 as demonstrated in its latest annual
financial statements.
___ Broker-Dealer. The Buyer is a dealer registered
pursuant
to Section 15 of the Securities Exchange Act of 1934.
___ Insurance Company. The Buyer is an insurance company
whose
primary and predominant business activity is the writing
of
insurance or the reinsuring of risks underwritten by
insurance companies and which is subject to supervision
by
the insurance commissioner or a similar official or
agency
of a State or territory or the District of Columbia.
___ State or Local Plan. The Buyer is a plan established
and
maintained by a State, its political subdivisions, or
any
agency or instrumentality of the State or its political
subdivisions, for the benefit of its employees.
___ ERISA Plan. The Buyer is an employee benefit plan
within
the meaning of Title I of the Employee Retirement Income
Security Act of 1974.
___ Investment Adviser. The Buyer is an investment adviser
registered under the Investment Advisers Act of 1940.
___ SBIC. The Buyer is a Small Business Investment Company
licensed by the U.S. Small Business Administration under
Section 301(c) or (d) of the Small Business Investment
Act of 1958.
___ Business Development Company. The Buyer is a business
development company as defined in Section 202(a)(22) of
the
Investment Advisers Act of 1940.
___ Trust Fund. The Buyer is a trust fund whose trustee is
a
bank or trust company and whose participants are
exclusively (a) plans established and maintained by a
State, its political subdivisions, or any agency or
instrumentality of the State or its political
subdivisions,
for the benefit of its employees, or (b) employee
benefit
plans within the meaning of Title I of the Employee
Retirement Income Security Act of 1974, but is not a
trust
fund that includes as participants individual retirement
accounts or H.R. 10 plans.
3. The term "securities" as used herein does not
include
(i) securities of issuers that are affiliated with the Buyer,
(ii)
securities that are part of an unsold allotment to or
subscription
by the Buyer, if the Buyer is a dealer, (iii) bank deposit notes
and
certificates of deposit, (iv) loan participations, (v) repurchase
agreements, (vi) securities owned but subject to a repurchase
agreement and (vii) currency, interest rate and commodity swaps.
4. For purposes of determining the aggregate amount of
securities owned and/or invested on a discretionary basis by the
Buyer, the Buyer used the cost of such securities to the Buyer
and
did not include any of the securities referred to in the
preceding
paragraph. Further, in determining such aggregate amount, the
Buyer
may have included securities owned by subsidiaries of the Buyer,
but only if such subsidiaries are consolidated with the Buyer in
its
financial statements prepared in accordance with generally
accepted
accounting principles and if the investments of such subsidiaries
are managed under the Buyer's direction. However, such
securities
were not included if the Buyer is a majority-owned, consolidated
subsidiary of another enterprise and the Buyer is not itself a
reporting company under the Securities Exchange Act of 1934.
5. The Buyer acknowledges that it is familiar with
Rule
144A and understands that the seller to it and other parties
related
to the Certificates are relying and will continue to rely on the
statements made herein because one or more sales to the Buyer may
be
in reliance on Rule 144A.
___ ___ Will the Buyer be purchasing the Rule 144A
Yes No Securities only for the Buyer's own account?
6. If the answer to the foregoing question is "no",
the
Buyer agrees that, in connection with any purchase of securities
sold to the Buyer for the account of a third party (including any
separate account) in reliance on Rule 144A, the Buyer will only
purchase for the account of a third party that at the time is a
"qualified institutional buyer" within the meaning of Rule 144A.
In
addition, the Buyer agrees that the Buyer will not purchase
securities for a third party unless the Buyer has obtained a
current
representation letter from such third party or taken other
appropriate steps contemplated by Rule 144A to conclude that such
third party independently meets the definition of "qualified
institutional buyer" set forth in Rule 144A.
7. The Buyer will notify each of the parties to which
this
certification is made of any changes in the information and
conclusions herein. Until such notice is given, the Buyer's
purchase of Rule 144A Securities will constitute a reaffirmation
of
this certification as of the date of such purchase.
Print Name of Buyer
By:
Name:
Title:
Date:
ANNEX 2 TO EXHIBIT K
QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A
[For Buyers That Are Registered Investment Companies]
The undersigned hereby certifies as follows in
connection with the Rule 144A Investment Representation to which
this Certification is attached:
1. As indicated below, the undersigned is the
President, Chief Financial Officer or Senior Vice President of
the
Buyer or, if the Buyer is a "qualified institutional buyer" as
that
term is defined in Rule 144A under the Securities Act of 1933
("Rule 144A") because Buyer is part of a Family of Investment
Companies (as defined below), is such an officer of the Adviser.
2. In connection with purchases by Buyer, the Buyer is
a "qualified institutional buyer" as defined in SEC Rule 144A
because (i) the Buyer is an investment company registered under
the
Investment Company Act of 1940, and (ii) as marked below, the
Buyer
alone, or the Buyer's Family of Investment Companies, owned at
least
$100,000,000 in securities (other than the excluded securities
referred to below) as of the end of the Buyer's most recent
fiscal
year. For purposes of determining the amount of securities owned
by
the Buyer or the Buyer's Family of Investment Companies, the
cost
of such securities was used.
____ The Buyer owned $___________________ in securities
(other than the excluded securities referred to below)
as of the end of the Buyer's most recent fiscal year
(such amount being calculated in accordance with
Rule 144A).
____ The Buyer is part of a Family of Investment Companies
which owned in the aggregate $______________ in
securities (other than the excluded securities referred
to below) as of the end of the Buyer's most recent
fiscal year (such amount being calculated in accordance
with Rule 144A).
3. The term "Family of Investment Companies" as used
herein means two or more registered investment companies (or
series
thereof) that have the same investment adviser or investment
advisers that are affiliated (by virtue of being majority owned
subsidiaries of the same parent or because one investment adviser
is
a majority owned subsidiary of the other).
4. The term "securities" as used herein does not
include (i) securities of issuers that are affiliated with the
Buyer
or are part of the Buyer's Family of Investment Companies, (ii)
bank
deposit notes and certificates of deposit, (iii) loan
participation,
(iv) repurchase agreements, (v) securities owned but subject to a
repurchase agreement and (vi) currency, interest rate and
commodity
swaps.
5. The Buyer is familiar with Rule 144A and
understands that each of the parties to which this certification
is
made are relying and will continue to rely on the statements made
herein because one or more sales to the Buyer will be in reliance
on
Rule 144A. In addition, the Buyer will only purchase for the
Buyer's own account.
6. The undersigned will notify each of the parties to
which this certification is made of any changes in the
information
and conclusions herein. Until such notice, the Buyer's purchase
of
Rule 144A Securities will constitute a reaffirmation of this
certification by the undersigned as of the date of such purchase.
Print Name of Buyer
By:
Name:
Title:
IF AN ADVISER:
Print Name of Buyer
Date:
EXHIBIT L
[Text of Amendment to Pooling and Servicing
Agreement Pursuant to Section 11.01(e) for a
Limited Guaranty]
ARTICLE XII
Subordinate Certificate Loss Coverage; Limited Guaranty
Section 12.01. Subordinate Certificate Loss Coverage;
Limited Guaranty. (a) Subject to subsection (c) below, prior to
the
later of the third Business Day prior to each Distribution Date
or
the related Determination Date, the Master Servicer shall
determine
whether it or any Subservicer will be entitled to any
reimbursement
pursuant to Section 4.02(a) on such Distribution Date for
Advances
or Subservicer Advances previously made, (which will not be
Advances
or Subservicer Advances that were made with respect to
delinquencies
which were subsequently determined to be Excess Special Hazard
Losses, Excess Fraud Losses, Excess Bankruptcy Losses or
Extraordinary Losses) and, if so, the Master Servicer shall
demand
payment from Residential Funding of an amount equal to the amount
of
any Advances or Subservicer Advances reimbursed pursuant to
Section
4.02(a), to the extent such Advances or Subservicer Advances have
not been included in the amount of the Realized Loss in the
related
Mortgage Loan, and shall distribute the same to the Class B
Certificateholders in the same manner as if such amount were to
be
distributed pursuant to Section 4.02(a).
(b) Subject to subsection (c) below, prior to the
later of the third Business Day prior to each Distribution Date
or
the related Determination Date, the Master Servicer shall
determine
whether any Realized Losses (other than Excess Special Hazard
Losses, Excess Bankruptcy Losses, Excess Fraud Losses and
Extraordinary Losses) will be allocated to the Class B
Certificates
on such Distribution Date pursuant to Section 4.05, and, if so,
the
Master Servicer shall demand payment from Residential Funding of
the
amount of such Realized Loss and shall distribute the same to the
Class B Certificateholders in the same manner as if such amount
were
to be distributed pursuant to Sections 4.02(a); provided,
however,
that the amount of such demand in respect of any Distribution
Date
shall in no event be greater than the sum of (i) the additional
amount of Accrued Certificate Interest that would have been paid
for
the Class B Certificateholders on such Distribution Date had such
Realized Loss or Losses not occurred plus (ii) the amount of the
reduction in the Certificate Principal Balances of the Class B
Certificates on such Distribution Date due to such Realized Loss
or
Losses. Notwithstanding such payment, such Realized Losses shall
be
deemed to have been borne by the Certificateholders for purposes
of
Section 4.05. Excess Special Hazard Losses, Excess Fraud Losses,
Excess Bankruptcy Losses and Extraordinary Losses allocated to
the
Class B Certificates will not be covered by the Subordinate
Certificate Loss Obligation.
(c) Demands for payments pursuant to this Section
shall be made prior to the later of the third Business Day prior
to
each Distribution Date or the related Determination Date by the
Master Servicer with written notice thereof to the Trustee. The
maximum amount that Residential Funding shall be required to pay
pursuant to this Section on any Distribution Date (the "Amount
Available") shall be equal to the lesser of (X)
minus the sum of (i) all previous payments made under subsections
(a) and (b) hereof and (ii) all draws under the Limited Guaranty
made in lieu of such payments as described below in subsection
(d)
and (Y) the then outstanding Certificate Principal Balances of
the
Class B Certificates, or such lower amount as may be established
pursuant to Section 12.02. Residential Funding's obligations as
described in this Section are referred to herein as the
"Subordinate
Certificate Loss Obligation."
(d) The Trustee will promptly notify General Motors
Acceptance Corporation of any failure of Residential Funding to
make
any payments hereunder and shall demand payment pursuant to the
limited guaranty (the "Limited Guaranty"), executed by General
Motors Acceptance Corporation, of Residential Funding's
obligation
to make payments pursuant to this Section, in an amount equal to
the
lesser of (i) the Amount Available and (ii) such required
payments,
by delivering to General Motors Acceptance Corporation a written
demand for payment by wire transfer, not later than the second
Business Day prior to the Distribution Date for such month, with
a
copy to the Master Servicer.
(e) All payments made by Residential Funding pursuant
to this Section or amounts paid under the Limited Guaranty shall
be
deposited directly in the Certificate Account, for distribution
on
the Distribution Date for such month to the Class B
Certificateholders.
(f) The Company shall have the option, in its sole
discretion, to substitute for either or both of the Limited
Guaranty
or the Subordinate Certificate Loss Obligation another instrument
in
the form of a corporate guaranty, an irrevocable letter of
credit,
a surety bond, insurance policy or similar instrument or a
reserve
fund; provided that (i) the Company obtains an Opinion of Counsel
(which need not be an opinion of Independent counsel) to the
effect
that obtaining such substitute corporate guaranty, irrevocable
letter of credit, surety bond, insurance policy or similar
instrument or reserve fund will not cause either (a) any federal
tax
to be imposed on the Trust Fund, including without limitation,
any
federal tax imposed on "prohibited transactions" under Section
860(F)(a)(1) of the Code or on "contributions after the startup
date" under Section 860(G)(d)(1) of the Code or (b) the Trust
Fund
to fail to qualify as a REMIC at any time that any Certificate is
outstanding, and (ii) no such substitution shall be made unless
(A)
the substitute Limited Guaranty or Subordinate Certificate Loss
Obligation is for an initial amount not less than the then
current
Amount Available and contains provisions that are in all material
respects equivalent to the original Limited Guaranty or
Subordinate
Certificate Loss Obligation (including that no portion of the
fees,
reimbursements or other obligations under any such instrument
will
be borne by the Trust Fund, (B) the long term debt obligations of
any obligor of any substitute Limited Guaranty or Subordinate
Certificate Loss Obligation (if not supported by the Limited
Guaranty) shall be rated at least the lesser of (a) the rating of
the long term debt obligations of General Motors Acceptance
Corporation as of the date of issuance of the Limited Guaranty
and
(b) the rating of the long term debt obligations of General
Motors
Acceptance Corporation at the date of such substitution and (C)
the
Company obtains written confirmation from each nationally
recognized
credit rating agency that rated the Class B Certificates at the
request of the Company that such substitution shall not lower the
rating on the Class B Certificates below the lesser of (a) the
then-current rating assigned to the Class B Certificates by such
rating agency and (b) the original rating assigned to the Class B
Certificates by such rating agency. Any replacement of the
Limited
Guaranty or Subordinate Certificate Loss Obligation pursuant to
this
Section shall be accompanied by a written Opinion of Counsel to
the
substitute guarantor or obligor, addressed to the Master Servicer
and the Trustee, that such substitute instrument constitutes a
legal, valid and binding obligation of the substitute guarantor
or
obligor, enforceable in accordance with its terms, and concerning
such other matters as the Master Servicer and the Trustee shall
reasonably request. Neither the Company, the Master Servicer nor
the Trustee shall be obligated to substitute for or replace the
Limited Guaranty or Subordinate Certificate Loss Obligation under
any circumstance.
Section 12.02. Amendments Relating to the Limited
Guaranty. Notwithstanding Sections 11.01 or 12.01: (i) the
provisions of this Article XII may be amended, superseded or
deleted, (ii) the Limited Guaranty or Subordinate Certificate
Loss
Obligation may be amended, reduced or canceled, and (iii) any
other
provision of this Agreement which is related or incidental to the
matters described in this Article XII may be amended in any
manner;
in each case by written instrument executed or consented to by
the
Company and Residential Funding but without the consent of any
Certificateholder and without the consent of the Master Servicer
or
the Trustee being required unless any such amendment would impose
any additional obligation on, or otherwise adversely affect the
interests of, the Master Servicer or the Trustee, as applicable;
provided that the Company shall also obtain a letter from each
nationally recognized credit rating agency that rated the Class B
Certificates at the request of the Company to the effect that
such
amendment, reduction, deletion or cancellation will not lower the
rating on the Class B Certificates below the lesser of (a) the
then-current rating assigned to the Class B Certificates by such
rating agency and (b) the original rating assigned to the Class B
Certificates by such rating agency, unless (A) the Holder of 100%
of
the Class B Certificates is Residential Funding or an Affiliate
of
Residential Funding, or (B) such amendment, reduction, deletion
or
cancellation is made in accordance with Section 12.01(e) and,
provided further that the Company obtains, in the case of a
material
amendment or supersession (but not a reduction, cancellation or
deletion of the Limited Guaranty or the Subordinate Certificate
Loss
Obligation), an Opinion of Counsel (which need not be an opinion
of
Independent counsel) to the effect that any such amendment or
supersession will not cause either (a) any federal tax to be
imposed
on the Trust Fund, including without limitation, any federal tax
imposed on "prohibited transactions" under Section 860F(a)(1) of
the
Code or on "contributions after the startup date" under Section
860G(d)(1) of the Code or (b) the Trust Fund to fail to qualify
as
a REMIC at any time that any Certificate is outstanding. A copy
of
any such instrument shall be provided to the Trustee and the
Master
Servicer together with an Opinion of Counsel that such amendment
complies with this Section 12.02.
EXHIBIT M
[Form of Limited Guaranty]
LIMITED GUARANTY
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC.
Mortgage Pass-Through Certificates
Series 1995-S13
, 1995
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Ladies and Gentlemen:
WHEREAS, Residential Funding Corporation, a Delaware
corporation ("Residential Funding"), an indirect wholly-owned
subsidiary of General Motors Acceptance Corporation, a New York
corporation ("GMAC"), plans to incur certain obligations as
described under Section 11.01 of the Pooling and Servicing
Agreement
dated as of August 1, 1995, (the "Servicing Agreement"), among
Residential Funding Mortgage Securities I, Inc. (the "Company"),
Residential Funding and The First National Bank of Chicago (the
"Trustee") as amended by Amendment No. 1 thereto, dated as of
, with respect to the Mortgage Pass-Through Certificates,
Series 1995-S13 (the "Certificates"); and
WHEREAS, pursuant to Section 12.01 of the Servicing
Agreement, Residential Funding agrees to make payments to the
Holders of the Class B Certificates with respect to certain
losses
on the Mortgage Loans as described in the Servicing Agreement;
and
WHEREAS, GMAC desires to provide certain assurances
with
respect to the ability of Residential Funding to secure
sufficient
funds and faithfully to perform its Subordinate Certificate Loss
Obligation;
NOW THEREFORE, in consideration of the premises herein
contained and certain other good and valuable consideration, the
receipt of which is hereby acknowledged, GMAC agrees as follows:
1. Provision of Funds. (a) GMAC agrees to contribute
and deposit in the Certificate Account on behalf of Residential
Funding (or otherwise provide to Residential Funding, or to cause
to
be made available to Residential Funding), either directly or
through a subsidiary, in any case prior to the related
Distribution
Date, such moneys as may be required by Residential Funding to
perform its Subordinate Certificate Loss Obligation when and as
the
same arises from time to time upon the demand of the Trustee in
accordance with Section 11.01 of the Servicing Agreement.
(b) The agreement set forth in the preceding clause
(a) shall be absolute, irrevocable and unconditional and shall
not
be affected by the transfer by GMAC or any other person of all or
any part of its or their interest in Residential Funding, by any
insolvency, bankruptcy, dissolution or other proceeding affecting
Residential Funding or any other person, by any defense or right
of
counterclaim, set-off or recoupment that GMAC may have against
Residential Funding or any other person or by any other fact or
circumstance. Notwithstanding the foregoing, GMAC's obligations
under clause (a) shall terminate upon the earlier of (x)
substitution for this Limited Guaranty pursuant to Section
12.01(f)
of the Servicing Agreement, or (y) the termination of the Trust
Fund
pursuant to the Servicing Agreement.
2. Waiver. GMAC hereby waives any failure or delay
on the part of Residential Funding, the Trustee or any other
person
in asserting or enforcing any rights or in making any claims or
demands hereunder. Any defective or partial exercise of any such
rights shall not preclude any other or further exercise of that
or
any other such right. GMAC further waives demand, presentment,
notice of default, protest, notice of acceptance and any other
notices with respect to this Limited Guaranty, including, without
limitation, those of action or nonaction on the part of
Residential
Funding or the Trustee.
3. Modification, Amendment and Termination. This
Limited Guaranty may be modified, amended or terminated only by
the
written agreement of GMAC and the Trustee and only if such
modification, amendment or termination is permitted under Section
12.02 of the Servicing Agreement. The obligations of GMAC under
this Limited Guaranty shall continue and remain in effect so long
as
the Servicing Agreement is not modified or amended in any way
that
might affect the obligations of GMAC under this Limited Guaranty
without the prior written consent of GMAC.
4. Successor. Except as otherwise expressly provided
herein, the guarantee herein set forth shall be binding upon GMAC
and its respective successors.
5. Governing Law. This Limited Guaranty shall be
governed by the laws of the State of New York.
6. Authorization and Reliance. GMAC understands that
a copy of this Limited Guaranty shall be delivered to the Trustee
in
connection with the execution of Amendment No. 1 to the Servicing
Agreement and GMAC hereby authorizes the Company and the Trustee
to
rely on the covenants and agreements set forth herein.
7. Definitions. Capitalized terms used but not
otherwise defined herein shall have the meaning given them in the
Servicing Agreement.
8. Counterparts. This Limited Guaranty may be
executed in any number of counterparts, each of which shall be
deemed to be an original and such counterparts shall constitute
but
one and the same instrument.
IN WITNESS WHEREOF, GMAC has caused this Limited
Guaranty to be executed and delivered by its respective officers
thereunto duly authorized as of the day and year first above
written.
GENERAL MOTORS
ACCEPTANCE CORPORATION
By:
Name:
Title:
Acknowledged by:
THE FIRST NATIONAL BANK OF CHICAGO,
as Trustee
By:
Name:
Title:
RESIDENTIAL FUNDING MORTGAGE
SECURITIES I, INC.
By:
Name:
Title:
EXHIBIT N
FORM OF LENDER CERTIFICATION FOR ASSIGNMENT OF MORTGAGE LOAN
__________________, 19____
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, Minnesota 55437
The First National Bank of Chicago
Corporate Trust Services
1 First National Plaza
Mail Suite 0126
Chicago, Illinois 60670-0126
Attention: Residential Funding Corporation Series 1995-S13
Re: Mortgage Pass-Through Certificates, Series 1995-
S13 Assignment of Mortgage Loan.
Ladies and Gentlemen:
This letter is delivered to you in connection with the
assignment by _________________ (the "Trustee") to
_______________________ (the "Lender") of _______________ (the
"Mortgage Loan") pursuant to Section 3.13(d) of the Pooling and
Servicing Agreement (the "Pooling and Servicing Agreement"),
dated
as of August 1, 1995, among Residential Funding Mortgage
Securities
I, Inc., as seller (the "Company"), Residential Funding
Corporation,
as master servicer, and the Trustee. All terms used herein and
not
otherwise defined shall have the meanings set forth in the
Pooling
and Servicing Agreement. The Lender hereby certifies, represents
and warrants to, and covenants with, the Master Servicer and the
Trustee that:
(i) the Mortgage Loan is secured by Mortgaged Property
located in a jurisdiction in which an assignment in lieu of
satisfaction is required to preserve lien priority, minimize or
avoid mortgage recording taxes or otherwise comply with, or
facilitate a refinancing under, the laws of such jurisdiction;
(ii) the substance of the assignment is, and is
intended to
be, a refinancing of such Mortgage Loan and the form of the
transaction is solely to comply with, or facilitate the
transaction
under, such local laws;
(iii) the Mortgage Loan following the proposed
assignment will
be modified to have a rate of interest at least 0.25 percent
below
or above the rate of interest on such Mortgage Loan prior to such
proposed assignment; and
(iv) such assignment is at the request of the borrower
under the related Mortgage Loan.
Very truly yours,
(Lender)
By:
Name:
Title:
EXHIBIT O
POLICY
(see attached)
CERTIFICATE GUARANTY INSURANCE POLICY
OBLIGATIONS: $97,561,000 Policy Number 604850
Residential Funding Mortgage Securities I, Inc.
Mortgage Pass-Through Certificates
Series 1995-S13, Class A
MBIA Insurance Corporation (the "Insurer"), in consideration
of the payment of the premium
and subject to the terms of this Certificate Guaranty Insurance
Policy (this "Policy"), hereby
unconditionally and irrevocably guarantees to any Owner that an
amount equal to each full and
complete Insured Payment will be received by The First National
Bank of Chicago, or its successor,
as trustee for the Owners (the "Trustee"), on behalf of the
Owners, from the Insurer for
distribution by the Trustee to each Owner of each Owner's
proportionate share of the Insured
Payment. The Insurer's obligations hereunder with respect to a
particular Insured Payment shall
be discharged to the extent funds equal to the applicable Insured
Payment are received by the
Trustee, whether or not such funds are properly applied by the
Trustee. Insured Payments shall be
made only at the time set forth in this Policy, and no
accelerated Insured Payments shall be made
regardless of any acceleration of the Obligations, unless such
acceleration is at the sole option
of the Insurer.
Notwithstanding the foregoing paragraph, this Policy does not
cover shortfalls, if any,
attributable to the liability of the Trust, any REMIC or the
Trustee for withholding taxes, if any
(including interest and penalties in respect of any such
liability). In addition, the Policy does
not cover any Interest Differential Amounts or accrued interest
thereon.
The Insurer will pay any amount payable hereunder no later
than 12:00 noon, New York City
time, on the later of the Distribution Date on which the related
Deficiency Amount is due or the
Business Day following receipt in New York, New York on a
Business Day by State Street Bank and
Trust Company, N.A., as Fiscal Agent for the Insurer or any
successor fiscal agent appointed by the
Insurer (the "Fiscal Agent") of a Notice (as described below);
provided that if such Notice is
received after 12:00 noon, New York City time, on such Business
Day, it will be deemed to be
received on the following Business Day. If any such Notice
received by the Fiscal Agent is not in
proper form or is otherwise insufficient for the purpose of
making claim hereunder, it shall be
deemed not to have been received by the Fiscal Agent for purposes
of this paragraph, and the
Insurer or the Fiscal Agent, as the case may be, shall promptly
so advise the Trustee and the
Trustee may submit an amended Notice.
Insured Payments due hereunder, unless otherwise stated
herein, will be disbursed by the
Fiscal Agent to the Trustee on behalf of the Owners by wire
transfer of immediately available funds
in the amount of the Insured Payment.
The Fiscal Agent is the agent of the Insurer only, and the
Fiscal Agent shall in no event be
liable to Owners for any acts of the Fiscal Agent or any failure
of the Insurer to deposit, or
cause to be deposited, sufficient funds to make payments due
under this Policy.
As used herein, the following terms shall have the following
meanings:
"Agreement" means the Pooling and Servicing Agreement dated as
of August 1, 1995 among
Residential Funding Mortgage Securities I, Inc., as Company,
Residential Funding Corporation, as
Master Servicer, and the Trustee, as trustee, without regard to
any amendment or supplement
thereto.
"Business Day" means any day other than (i) a Saturday, a
Sunday or (ii) a day on which
banking institutions in the State of New York, the State of
Michigan, the State of California or
the State of Illinois (and such other state or states in which
the Custodial Account or the
Certificate Account are at the time located) are authorized or
obligated by law or executive order
to be closed.
"Deficiency Amount" means, with respect to the Class A
Certificates, as of any Distribution
Date (i) any shortfall in amounts available in the Certificate
Account to pay one full month's
interest on the Certificate Principal Balance of the Class A
Certificates at the then applicable
Pass-Through Rate, net of any Prepayment Interest Shortfalls, any
interest shortfalls relating to
the Relief Act and any Interest Differential Amount and any
accrued interest thereon allocated to
the Class A Certificates, (ii) any Realized Loss allocated to
the Class A Certificates and (iii)
following the purchase of all assets of the Trust Fund pursuant
to Section 9.01(a) of the
Agreement, any shortfall in the Available Distribution Amount to
pay amounts owed to the Holders
of the Class A Certificates, net of any Interest Differential
Amount or any accrued interest
thereon allocated to the Class A Certificates, pursuant to
Section 9.01(c)(ii)(A) of the Agreement.
"Insured Payment" means, as of any Distribution Date, any
Deficiency Amount.
"Notice" means the telephonic or telegraphic notice, promptly
confirmed in writing by
telecopy substantially in the form of Exhibit A attached hereto,
the original of which is
subsequently delivered by registered or certified mail, from the
Trustee specifying the Insured
Payment which shall be due and owing on the applicable
Distribution Date.
"Owner" means each Holder (as defined in the Agreement) who,
on the applicable Distribution
Date, is entitled under the terms of the Obligations to payment
thereunder.
Capitalized terms used herein and not otherwise defined herein
shall have the respective
meanings set forth in the Agreement as of the date of execution
of this Policy, without giving
effect to any subsequent amendment to or modification of the
Agreement unless such amendment or
modification has been approved in writing by the Insurer.
Any notice hereunder or service of process on the Fiscal Agent
of the Insurer may be made at
the address listed below for the Fiscal Agent of the Insurer or
such other address as the Insurer
shall specify in writing to the Trustee.
The notice address of the Fiscal Agent is 61 Broadway, 15th
Floor, New York, New York 10006
Attention: Municipal Registrar and Paying Agency, or such other
address as the Fiscal Agent shall
specify to the Trustee in writing.
This Policy is being issued under and pursuant to, and shall
be construed under, the laws of
the State of New York, without giving effect to the conflict of
laws principles thereof.
The insurance provided by this Policy is not covered by the
Property/Casualty Insurance
Security Fund specified in Article 76 of the New York Insurance
Law.
This Policy is not cancelable for any reason. The premium on
this Policy is not refundable
for any reason including payment, or provision being made for
payment, prior to maturity of the
Obligations.
IN WITNESS WHEREOF, the Insurer has caused this Policy to be
executed and attested this 25th day
of August, 1995.
MBIA Insurance Corporation
__________________________________
President
__________________________________
Assistant Secretary
EXHIBIT A
TO CERTIFICATE GUARANTY INSURANCE POLICY
NUMBER: 604850
NOTICE UNDER CERTIFICATE GUARANTY
INSURANCE POLICY NUMBER: 604850
State Street Bank and Trust Company, N.A., as Fiscal Agent
for MBIA Insurance Corporation
15th Floor
61 Broadway
New York, NY 10006
Attention: Municipal Registrar and
Paying Agency
MBIA Insurance Corporation
113 King Street
Armonk, NY 10504
The undersigned, a duly authorized officer of
[ ], as trustee (the "Trustee"),
hereby certifies to State Street Bank and Trust Company, N.A.
(the "Fiscal Agent") and MBIA Insurance Corporation (the
"Insurer"), with reference to Certificate Guaranty Insurance
Policy Number: 604850
(the "Policy") issued by the Insurer in respect of the
Residential Funding Mortgage Securities I, Inc. Mortgage
Pass-Through Certificates Series 1995-S13, Class A (the
"Obligations"), that:
(i) the Trustee is the trustee under the Pooling and
Servicing Agreement dated as of August 1, 1995 between
Residential Funding Mortgage Securities I, Inc., as Seller,
Residential Funding Corporation, as Master Servicer, and the
Trustee, as trustee for the Owners;
(ii) the amount due pursuant to the definition of
"Deficiency Amount" for the Distribution Date occurring on
(the "Applicable Distribution Date") is
$ ; (the "Deficiency Amount");
(iii) the total Insured Payment due is $
,
which amount equals the Deficiency Amount;
(iv) the Trustee is making a claim under and pursuant
to the terms of the Policy for the dollar amount of the
Insured Payment set forth in (iii) above to be applied to
the
payment on the Obligations for the Applicable Distribution
Date in accordance with the Agreement; and
(v) the Trustee directs that payment of the Insured
Payment be made to the following account by bank wire
transfer
of federal or other immediately available funds in
accordance
with the terms of the Policy: [TRUSTEE'S ACCOUNT].
Any capitalized term used in this Notice and not otherwise
defined herein shall have the meaning assigned thereto in the
Policy.
Any Person Who Knowingly And With Intent To Defraud Any
Insurance Company Or Other Person Files An Application For
Insurance Or Statement Of Claim Containing Any Materially False
Information, Or Conceals For The Purpose Of Misleading,
Information
Concerning Any Fact Material Thereto, Commits A Fraudulent
Insurance Act, Which Is A Crime, And Shall Also Be Subject To A
Civil Penalty Not To Exceed Five Thousand Dollars And The Stated
Value Of The Claim For Each Such Violation.
IN WITNESS WHEREOF, the Trustee has executed and delivered
this Notice under the Policy as of the day of
[TRUSTEE], as Trustee
By
Title
