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) November 27, 1996
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC. (as seller under a
Pooling and Servicing Agreement dated as of November 1, 1996
providing for, inter alia, the issuance of Mortgage Pass-Through
Certificates, Series 1996-S23)
Residential Funding Mortgage Securities I, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE 333-4846 75-2006294
(State or Other Jurisdiction (Commission (I.R.S.
Employer
of Incorporation) File Number) Identification
No.)
8400 Normandale Lake Blvd.
Suite 600
Minneapolis, Minnesota 55437
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code, is (612) 832-7000
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
November 1, 1996 among Residential Funding Mortgage Securities I,
Inc. as seller, 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/Randy Van Zee
Name: Randy Van Zee
Title:Vice President
Dated: November 27, 1996
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/Randy Van Zee
Name:Randy Van Zee
Title:Vice President
Dated: November 27, 1996
EXHIBITS
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC.,
Company,
RESIDENTIAL FUNDING CORPORATION,
Master Servicer,
and
BANKERS TRUST COMPANY,
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of November 1, 1996
Mortgage Pass-Through Certificates
Series 1996-S23
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
TABLE OF CONTENTS
Page
ARTICLE I
DEFINITIONS
Section 1.01. Definitions............................... 3
Accrued Certificate Interest................................ 3
Adjusted Mortgage Rate...................................... 3
Adjusted Senior Accelerated Distribution Percentage......... 4
Adjusted Senior Percentage.................................. 5
Advance..................................................... 5
Affiliate................................................... 5
Agreement................................................... 5
Amount Held for Future Distribution......................... 5
Appraised Value............................................. 5
Assignment.................................................. 6
Assignment Agreement........................................ 6
Assignment of Proprietary Lease............................. 6
Available Distribution Amount............................... 6
Bankruptcy Amount........................................... 6
Bankruptcy Code............................................. 7
Bankruptcy Loss............................................. 7
Book-Entry Certificate...................................... 7
Business Day................................................ 7
Buydown Funds............................................... 7
Buydown Mortgage Loan....................................... 8
Cash Liquidation............................................ 8
Certificate................................................. 8
Certificate Account......................................... 8
Certificate Account Deposit Date............................ 8
Certificateholder or Holder................................. 8
Certificate Owner........................................... 8
Certificate Principal Balance............................... 8
Certificate Register and Certificate Registrar.............. 9
Class....................................................... 9
Class A Certificate......................................... 9
Class A-14 Collection Shortfall............................. 10
Class A-14 Principal Distribution Amount.................... 10
Class B Certificate......................................... 10
Class B Percentage.......................................... 10
Class B-1 Percentage........................................ 10
Class B-1 Prepayment Distribution Trigger................... 10
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
i
<PAGE>
Page
Class B-2 Percentage......................................... 10
Class B-2 Prepayment Distribution Trigger.................... 10
Class B-3 Percentage......................................... 10
Class B-3 Prepayment Distribution Trigger.................... 11
Class M Certificate.......................................... 11
Class M Percentage........................................... 11
Class M-1 Percentage......................................... 11
Class M-2 Percentage......................................... 11
Class M-2 Prepayment Distribution Trigger.................... 11
Class M-3 Percentage......................................... 11
Class M-3 Prepayment Distribution Trigger.................... 12
Class R Certificate.......................................... 12
Class R-I Certificate........................................ 12
Class R-II Certificate....................................... 12
Closing Date................................................. 12
Code ........................................................ 12
Compensating Interest........................................ 12
Cooperative.................................................. 12
Cooperative Apartment........................................ 12
Cooperative Lease............................................ 12
Cooperative Loans............................................ 13
Cooperative Stock............................................ 13
Cooperative Stock Certificate................................ 13
Corporate Trust Office....................................... 13
Credit Support Depletion Date................................ 13
Curtailment.................................................. 13
Custodial Account............................................ 13
Custodial Agreement.......................................... 13
Custodian.................................................... 13
Cut-off Date................................................. 13
Cut-off Date Principal Balance............................... 13
Debt Service Reduction....................................... 14
Defaulted Mortgage Loss...................................... 14
Deficient Valuation.......................................... 14
Definitive Certificate....................................... 14
Deleted Mortgage Loan........................................ 14
Depository................................................... 14
Depository Participant....................................... 14
Destroyed Mortgage Note...................................... 14
Determination Date........................................... 14
Discount Fraction............................................ 14
Discount Mortgage Loan....................................... 15
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
ii
<PAGE>
Page
Disqualified Organization............................... 15
Distribution Date....................................... 15
Due Date................................................ 15
Due Period.............................................. 15
Eligible Account........................................ 15
Eligible Funds.......................................... 16
Event of Default........................................ 16
Excess Bankruptcy Loss.................................. 16
Excess Fraud Loss....................................... 16
Excess Special Hazard Loss.............................. 16
Excess Spread........................................... 16
Excess Subordinate Principal Amount..................... 16
Extraordinary Events.................................... 17
Extraordinary Losses.................................... 17
FDIC ................................................... 17
FHLMC................................................... 17
Final Distribution Date................................. 18
Fitch................................................... 18
FNMA ................................................... 18
Foreclosure Profits..................................... 18
Fraud Loss Amount....................................... 18
Fraud Losses............................................ 18
Independent............................................. 19
Initial Certificate Principal Balance................... 19
Initial Monthly Payment Fund............................ 19
Insurance Proceeds...................................... 19
Insurer................................................. 19
Interest Accrual Period................................. 19
Late Collections........................................ 19
LIBOR................................................... 19
LIBOR Business Day...................................... 20
Liquidation Proceeds.................................... 20
Loan-to-Value Ratio..................................... 20
Lockout Distribution Percentage......................... 20
Maturity Date........................................... 20
Monthly Payment......................................... 20
Moody's................................................. 20
Mortgage................................................ 20
Mortgage File........................................... 20
Mortgage Loan Schedule.................................. 21
Mortgage Loans.......................................... 21
Mortgage Note........................................... 22
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
iii
<PAGE>
Page
Mortgage Rate.......................................... 22
Mortgaged Property..................................... 22
Mortgagor.............................................. 22
Net Mortgage Rate...................................... 22
Non-Discount Mortgage Loan............................. 22
Non-Primary Residence Loans............................ 22
Non-United States Person............................... 22
Nonrecoverable Advance................................. 22
Nonsubserviced Mortgage Loan........................... 22
Notional Amount........................................ 22
Officers' Certificate.................................. 22
Opinion of Counsel..................................... 23
Original Senior Percentage............................. 23
Outstanding Mortgage Loan.............................. 23
Owner or Holder........................................ 23
Ownership Interest..................................... 23
Pass-Through Rate...................................... 23
Paying Agent........................................... 24
Percentage Interest.................................... 24
Permitted Investments.................................. 24
Permitted Transferee................................... 25
Person................................................. 25
Pool Stated Principal Balance.......................... 26
Prepayment Allocation Test............................. 26
Prepayment Assumption.................................. 26
Prepayment Distribution Percentage..................... 26
Prepayment Distribution Trigger........................ 27
Prepayment Interest Shortfall.......................... 27
Prepayment Period...................................... 28
Primary Insurance Policy............................... 28
Prepayment Lockout Percentage.......................... 28
Principal Prepayment................................... 28
Principal Prepayment in Full........................... 28
Program Guide.......................................... 28
Purchase Price......................................... 28
Qualified Substitute Mortgage Loan..................... 28
Rate Adjustment Date................................... 29
Rating Agency.......................................... 29
Realized Loss.......................................... 29
Record Date............................................ 30
Reference Bank Rate.................................... 30
Regular Certificate.................................... 30
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
iv
<PAGE>
Page
REMIC................................................. 30
REMIC Administrator................................... 30
REMIC I Certificates.................................. 31
REMIC II.............................................. 31
REMIC II Certificates................................. 31
REMIC Provisions...................................... 31
REO Acquisition....................................... 31
REO Disposition....................................... 31
REO Imputed Interest.................................. 31
REO Proceeds.......................................... 31
REO Property.......................................... 32
Request for Release................................... 32
Required Insurance Policy............................. 32
Residential Funding................................... 32
Responsible Officer................................... 32
Schedule of Discount Fractions........................ 32
Security Agreement.................................... 32
Seller................................................ 32
Seller's Agreement.................................... 32
Senior Certificates................................... 32
Senior Percentage..................................... 32
Senior Principal Distribution Amount.................. 33
Servicing Accounts.................................... 33
Servicing Advances.................................... 33
Servicing Fee......................................... 33
Servicing Officer..................................... 33
Special Hazard Amount................................. 33
Special Hazard Loss................................... 34
Spread Rate........................................... 34
Standard & Poor's..................................... 34
Stated Principal Balance.............................. 34
Subordinate Percentage................................ 34
Subordinate Principal Distribution Amount............. 35
Subserviced Mortgage Loan............................. 35
Subservicer........................................... 35
Subservicer Advance................................... 35
Subservicing Account.................................. 35
Subservicing Agreement................................ 35
Subservicing Fee...................................... 35
Super Senior Optimal Percentage....................... 36
Super Senior Optimal Principal Distribution Amount.... 36
Tax Returns........................................... 36
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
v
<PAGE>
Page
Transfer.................................................................. 36
Transferee................................................................ 36
Transferor................................................................ 36
Trust Fund................................................................ 36
Uncertificated Accrued Interest........................................... 36
Uncertificated Pass-Through Rate.......................................... 37
Uncertificated Principal Balance.......................................... 37
Uncertificated REMIC I Regular Interest S................................. 37
Uncertificated REMIC I Regular Interest T................................. 38
Uncertificated REMIC I Regular Interest U................................. 38
Uncertificated REMIC I Regular Interest V................................. 38
Uncertificated REMIC I Regular Interest W................................. 38
Uncertificated REMIC I Regular Interest X................................. 38
Uncertificated REMIC I Regular Interest Y................................. 38
Uncertificated REMIC I Regular Interest Z................................. 39
Uncertificated REMIC I Regular Interests.................................. 39
Uncertificated REMIC I Regular Interest S Distribution Amount............. 39
Uncertificated REMIC I Regular Interest T Distribution Amount............. 39
Uncertificated REMIC I Regular Interest U Distribution Amount............. 39
Uncertificated REMIC I Regular Interest V Distribution Amount............. 39
Uncertificated REMIC I Regular Interest W Distribution Amount............. 39
Uncertificated REMIC I Regular Interest X Distribution Amount............. 39
Uncertificated REMIC I Regular Interest Y Distribution Amount............. 39
Uncertificated REMIC I Regular Interest Z Distribution Amount............. 39
Uncertificated REMIC I Regular Interest Distribution Amounts.............. 40
Underwriter............................................................... 40
Uniform Single Attestation Program for Mortgage Bankers................... 40
Uninsured Cause........................................................... 40
United States Person...................................................... 40
Variable Strip Certificates............................................... 40
Voting Rights............................................................. 40
Section 1.02. Determination of LIBOR............................... 41
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS;
ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans............................... 42
Section 2.02. Acceptance by Trustee...................................... 46
Section 2.03. Representations, Warranties and Covenants of the Master
Servicer and the Company................................... 48
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
vi
<PAGE>
Page
Section 2.04. Representations and Warranties of Sellers.................. 52
Section 2.05. Issuance of Certificates Evidencing Interests in REMIC I
Certificates............................................... 54
Section 2.06. Conveyance of Uncertificated REMIC I and REMIC II Regular
Interests; Acceptance by the Trustee....................... 54
Section 2.07. Issuance of Certificates Evidencing Interest in REMIC II... 55
ARTICLE III
ADMINISTRATION AND SERVICING
OF MORTGAGE LOANS
Section 3.01. Master Servicer to Act as Servicer..........................56
Section 3.02. Subservicing Agreements Between Master Servicer and
Subservicers; Enforcement of Subservicers' and Sellers'
Obligations 57
Section 3.03. Successor Subservicers......................................58
Section 3.04. Liability of the Master Servicer............................58
Section 3.05. No Contractual Relationship Between Subservicer and Trustee or
Certificateholders or the Owner of the Excess Spread.
.................................59
Section 3.06. Assumption or Termination of Subservicing Agreements by
Trustee..................................................... 59
Section 3.07. Collection of Certain Mortgage Loan Payments; Deposits to
Custodial Account........................................... 59
Section 3.08. Subservicing Accounts; Servicing Accounts................... 62
Section 3.09. Access to Certain Documentation and Information Regarding
the Mortgage Loans.......................................... 63
Section 3.10. Permitted Withdrawals from the Custodial Account............ 63
Section 3.11. Maintenance of the Primary Insurance Policies;
Collections Thereunder...................................... 65
Section 3.12. Maintenance of Fire Insurance and Omissions and Fidelity
Coverage. ................................................. 66
Section 3.13. Enforcement of Due-on-Sale Clauses; Assumption and
Modification Agreements; Certain Assignments................ 68
Section 3.14. Realization Upon Defaulted Mortgage Loans................... 70
Section 3.15. Trustee to Cooperate; Release of Mortgage Files............. 72
Section 3.16. Servicing and Other Compensation; Compensating Interest..... 73
Section 3.17. Reports to the Trustee and the Company...................... 74
Section 3.18. Annual Statement as to Compliance........................... 74
Section 3.19. Annual Independent Public Accountants' Servicing Report..... 75
Section 3.20. Rights of the Company in Respect of the Master Servicer..... 75
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
vii
<PAGE>
Page
Section 3.21. Administration of Buydown Funds................................ 76
ARTICLE IV
PAYMENTS TO CERTIFICATEHOLDERS
Section 4.01. Certificate Account............................................ 77
Section 4.02. Distributions.................................................. 77
Section 4.03. Statements to Certificateholders and the Owner of the Excess
Spread......................................................... 87
Section 4.04. Distribution of Reports to the Trustee and the Company;
Advances by the Master Servicer.
.......................................... 90
Section 4.05. Allocation of Realized Losses.................................. 91
Section 4.06. Reports of Foreclosures and Abandonment of Mortgaged
Property....................................................... 92
Section 4.07. Optional Purchase of Defaulted Mortgage Loans.................. 93
Section 4.08. Distributions on the Uncertificated REMIC I and REMIC II
Regular Interests.............................................. 93
Section 4.09. Reserved....................................................... 95
ARTICLE V
THE CERTIFICATES AND EXCESS SPREAD
Section 5.01. The Certificates............................................... 96
Section 5.02. Registration of Transfer and Exchange of Certificates and
Restrictions on Transfer of Excess Spread...................... 98
Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates..............103
Section 5.04. Persons Deemed Owners..........................................103
Section 5.05. Appointment of Paying Agent....................................104
Section 5.06. Optional Purchase of Certificates..............................104
ARTICLE VI
THE COMPANY AND THE MASTER SERVICER
Section 6.01. Respective Liabilities of the Company and the Master Servicer..106
Section 6.02. Merger or Consolidation of the Company or the Master Servicer;
Assignment of Rights and Delegation of Duties by Master
Servicer. ................................................106
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
viii
<PAGE>
Page
Section 6.03. Limitation on Liability of the Company, the Master Servicer and
Others. ...................................................107
Section 6.04. Company and Master Servicer Not to Resign..................108
ARTICLE VII
DEFAULT
Section 7.01. Events of Default...........................................109
Section 7.02. Trustee or Company to Act; Appointment of Successor.........111
Section 7.03. Notification to Certificateholders..........................112
Section 7.04. Waiver of Events of Default.................................112
ARTICLE VIII
CONCERNING THE TRUSTEE
Section 8.01. Duties of Trustee...........................................113
Section 8.02. Certain Matters Affecting the Trustee.......................114
Section 8.03. Trustee Not Liable for Certificates or Mortgage Loans.......116
Section 8.04. Trustee May Own Certificates................................116
Section 8.05. Master Servicer to Pay Trustee's Fees and Expenses;
Indemnification.............................................116
Section 8.06. Eligibility Requirements for Trustee........................117
Section 8.07. Resignation and Removal of the Trustee......................118
Section 8.08. Successor Trustee...........................................119
Section 8.09. Merger or Consolidation of Trustee..........................119
Section 8.10. Appointment of Co-Trustee or Separate Trustee...............119
Section 8.11. Appointment of Custodians...................................120
Section 8.12. Appointment of Office or Agency.............................121
ARTICLE IX
TERMINATION
Section 9.01. Termination Upon Purchase by the Master Servicer or the
Company or Liquidation of All Mortgage Loans.................122
Section 9.02. Termination of REMIC II......................................124
Section 9.03. Additional Termination Requirements..........................124
ARTICLE X
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
ix
<PAGE>
REMIC PROVISIONS
Section 10.01. REMIC Administration......................................126
Section 10.02. Master Servicer, REMIC Administrator and Trustee
Indemnification...............................................129
ARTICLE XI
[RESERVED]
ARTICLE XII
MISCELLANEOUS PROVISIONS
Section 12.01. Amendment.................................................132
Section 12.02. Recordation of Agreement; Counterparts....................134
Section 12.03. Limitation on Rights of Certificateholders................135
Section 12.04. Governing Law.............................................136
Section 12.05. Notices...................................................136
Section 12.06. Notices to Rating Agency..................................136
Section 12.07. Severability of Provisions................................137
Section 12.08. Supplemental Provisions for Resecuritization..............137
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
x
<PAGE>
EXHIBITS
Exhibit A: Form of Class A Certificate
Exhibit B: Form of Class M Certificate
Exhibit C: Form of Class B Certificate
Exhibit D: Form of Class R Certificate
Exhibit E: Form of Custodial Agreement
Exhibit F: Mortgage Loan Schedule
Exhibit G: Form of Seller/Servicer Contract
Exhibit H: Forms of Request for Release
Exhibit I-1: Form of Transfer Affidavit and Agreement
Exhibit I-2: Form of Transferor Certificate
Exhibit J-1: Form of Investor Representation Letter
Exhibit J-2: Form of ERISA Representation Letter
Exhibit K: Form of Transferor Representation Letter
Exhibit L: Form of Rule 144A Investment Representation Letter
Exhibit M: Text of Amendment to Pooling and Servicing Agreement Pursuant to
Section 12.01(e) for a Limited Guaranty
Exhibit N: Form of Limited Guaranty
Exhibit O: Form of Lender Certification for Assignment of Mortgage Loan
Exhibit P: Schedule of Discount Fractions
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
xi
<PAGE>
This is a Pooling and Servicing Agreement, dated as of November 1,
1996, 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 BANKERS TRUST COMPANY, 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 multiple classes,
which in the aggregate will evidence the entire beneficial ownership interest in
the Mortgage Loans (as defined herein). As provided herein, the REMIC
Administrator will make an election to treat the entire segregated pool of
assets described in the definition of REMIC I (as defined herein), and subject
to this Agreement [(including the Mortgage Loans but excluding the Initial
Monthly Payment Fund)], as a real estate mortgage investment conduit (a "REMIC")
for federal income tax purposes and such segregated pool of assets will be
designated as "REMIC I." The Uncertificated REMIC I Regular Interests will be
"regular interests" in REMIC I and the Class R-I Certificates will be the sole
class of "residual interests" in REMIC I for purposes of the REMIC Provisions
(as defined herein) under the federal income tax law. A segregated pool of
assets consisting of the Uncertificated REMIC II Regular Interests will be
designated as "REMIC II," and the REMIC Administrator will make a separate REMIC
election with respect thereto. The Class A-1, Class A-2, Class A-3, Class A-4,
Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class A-11,
Class A-12, Class A-13, Class A-14, Class M-1, Class M-2, Class M-3, Class B-1,
Class B-2 and Class B-3 Certificates and the Uncertificated REMIC Regular
Interests (as defined herein), the rights in and to which will initially be
represented by the Excess Spread (as defined herein), will be "regular
interests" in REMIC II, and the Class R-II Certificates will be the sole class
of "residual interests" 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 issued on the
Closing Date comprising the interests in the Trust Fund created hereunder.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
Aggregate Initial
Certificate
Pass-Through Principal
Designation Rate Balance
- ----------- ------ ---------
Class A-1 Adjustable Rate $ 38,006,979.00
Class A-2 Adjustable Rate $ 0.00
Class A-3 7.25% $ 13,250,000.00
Class A-4 7.75% $ 6,900,000.00
Class A-5 7.75% $ 22,009,468.00
Class A-6 7.75% $ 20,197,423.00
Class A-7 7.75% $ 2,445,497.00
Class A-8 7.40% $ 7,100,000.00
Class A-9 7.40% $ 8,846,378.00
Class A-10 7.15% $ 108,794,552.00
Class A-11 Adjustable Rate $ 16,999,148.00
Class A-12 Adjustable Rate $ 0.00
Class A-13 7.25% $ 0.00
Class A-14 0.00% $ 930,190.16
Class R-I 7.75% $ 100.00
Class R-II 7.75% $ 100.00
Class M-1 7.75% $ 5,195,400.00
Class M-2 7.75% $ 3,247,100.00
Class M-3 7.75% $ 2,987,300.00
Class B-1 7.75% $ 1,298,800.00
Class B-2 7.75% $ 519,500.00
Class B-3 7.75% $ 1,039,086.60
Maturity
Designation Features Date S&P Fitch
----------- -------- ------ ---- -----
Class A-1 Floater/Senior November 25, 2026 AAA AAA
Class A-2 Inverse Floater/Interest November 25, 2026 AAAr AAA
Only/Senior
Class A-3 Retail/Senior November 25, 2026 AAA AAA
Class A-4 Senior November 25, 2026 AAA AAA
Class A-5 Senior/Lockout November 25, 2026 AAA AAA
Class A-6 Super Senior November 25, 2026 AAA AAA
Class A-7 Senior Support/Prepayment November 25, 2026 AAA AAA
Lockout
Class A-8 Senior November 25, 2026 AAA AAA
Class A-9 Senior November 25, 2026 AAA AAA
Class A-10 Senior November 25, 2026 AAA AAA
Class A-11 Floater/Senior November 25, 2026 AAAr AAA
Class A-12 Inverse Floater/Interest November 25, 2026 AAA AAA
Only/Senior
Class A-13 Interest Only/Senior November 25, 2026 AAAr AAA
Class A-14 Principal Only/Senior November 25, 2026 AAAr AAA
Class R-I Residual/Senior November 25, 2026 AAA AAA
Class R-II Residual/Senior November 25, 2026 AAA AAA
Class M-1 Mezzanine November 25, 2026 N/A AA
Class M-2 Mezzanine November 25, 2026 NA A
Class M-3 Mezzanine November 25, 2026 N/A BBB
Class B-1 Subordinate November 25, 2026 N/A BB
Class B-2 Subordinate November 25, 2026 N/A B
Class B-3 Subordinate November 25, 2026 N/A N/A
The Company may cause one or more additional classes of Class A
Certificates to be issued herein upon the terms set forth in Section 5.01(c),
each of which shall bear a numerical designation immediately sequentially
following the highest numerical designation of the Class A Certificates
previously issued, which evidence ownership of specified Uncertificated REMIC
Regular Interests, each of which will have no Certificate Principal Balance and
will have varying maturity dates no later than November 25, 2026.
The Mortgage Loans have an aggregate Cut-off Date Principal Balance
equal to $259,767,021.76. The Mortgage Loans are fixed rate mortgage loans
having terms to maturity at origination or modification of not more than 30
years.
In consideration of the mutual agreements herein contained, the
Company, the Master Servicer and the Trustee agree as follows:
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
2
<PAGE>
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.
Accrued Certificate Interest: With respect to each Distribution Date,
as to any Class A Certificate (other than the Class A-2, Class A-12, Class A-13
and Class A-14 Certificates, and any Variable Strip Certificates), any Class M
Certificate, any Class B Certificate or any Class R Certificate, interest
accrued during the related Interest Accrual Period at the related Pass-Through
Rate on the Certificate Principal Balance thereof immediately prior to such
Distribution Date. With respect to each Distribution Date, as to Class A-2,
Class A-12, Class A-13 and any Variable Strip Certificates, interest during the
related Interest Accrual Period at the related Pass-Through Rate on the related
Notional Amount thereof. Accrued Certificate Interest will be calculated on the
basis of a 360-day year consisting of twelve 30-day months. 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 with a payment of Compensating Interest as provided in Section 4.01),
(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 M
Certificates and Class B Certificates, including interest that is not
collectible from the Mortgagor pursuant to the Soldiers' and Sailors' Civil
Relief Act of 1940, as amended, or similar legislation or regulations as in
effect from time to time, with all such reductions allocated among all of the
Certificates and to the Excess Spread in proportion to their respective amounts
of Accrued Certificate Interest and the amount of Excess Spread payable on such
Distribution Date 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 or any Class of Class M
Certificates, Accrued Certificate Interest on such Class of Class B Certificates
or such Class of Class M 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 or such Class of Class M 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
3
<PAGE>
Adjusted Senior Accelerated Distribution Percentage: With respect to
any Distribution Date, the percentage indicated below:
Adjusted Senior Accelerated
Distribution Date Distribution Percentage
December 1996 through
November 2001............................. 100%
December 2001 through
November 2002............................. Adjusted Senior Percentage, plus
70% of the sum of the Subordinate
Percentage and
the Prepayment Lockout Percentage
December 2002 through
November 2003...................... Adjusted Senior Percentage, plus 60% of
the sum of the Subordinate Percentage and
the Prepayment Lockout Percentage
December 2003 through
November 2004......................Adjusted Senior Percentage, plus 40% of
the sum of the Subordinate Percentage and
the Prepayment Lockout Percentage
December 2004 through
November 2005....................Adjusted Senior Percentage, plus 20% of
the sum of the Subordinate Percentage and
the Prepayment Lockout Percentage
December 2005 and
thereafter....................... Adjusted Senior Percentage
provided, however, (i) that any scheduled reduction to the Adjusted Senior
Accelerated Distribution Percentage described above shall not occur as of any
Distribution Date unless either (a)(1)(X) 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 Certificate Principal Balance of
the Class M and Class B Certificates, is less than 50% or (Y) 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 if
occurring during the sixth, seventh, eighth, ninth or tenth year (or any year
thereafter) after the Closing Date are less than 30%, 35%, 40%, 45% or 50%,
respectively, of the sum of the Initial Certificate Principal Balances of the
Class M Certificates and Class B Certificates or (b)(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 4% and
(2) Realized Losses on the Mortgage Loans to date for such Distribution Date are
less than 10% of the sum of the Initial Certificate Principal Balances of
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
4
<PAGE>
the Class M Certificates and Class B Certificates and (ii) that for any
Distribution Date on which the Adjusted Senior Percentage is greater than the
Original Adjusted Senior Percentage, the Adjusted Senior Accelerated
Distribution Percentage for such Distribution Date shall be 100%.
Notwithstanding the foregoing, upon the reduction of the aggregate Certificate
Principal Balance of the Senior Certificates (other than the Class A-5
Certificates, Class A-7 Certificates and Class A-14 Certificates) to zero, the
Adjusted Senior Accelerated Distribution Percentage shall thereafter be 0%.
Adjusted 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 Senior Certificates (other than
the Class A-5 Certificates, the Class A-7 Certificate and the Class A-14
Certificates) immediately prior to such Distribution Date and the denominator of
which is the aggregate Stated Principal Balance of all of the Mortgage Loans (or
related REO Properties) (other than the related Discount Fraction of each
Discount Mortgage Loan) immediately prior to such Distribution Date.
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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
5
<PAGE>
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
November 27, 1996, between Residential Funding and the Company relating to the
transfer and assignment of the Mortgage Loans.
Assignment of Proprietary Lease: With respect to a Cooperative Loan,
the assignment of the related Cooperative Lease from the Mortgagor to the
originator of the Cooperative Loan.
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 Custodial Account pursuant to
Section 3.12(a) and (iv) 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 (w) aggregate Foreclosure
Profits, (x) the Amount Held for Future Distribution, and (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).
Bankruptcy Amount: As of any date of determination prior to the first
anniversary of the Cut-off Date, an amount equal to the excess, if any, of (A)
$102,894 over (B) the aggregate amount of Bankruptcy Losses allocated solely to
one or more specific Classes of Certificates in accordance with Section 4.05. As
of any date of determination on or after the first anniversary of the Cut-off
Date, an amount equal to the excess, if any, of (1) the lesser of (a) the
Bankruptcy Amount calculated as of the close of business on the Business Day
immediately preceding the most recent anniversary of the Cut-off Date coinciding
with or preceding such date of determination (or, if such date of determination
is an anniversary of the Cut-off Date, the Business Day immediately preceding
such date of determination) (for purposes of this definition, the "Relevant
Anniversary") and (b) the greater of
(A) the greater of (i) 0.0006 times the aggregate principal
balance of all the Mortgage Loans in the Mortgage Pool as of the
Relevant Anniversary having a Loan-to-Value Ratio at origination which
exceeds 75% and (ii) $100,000; and (B) the greater of (i) the product
of (x) an amount equal to the largest difference in the related Monthly
Payment for any Non-Primary Residence Loan remaining in the Mortgage
Pool which had an original Loan-to-Value Ratio of 80% or greater that
would result if the Net Mortgage Rate thereof was equal to the weighted
average (based on the principal balance of the Mortgage Loans as of the
Relevant Anniversary) of the Net Mortgage Rates of all
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
6
<PAGE>
Mortgage Loans as of the Relevant Anniversary less 1.25% per annum, (y)
a number equal to the weighted average remaining term to maturity, in
months, of all Non-Primary Residence Loans remaining in the Mortgage
Pool as of the Relevant Anniversary, and (z) one plus the quotient of
the number of all Non-Primary Residence Loans remaining in the Mortgage
Pool divided by the total number of Outstanding Mortgage Loans in the
Mortgage Pool as of the Relevant Anniversary, and (ii) $50,000,
over (2) the aggregate amount of Bankruptcy Losses allocated solely to one or
more specific Classes of Certificates in accordance with Section 4.05 since the
Relevant Anniversary.
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
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.
Bankruptcy Code: The 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.
Buydown Funds: Any amount contributed by the seller of a Mortgaged
Property, the Company or other source in order to enable the Mortgagor to reduce
the payments required to be made from the Mortgagor's funds in the early years
of a Mortgage Loan. Buydown Funds are not part of the Trust Fund prior to
deposit into the Custodial or Certificate Account.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
7
<PAGE>
Buydown Mortgage Loan: Any Mortgage Loan as to which a specified amount
of interest is paid out of related Buydown Funds in accordance with a related
buydown agreement.
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 M Certificate, Class B
Certificate or Class R Certificate.
Certificate Account: The separate account or accounts created and
maintained pursuant to Section 4.01, which shall be entitled "Bankers Trust
Company, as trustee, in trust for the registered holders of Residential Funding
Mortgage Securities I, Inc., Mortgage Pass-Through Certificates and the Owner of
the Excess Spread, Series 1996-S23" and which must be an Eligible Account.
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-I
Certificate or Class R-II Certificate for purposes hereof and, solely for the
purpose of giving any consent or direction pursuant to this Agreement, any
Certificate, other than a Class R-I Certificate or Class R-II 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.
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
(other than the Class A-2, Class A-12, Class A-13 or any Variable Strip
Certificates) and Class R 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)
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
8
<PAGE>
and applied to reduce the Certificate Principal Balance or amount 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 M
Certificate, on any date of determination, an amount equal to (i) the Initial
Certificate Principal Balance of such Class M 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 if the Certificate Principal Balances
of the Class B Certificates have been reduced to zero, the Certificate Principal
Balance of each Class M Certificate of those Class M Certificates outstanding
with the highest numerical designation at any given time shall thereafter 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. 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 A-2, Class A-12, Class A-13 and any
Variable Strip Certificates will 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-1, Class A-2, Class A-3,
Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10,
Class A-11, Class A-12, Class A-13 or Class A-14 Certificates, each such
Certificate evidencing an interest designated as a "regular interest" in REMIC
II for purposes of the REMIC Provisions and, on and after the date of issuance
of any Variable Strip Certificates pursuant to Section 5.01(c), such Variable
Strip Certificates evidencing the related specified Uncertificated REMIC Regular
Interests, in each case executed by the Trustee and authenticated by the
Certificate Registrar substantially in the form annexed hereto as Exhibit A.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
9
<PAGE>
Class A-14 Collection Shortfall: With respect to the Cash Liquidation
or REO Disposition of a Discount Mortgage Loan and any Distribution Date, the
excess of the amount described in Section 4.02(b)(i)(C)(1) over the amount
described in Section 4.02(b)(i)(C)(2).
Class A-14 Principal Distribution Amount: As defined in
Section 4.02(b)(i).
Class B Certificate: Any one of the Class B-1 Certificates, Class B-2
Certificates or Class B-3 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 "regular interest" in REMIC II for
purposes of the REMIC Provisions.
Class B Percentage: The Class B-1 Percentage, Class B-2 Percentage and
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 Stated Principal Balance
of all of the Mortgage Loans (or related REO Properties) (other than the related
Discount Fraction of each Discount Mortgage Loan) immediately prior to such
Distribution Date.
Class B-1 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-1 Certificates, 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 1.10.
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 Stated Principal Balance
of all of the Mortgage Loans (or related REO Properties) (other than the related
Discount Fraction of each Discount Mortgage Loan) 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 0.60%.
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 Stated Principal Balance of all
the Mortgage Loans (or related REO Properties) (other than the
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
10
<PAGE>
related Discount Fraction of each Discount Mortgage Loan) 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 sum of the Certificate Principal Balances 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 0.40%.
Class M Certificate: Any one of the Class M-1 Certificates, Class M-2
Certificates or Class M-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 REMIC II for
purposes of the REMIC Provisions.
Class M Percentage: The Class M-1 Percentage, Class M-2 Percentage and
Class M-3 Percentage.
Class M-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 M-1 Certificates immediately prior to
such date and the denominator of which is the aggregate Stated Principal Balance
of all of the Mortgage Loans (or related REO Properties) (other than the related
Discount Fraction of each Discount Mortgage Loan) immediately prior to such
Distribution Date.
Class M-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 M-2 Certificates immediately prior to
such date and the denominator of which is the aggregate Stated Principal Balance
of all of the Mortgage Loans (or related REO Properties) (other than the related
Discount Fraction of each Discount Mortgage Loan) immediately prior to such
Distribution Date.
Class M-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 M-2 Certificates, Class M-3 Certificates, Class B-1 Certificates, 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 3.25%.
Class M-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 M-3 Certificates immediately prior to
such date and the denominator of which is the aggregate Stated Principal Balance
of all of the Mortgage Loans (or related REO Properties) (other than the related
Discount Fraction of each Discount Mortgage Loan) immediately prior to such
Distribution Date.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
11
<PAGE>
Class M-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 sum of the Certificate Principal Balances of the
Class M-3 Certificates, Class B-1 Certificates, 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 2.25%.
Class R Certificate: Any one of the Class R-I Certificates or Class
R-II Certificates.
Class R-I Certificate: Any one of the Class R-I Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit D and evidencing an interest designated as a
"residual interest" in REMIC I for purposes of the REMIC Provisions.
Class R-II Certificate: Any one of the Class R-II Certificates executed
by the Trustee and authenticated by the Certificate Registrar substantially in
the form annexed hereto as Exhibit D and evidencing an interest designated as a
"residual interest" in REMIC II for purposes of the REMIC Provisions.
Closing Date: November 27, 1996.
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 Stated Principal Balance of the Mortgage Loans
immediately preceding such Distribution Date and (b) the sum of the 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.
Cooperative: A private, cooperative housing corporation organized under
the laws of, and headquartered in, the State of New York which owns or leases
land and all or part of a building or buildings located in the State of New
York, including apartments, spaces used for commercial purposes and common areas
therein and whose board of directors authorizes, among other things, the sale of
Cooperative Stock.
Cooperative Apartment: A dwelling unit in a multi-dwelling building
owned or leased by a Cooperative, which unit the Mortgagor has an exclusive
right to occupy pursuant to the terms of a proprietary lease or occupancy
agreement.
Cooperative Lease: With respect to a Cooperative Loan, the proprietary
lease or occupancy agreement with respect to the Cooperative Apartment occupied
by the Mortgagor and
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
12
<PAGE>
relating to the related Cooperative Stock, which lease or agreement confers an
exclusive right to the holder of such Cooperative Stock to occupy such
apartment.
Cooperative Loans: Any of the Mortgage Loans made in respect of a
Cooperative Apartment, evidenced by a Mortgage Note and secured by (i) a
Security Agreement, (ii) the related Cooperative Stock Certificate, (iii) an
assignment of the Cooperative Lease, (iv) financing statements and (v) a stock
power (or other similar instrument), and ancillary thereto, a recognition
agreement between the Cooperative and the originator of the Cooperative Loan,
each of which was transferred and assigned to the Trustee pursuant to Section
2.01 and are from time to time held as part of the Trust Fund.
Cooperative Stock: With respect to a Cooperative Loan, the single
outstanding class of stock, partnership interest or other ownership instrument
in the related Cooperative.
Cooperative Stock Certificate: With respect to a Cooperative Loan, the
stock certificate or other instrument evidencing the related Cooperative Stock.
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 Four Albany Street, New York, New York 10006,
Attention: Residential Funding Corporation Series 1996-S23.
Credit Support Depletion Date: The first Distribution Date on which
the Senior Percentage equals 100%.
Curtailment: Any Principal Prepayment made by a Mortgagor 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, 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.
Cut-off Date: November 1, 1996.
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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
13
<PAGE>
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.
Defaulted Mortgage Loss: With respect to any Mortgage Loan, any loss
that is attributable to the Mortgagor's failure to make any payment of principal
or interest as required under the Mortgage Note, except that such loss shall not
include any Special Hazard Loss, Fraud Loss, Bankruptcy Loss, Extraordinary Loss
or other loss resulting from damage to the related Mortgaged Property.
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 of the related Distribution Date.
Discount Fraction: With respect to each Discount Mortgage Loan, the
fraction expressed as a percentage, the numerator of which is 7.75% minus the
Net Mortgage Rate (or the initial Net Mortgage Rate with respect to any Discount
Mortgage Loans as to which the Mortgage Rate is modified pursuant to 3.07(a))
for such Mortgage Loan and the denominator of which is 7.75%. The Discount
Fraction with respect to each Discount Mortgage Loan is set forth on Exhibit P
attached hereto.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
14
<PAGE>
Discount Mortgage Loan: Any Mortgage Loan having a Net Mortgage Rate
(or the initial Net Mortgage Rate) of less than 7.75% per annum and any Mortgage
Loan deemed to be a Discount Mortgage Loan pursuant to the definition of
Qualified Substitute Mortgage Loan.
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 REMIC I or REMIC II 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
15
<PAGE>
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 Bankers Trust Company, 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).
Eligible Funds: On any Distribution Date, the portion, if any, of the
Available Distribution Amount remaining after reduction by the sum of (i) the
aggregate amount of Accrued Certificate Interest on the Class A and Class R
Certificates and the Excess Spread, (ii) the Senior Principal Distribution
Amount (determined without regard to Section 4.02(a)(ii)(Y)(D) hereof), (iii)
the Class A-14 Principal Distribution Amount (determined without regard to
Section 4.02(b)(i)(E) hereof) and (iv) the aggregate amount of Accrued
Certificate Interest on the Class M, Class B-1 and Class B-2 Certificates.
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 any Distribution Date, the aggregate of
one month's interest on the Stated Principal Balance of each Mortgage Loan with
respect to which the Company has not on or prior to such Distribution Date
issued a class of Variable Strip Certificates representing ownership of the
related Uncertificated REMIC I Regular Interest Z, at the applicable Spread Rate
with respect to such Mortgage Loan, calculated on the basis of a 360-day year
consisting of twelve 30-day months. Excess Spread on any Distribution Date will
be reduced by the interest shortfalls described in clauses (i) through (iv) of
the fourth sentence of the definition of Accrued Certificate Interest, to the
extent allocated thereto pursuant to the provisions of such definition.
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 excess, if any, of (i) the amount that would
otherwise be distributable in respect of principal on such class or classes of
Certificates on such Distribution Date over (ii) the excess, if any, of the
Certificate Principal
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
16
<PAGE>
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 classes of Certificates on such Distribution Date, as reduced by any
such amount that is included in Section 4.02(b)(i)(E) hereof.
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 the 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
17
<PAGE>
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 9.03.
Fitch: Fitch Investors Service, L.P. 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: (Y) prior to the first anniversary of the Cut-off Date
an amount equal to 2.00% 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 and (Z) from the first 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
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.
Fraud Losses: Losses on Mortgage Loans as to which there was fraud in
the origination of such Mortgage Loan.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
18
<PAGE>
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.
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.
Initial Monthly Payment Fund: As defined in Section 2.01(f).
Insurance Proceeds: Proceeds paid in respect of the Mortgage Loans
pursuant to any Primary Insurance Policy or any other related insurance 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.
Insurer: Any named insurer under any Primary Insurance Policy or any
successor thereto or the named insurer in any replacement policy.
Interest Accrual Period: With respect to any Certificate, other than
any Class A-1, Class A-2, Class A-11 and Class A-12 Certificates, and any
Distribution Date, the calendar month preceding the month in which such
Distribution Date occurs. With respect to any Class A-1, Class A-2, Class A-11
and Class A-12 Certificates and any Distribution Date, the one-month period
commencing on the 25th day of the month preceding the month in which such
Distribution Date occurs and ending on the 24th day of the month in which such
Distribution Date occurs. Notwithstanding the foregoing, the distributions of
interest on any Distribution Date and the calculation of Accrued Certificate
Interest for all Classes of Certificates including the Class A-1, Class A-2,
Class A-11 and Class A-12 Certificates will reflect interest accrued, and
receipts with respect thereto, on the Mortgage Loans for the preceding calendar
month, as may be reduced in accordance with the definition of Accrued
Certificate Interest.
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.
LIBOR: With respect to any Distribution Date and the Pass-Through Rates
on the Class A-1, Class A-2, Class A-11 and Class A-12 Certificates, the
arithmetic mean of the London interbank offered rate quotations of Reference
Banks for one-month Eurodollar deposits in the international Eurocurrency
market, expressed on a per annum basis, determined in accordance with Section
1.02.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
19
<PAGE>
LIBOR Business Day: Any day other than (i) a Saturday or a Sunday or
(ii) a day on which banking institutions in the city of London, England are
required or authorized by law to be closed.
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.
Lockout Distribution Percentage: As of any Distribution Date
occurring
prior to the Distribution Date in December 2001, 100% and for any Distribution
Date thereafter, 0%.
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 (other than the
Variable Strip Certificates which have no Certificate Principal Balance)
representing a regular interest in REMIC II and the Uncertificated Principal
Balance of each REMIC I Regular Interest and the rights to the Excess Spread
would be reduced to zero, which is November 25, 2026, the Distribution Date
immediately following the latest scheduled maturity date of any Mortgage Loan.
The latest possible Maturity Date for each Uncertificated REMIC Regular Interest
is the Distribution Date immediately following the latest scheduled maturity
date for the related 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: With respect to each Mortgage Note related to a Mortgage Loan
which is not a Cooperative Loan, 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
20
<PAGE>
Mortgage Loan Schedule: The list of the Mortgage Loans attached hereto
as Exhibit F (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 DATE");
(iv) the Mortgage Rate ("ORIG RATE");
(v) the Subservicer pass-through rate ("CURR NET");
(vi) the Net Mortgage Rate ("NET MTG RT");
(vii) the Spread Rate ("SPREAD");
(viii) the initial scheduled monthly payment of principal, if any, and
interest ("ORIGINAL P & I");
(ix) the Cut-off Date Principal Balance ("PRINCIPAL BAL");
(x) the Loan-to-Value Ratio at origination ("LTV");
(xi) the rate at which the Subservicing Fee accrues ("SUBSERV FEE") and
at which the Servicing Fee accrues ("MSTR SERV FEE");
(xii) a code "T," "BT" or "CT" under the column "LN
FEATURE," indicating that the Mortgage Loan is
secured by a second or vacation residence; and
(xiii) a code "N" under the column "OCCP CODE," indicating
that the Mortgage Loan is secured by a non-owner
occupied residence.
Such schedule may consist of multiple reports that collectively set forth all of
the information required.
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, (i) with respect to each Cooperative Loan, the related Mortgage
Note, Security Agreement, Assignment of Proprietary Lease, Cooperative Stock
Certificate, Cooperative Lease and Mortgage File and all rights appertaining
thereto, and (ii)
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
21
<PAGE>
with respect to each Mortgage Loan other than a Cooperative Loan, each related
Mortgage Note, Mortgage and Mortgage File and all rights appertaining thereto.
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.
Mortgaged Property: The underlying real property securing a Mortgage Loan.
Mortgagor: The obligor on a Mortgage Note.
Net Mortgage Rate: As to each Mortgage Loan, a per annum rate of
interest equal to the Adjusted Mortgage Rate less the per annum rate at which
the Servicing Fee is calculated.
Non-Discount Mortgage Loan: A Mortgage Loan that is not a Discount Mortgage
Loan.
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. The determination by the Master
Servicer that it has made a Nonrecoverable Advance or that any proposed Advance
would constitute a Nonrecoverable Advance, shall be evidenced by an Officers'
Certificate delivered to the Company and the Trustee.
Nonsubserviced Mortgage Loan: Any Mortgage Loan that, at the time of
reference
thereto, is not subject to a Subservicing Agreement.
Notional Amount: As of any Distribution Date, with respect to Class A-2
Certificates, the Certificate Principal Balance of the Class A-1 Certificates,
immediately prior to such date. With respect to the Class A-12 Certificates, the
Certificate Principal Balance of the Class A-11 Certificates, immediately prior
to such date. With respect to the Class A-13. Certificates, as of any
Distribution Date, 9.08293585% multiplied by the Certificate Principal Balance
of the Class A-3 Certificates, immediately prior to such date.
Officers' Certificate: A certificate signed by the Chairman of the
Board, the President or a Vice President or Assistant Vice President, or a
Director or Managing Director, and by the
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
22
<PAGE>
Treasurer, 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, as required by this Agreement.
Opinion of Counsel: A written opinion of counsel acceptable to the
Trustee and the Master Servicer, who may be counsel for the Company or the
Master Servicer, provided that any opinion of counsel (i) referred to in the
definition of "Permitted Transferee" 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: The fraction, expressed as a percentage,
the numerator of which is the aggregate Initial Certificate Principal Balance of
the Senior Certificates (other than the Class A-14 Certificates) and the
denominator of which is the aggregate Stated Principal Balance of the Mortgage
Loans (other than the Discount Fraction of the Discount Mortgage Loans), which
is approximately 94.48% as of the Closing Date.
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
or 2.04.
Owner or Holder: With respect to the Excess Spread at any time at which
the Excess Spread evidences ownership in any Uncertificated REMIC Regular
Interest, Residential Funding, as the owner of all right, title and interest in
and to the Excess Spread. Solely for the purpose of giving any consent or
direction pursuant to this Agreement, as long as Residential Funding or any
Affiliate thereof is Master Servicer and the Excess Spread remains
uncertificated, the Voting Rights evidenced thereby shall not be taken into
account in determining whether the requisite amount of Voting Rights necessary
to effect any such consent or direction has been obtained.
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 Class A Certificates (other than
the Class A-1 Certificates, Class A-2 Certificates, Class A-11 Certificates,
Class A-12 Certificates, Class A-14 Certificates and any Variable Strip
Certificates), Class M Certificates, Class B Certificates and Class R
Certificates and any Distribution Date, the per annum rate set forth in the
Preliminary Statement hereto. With respect to the Class A-1 Certificates and the
initial Interest Accrual Period, 5.975% per annum, and as to any Interest
Accrual Period thereafter, a per annum rate equal to LIBOR plus 0.60%, subject
to a maximum rate of 9.00% per annum and a minimum rate of 0.60% per annum. With
respect to the Class A-2 Certificates and the initial Interest Accrual Period,
3.025% per annum, and as to any Interest Accrual Period thereafter, a per annum
rate equal to 8.40% minus LIBOR, subject to a maximum rate of 8.40% per annum
and a minimum rate of 0.00% per annum. With respect to the Class A-11
Certificates and the initial Interest Accrual Period, 5.925% per annum, and as
to any Interest Accrual Period thereafter,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
23
<PAGE>
a per annum rate equal to LIBOR plus 0.55%, subject to a maximum rate of 9.00%
per annum and a minimum rate of 0.55% per annum. With respect to the Class A-12
Certificates and the initial Interest Accrual Period, 3.075% per annum, and as
to any Interest Accrual Period thereafter, a per annum rate equal to 8.45% minus
LIBOR, subject to a maximum rate of 8.45% per annum and a minimum rate of 0.00%
per annum. With respect to any Class of Variable Strip Certificates and any
Distribution Date, a rate equal to the weighted average, expressed as a
percentage, of the Spread Rates of all Mortgage Loans corresponding to the
Uncertificated REMIC I Regular Interests represented by such Class of Variable
Strip Certificates as of the Due Date in the month next 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 to the Holders of the
Certificates. The Class A-14 Certificates have no Pass-Through Rate and are not
entitled to Accrued Certificate Interest.
Paying Agent: Bankers Trust Company or any successor Paying Agent
appointed by the
Trustee.
Percentage Interest: With respect to any Certificate (other than a
Variable Strip or 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 the Class A-2, Class A-12,
Class A-13, any Variable Strip or Class R-I Certificate and Class R-II
Certificate, the interest in distributions to be made with respect to the Class
evidenced thereby, expressed as a percentage, as stated on the face of each such
Certificate.
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 &
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
24
<PAGE>
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 long-term rating available; and
(vi) other obligations or securities that are acceptable to
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, 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 A-1 in the
case of Standard & Poor's, P-1 in the case of Moody's and 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, partnership, joint venture,
association, joint-stock company, trust, unincorporated organization or
government or any agency or political subdivision thereof.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
25
<PAGE>
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 Allocation Test: With respect to any Distribution Date, a
test that shall be met if all of the following conditions are satisfied: (i) the
Subordinate Percentage as of such Distribution Date is at least two times the
Subordinate Percentage as of the Closing Date; (ii) the aggregate Stated
Principal Balance of Mortgage Loans delinquent 60 days or more (including for
this purpose any Mortgage Loans in foreclosure and any REO Properties) averaged
over the last six months as a percentage of the aggregate Stated Principal
Balance of all Mortgage Loans averaged over the last six months, does not exceed
2%; and (iii) the aggregate amount of Realized Losses incurred with respect to
the Mortgage Loans since the Closing Date do not exceed 30% of the aggregate
Certificate Principal Balance of the Class M Certificates and Class B
Certificates as of the Closing Date.
Prepayment Assumption: A prepayment assumption of 100% of the standard
prepayment assumption, used for determining the accrual of original issue
discount and market discount and premium on the Certificates for federal income
tax purposes. The standard prepayment assumption assumes a constant rate of
prepayment of mortgage loans of 0.20 per annum of the then outstanding principal
balance of such mortgage loans in the first month of the life of the mortgage
loans, increasing by an additional 0.20 per annum in each succeeding month until
the thirtieth month, and a constant 6% per annum rate of prepayment thereafter
for the life of the mortgage loans.
Prepayment Distribution Percentage: With respect to any Distribution
Date and each Class of Class M Certificates and Class B Certificates, under the
applicable circumstances set forth below, the respective percentages set forth
below:
(i) For any Distribution Date prior to the Distribution Date in
December, 2001 (unless the Certificate Principal Balances of
the Class A Certificates, other than the Class A-5
Certificates, Class A-7 Certificates and Class A-14
Certificates, have been reduced to zero), 0%.
(ii) For any Distribution Date on which any Class of Class M or
Class B Certificates are outstanding not discussed in clause
(i) above:
(a) in the case of the Class of Class M Certificates
then outstanding with the lowest numerical designation, or
in the event the Class M Certificates are no longer
outstanding, the Class of Class B Certificates then
outstanding with the lowest numerical designation and each
other Class of Class M Certificates and 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 M Certificates then outstanding with the lowest
numerical designation, or in the event the Class M
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
26
<PAGE>
Certificates are no longer outstanding, the Class of Class B
Certificates then outstanding with the lowest numerical
designation and (2) all other Classes of Class M
Certificates and Class B Certificates for which the
respective Prepayment Distribution Triggers have been
satisfied; and
(b) in the case of each other Class of Class M
Certificates and Class B Certificates for which the
Prepayment Distribution Triggers have not been satisfied,
0%; and
(iii) 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 M Certificates and 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 M Certificates and Class B Certificates (any such Class, a
"Non-Maturing Class") shall be recalculated in accordance with the provisions in
paragraph (ii) 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 M-2 Prepayment Distribution
Trigger, Class M-3 Prepayment Distribution Trigger, Class B-1 Prepayment
Distribution Trigger, 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
27
<PAGE>
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).
Prepayment Lockout Percentage: As of any Distribution Date, the
percentage equal to the aggregate Certificate Principal Balance of the Class A-5
Certificates and Class A-7 Certificate immediately prior to such Distribution
Date divided by the aggregate Stated Principal Balance of all of the Mortgage
Loans (or related REO Properties) (other than the Discount Fraction of the
Discount Mortgage Loans) immediately prior to such Distribution Date.
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 REO Property)
required to be or otherwise 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 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,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
28
<PAGE>
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) comply with each representation and
warranty set forth in Sections 2.03 and 2.04 hereof and Section 4 of the
Assignment Agreement; and (vi) have a Spread Rate equal to or greater than that
of the Deleted Mortgage Loan. Notwithstanding any other provisions herein, (x)
with respect to any Qualified Substitute Mortgage Loan substituted for a Deleted
Mortgage Loan which was a Discount Mortgage Loan, such Qualified Substitute
Mortgage Loan shall be deemed to be a Discount Mortgage Loan and to have a
Discount Fraction equal to the Discount Fraction of the Deleted Mortgage Loan
and (y) in the event that the "Spread Rate" of any Qualified Substitute Mortgage
Loan as calculated pursuant to the definition of "Spread Rate" is greater than
the Spread Rate of the related Deleted Mortgage Loan (i) the Spread Rate of such
Qualified Substitute Mortgage Loan shall be equal to the Spread Rate of the
related Deleted Mortgage Loan for purposes of calculating the Excess Spread or
Accrued Certificate Interest on any Class of Variable Strip Certificates and
(ii) the excess of the Spread Rate on such Qualified Substitute Mortgage Loan as
calculated pursuant to the definition of "Spread Rate" over the Spread Rate on
the related Deleted Mortgage Loan shall be payable to the Class R Certificates
pursuant to Section 4.02 hereof.
Rate Adjustment Date: With respect to each Distribution Date and the
Class A-1 Certificates, Class A-2 Certificates, Class A-11 Certificates and lass
A-12 Certificates, the LIBOR Business Day immediately preceding the commencement
of the related Interest Accrual Period on which banks are open for dealing in
foreign currency and exchange in London, England.
Rating Agency: Fitch and Standard & Poor's with respect to the Class A
Certificates and Class R Certificates and Fitch with respect to the Class M-1,
Class M-2, Class M-3, 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,
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
and the Owner of the Excess Spread 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
29
<PAGE>
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 Bank Rate: With respect to any Interest Accrual Period, as
follows: the arithmetic mean (rounded upwards, if necessary, to the nearest one
sixteenth of a percent) of the offered rates for United States dollar deposits
for one month which are offered by the Reference Banks as of 11:00 A.M., London,
England time, on the LIBOR Business Day prior to the first day of such Interest
Accrual Period to prime banks in the London interbank market for a period of one
month in amounts approximately equal to the sum of the outstanding Certificate
Principal Balance and the Certificates; provided that at least two such
Reference Banks provide such rate. If fewer than two offered rates appear, the
Reference Bank Rate will be the arithmetic mean (rounded upwards if necessary to
the nearest 1/16%) of the rates quoted by one or more major banks in New York
City, selected by the Trustee after consultation with the Master Servicer, as of
11:00 a.m., New York time, on such date for loans in U.S. Dollars to leading
European Banks for a period of one month in amounts approximately equal to the
aggregate Certificate Principal Balance. If no such quotations can be obtained,
the Reference Bank Rate shall be the Reference Bank Rate applicable to the
preceding Interest Accrual Period.
Regular Certificate: Any of the Certificates other than a Class R-I
Certificate or Class
R-II Certificate.
REMIC: A "real estate mortgage investment conduit" within the meaning
of Section
860D of the Code.
REMIC Administrator: Residential Funding Corporation. If Residential
Funding Corporation is found by a court of competent jurisdiction to no longer
be able to fulfill its obligations as REMIC Administrator under this Agreement
the Master Servicer or Trustee acting as Master Servicer shall appoint a
successor REMIC Administrator, subject to assumption of the REMIC Administrator
obligations under this Agreement.
REMIC I: 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 or in the
Certificate Account and identified as belonging to
the Trust Fund,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
30
<PAGE>
(iii) property which secured a Mortgage Loan and which has
been acquired for the benefit of the
Certificateholders and the Owner of the Excess
Spread by foreclosure or deed in lieu of
foreclosure, and
(iv) the hazard insurance policies and Primary Insurance
Policies, if any, and certain proceeds thereof.
REMIC I Certificates: The Class R-I Certificates.
REMIC II: The segregated pool of assets consisting of the
Uncertificated REMIC I Regular Interests conveyed in trust to the Trustee for
the benefit of the holders of the Class A-1, Class A-2, Class A-3, Class A-4,
Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class A-11,
Class A-12, Class A-13, Class A-14, Class M-1, Class M-2, Class M-3, Class B-1,
Class B-2, Class B-3 and the Owner of the Excess Spread, any Variable Strip
Certificates and Class R-II Certificates pursuant to Section 2.06, with respect
to which a separate REMIC election is to be made.
REMIC II Certificates: Any of the Class A-1, Class A-2, Class A-3,
Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10,
Class A-11, Class A-12, Class A-13, Class A-14, Class M-1, Class M-2, Class M-3,
Class B-1, Class B-2, Class B-3 and Class R-II Certificates.
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 and the Owner of the
Excess Spread 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
31
<PAGE>
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
H 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.
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.
Schedule of Discount Fractions: The schedule setting forth the Discount
Fractions with respect to the Discount Mortgage Loans, attached hereto as
Exhibit P.
Security Agreement: With respect to a Cooperative Loan, the agreement
creating a
security interest in favor of the originator in the related Cooperative Stock.
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 Certificates: Any one of the Class A Certificates or Class R
Certificates.
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 Senior Certificates (other than the
Certificate Principal Balance of the Class A-14 Certificates) immediately prior
to such Distribution Date and the denominator of which is the aggregate Stated
Principal Balance of all of the Mortgage Loans or related REO Properties (other
than the Discount Fraction of the Discount Mortgage Loans) immediately prior to
such Distribution Date.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
32
<PAGE>
Senior Principal Distribution Amount: As to any Distribution Date, the
lesser of (a) the balance of the Available Distribution Amount remaining after
the distribution of all amounts required to be distributed pursuant to Section
4.02(a)(i) and Section 4.02(a)(ii)(X) and (b) the sum of the amounts required to
be distributed to the Class A Certificateholders and Class R Certificateholders
on such Distribution Date pursuant to Section 4.02(a)(ii)(Y), (xvi) and (xvii).
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 by the Master Servicer in the performance 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, including, if the
Master Servicer or any Affiliate of the Master Servicer provides services such
as appraisals and brokerage services that are customarily provided by Persons
other than servicers of mortgage loans, reasonable compensation for such
services.
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 on the Mortgage Loan
Schedule as the "MSTR SERV FEE" for such Mortgage Loan, 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 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
$2,597,670 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 greater of (A) 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 and (B) the greater of (i) the product of 0.50%
multiplied by the outstanding principal balance of all Mortgage Loans on the
Distribution Date immediately preceding such anniversary multiplied by a
fraction, the
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
33
<PAGE>
numerator of which is equal to the aggregate outstanding principal balance (as
of the immediately preceding Distribution Date) of all of the Mortgage Loans
secured by Mortgaged Properties located in the State of California divided by
the aggregate outstanding principal balance (as of the immediately preceding
Distribution Date) of all of the Mortgage Loans, expressed as a percentage, and
the denominator of which is equal to 46.07% (which percentage is equal to the
percentage of Mortgage Loans initially secured by Mortgaged Properties located
in the State of California) and (ii) the aggregate outstanding principal balance
(as of the immediately preceding Distribution Date) of the largest Mortgage Loan
secured by a Mortgaged Property located in the State of California.
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
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.
Special Hazard Loss: Any Realized Loss not in excess of the cost of the
lesser of repair or 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.
Spread Rate: With respect to each Mortgage Loan, a per annum rate equal
to the excess of (a) the Net Mortgage Rate of such Mortgage Loan over (b) 7.750%
per annum.
Standard & Poor's: Standard & Poor's Ratings Services, a division of
the McGraw-Hill
Companies, 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 Percentage: As of any Distribution Date, 100% minus the
Senior Percentage
as of such Distribution Date.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
34
<PAGE>
Subordinate Principal Distribution Amount: With respect to any
Distribution Date and each Class of Class M Certificates and Class B
Certificates, (a) the sum of (i) the product of (x) the related Class M
Percentage or 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)(Y)(A); (ii) such Class's pro rata share, based on the
Certificate Principal Balance of each Class of Class M Certificates and Class B
Certificates then outstanding, of the principal collections described in Section
4.02(a)(ii)(Y)(B)(b) to the extent such collections are not otherwise
distributed to the Class A Certificates and Class R Certificates; (iii) the
product of (x) the related Prepayment Distribution Percentage and (y) the
aggregate of all Principal Prepayments in Full and Curtailments received in the
related Prepayment Period (other than the related Discount Fraction of such
Principal Payments in Full and Curtailments with respect to a Discount Mortgage
Loan) to the extent not payable to the Class A Certificates and Class R
Certificates; (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) 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 M
or 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 at an annual rate equal to the excess
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
35
<PAGE>
of the Mortgage Rate borne by the related Mortgage Note over the rate per annum
designated on the Mortgage Loan Schedule as the "CURR NET" for such Mortgage
Loan.
Super Senior Optimal Percentage: As of any Distribution Date, a
fraction, expressed as a percentage, the numerator of which is the aggregate
Certificate Principal Balance of the Class A-6 Certificates immediately prior to
such Distribution Date and the denominator of which is the aggregate Certificate
Principal Balance of all Senior Certificates (other than the Class A-14
Certificates) immediately prior to such Distribution Date.
Super Senior Optimal Principal Distribution Amount: As of any
Distribution Date on or after the Credit Support Depletion Date the product of
(a) the then-applicable Super Senior Optimal Percentage and (b) the balance of
the Available Distribution Amount remaining after the distributions set forth in
Section 4.02(a)(i) and (ii)(X).
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 REMIC I and REMIC II due to their classification as REMICs 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: REMIC I and REMIC II.
Uncertificated Accrued Interest: With respect to each Distribution
Date, (i) as to Uncertificated REMIC I Regular Interest S, an amount equal to
the aggregate amount of Accrued Certificate Interest that would result under the
terms of the definition thereof on the Class A-1 Certificates and the Class A-2
Certificates if the Pass-Through Rate on such Classes were equal to the
Pass-Through Rate on the Uncertificated REMIC I Regular Interest S, (ii) as to
Uncertificated REMIC I Regular Interest T, an amount equal to the aggregate
amount of Accrued Certificate Interest that would result under the terms of the
definition thereof on the Class A-11 and Class A-12 Certificates if the
Pass-Through Rate on such Classes were equal to the Pass-Through Rate on the
Uncertificated REMIC I Regular Interest T, (iii) as to Uncertificated REMIC I
Regular Interest U, an amount equal to the aggregate amount of Accrued
Certificate Interest that would result under the terms of the definition thereof
on the Class A-10 Certificates if the Pass-Through Rate on such Class were equal
to the Pass-Through
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
36
<PAGE>
Rate on Uncertificated REMIC I Regular Interest U, (iv) as to Uncertificated
REMIC I Regular Interest V, an amount equal to the aggregate amount of Accrued
Certificate Interest that would result under the terms of the definition thereof
on the Class A-8 Certificates and Class A-9 Certificates if the Pass-Through
Rate on such Classes were equal to the Pass-Through Rate on Uncertificated REMIC
I Regular Interest V, (v) as to Uncertificated REMIC I Regular Interest W, an
amount equal to the aggregate amount of Accrued Certificate Interest that would
result under the terms of the definition thereof on the Class A-3 Certificates
and Class A-13 Certificates if the Pass-Through Rate on such Classes was equal
to the Pass-Through Rate on Uncertificated REMIC I Regular Interest W, (vi) as
to Uncertificated REMIC I Regular Interest X, an amount equal to the aggregate
amount of Accrued Certificate Interest that would result under the terms of the
definition thereof on the Class A-4, Class A-5, Class A-6, Class A-7, Class M-1,
Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class R-II
Certificates if the Pass-Through Rate on such Classes were equal to the
Pass-Through Rate on Uncertificated REMIC I Regular Interest X, (vii) as to
Uncertificated REMIC I Regular Interest Y, zero and (viii) as to the
Uncertificated REMIC I Regular Interest Z, an amount equal to one month's
interest at the Uncertificated Pass-Through Rate for the Uncertificated REMIC I
Regular Interest Z on the aggregate principal balance of the Mortgage Loans
reduced by the pro rata share of the Uncertificated REMIC I Regular Interest Z
in any prepayment interest shortfalls or other reductions of interest allocable
to the Excess Spread.
Uncertificated Pass-Through Rate: With respect to each of the
Uncertificated REMIC I Regular Interests S, T, U, V, W, X, Y and Z, 9.00%,
9.00%, 7.15%, 7.40%, 7.75%, 7.75%, 0.000% and the weighted average of the Spread
Rates for the Mortgage Loans, respectively.
Uncertificated Principal Balance: With respect to each Uncertificated
REMIC I Regular Interest on any date of determination, an amount equal to
$38,006,979 with respect to Uncertificated REMIC I Regular Interest S, an amount
equal to $16,999,148 with respect to Uncertificated REMIC I Regular Interest T,
an amount equal to $108,794,552 with respect to Uncertificated REMIC I Regular
Interest U, an amount equal to $15,946,378 with respect to Uncertificated REMIC
I Regular Interest V, an amount equal to $13,250,000 with respect to
Uncertificated REMIC I Regular Interest W, an amount equal to $51,552,388 with
respect to Uncertificated REMIC I Regular Interest X, an amount equal to
$930,190 with respect to Uncertificated REMIC I Regular Interest Y, an amount
equal to $0 with respect to Uncertificated REMIC I Regular Interest Z, minus
(ii) the sum of (x) the aggregate of all amounts previously deemed distributed
with respect to such interest and applied to reduce the Uncertificated Principal
Balance thereof pursuant to Section 4.08(a)(ii) and (y) the aggregate of all
reductions in Certificate Principal Balance deemed to have occurred in
connection with Realized Losses that were previously deemed allocated to the
Uncertificated Principal Balance of such Uncertificated REMIC I Regular Interest
pursuant to Section 4.08(d).
Uncertificated REMIC I Regular Interest S: An uncertificated partial
undivided beneficial interest in REMIC I having a principal balance equal to the
Stated Principal Balance of the Mortgage Loans and REO Property from time to
time multiplied by a fraction, the numerator of which is the aggregate
Certificate Principal Balance of the Class A-1 Certificates and the denominator
of which is the aggregate Certificate Principal Balance of all of the
Certificates, and which bears interest at a rate equal to 9.00% per annum.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
37
<PAGE>
Uncertificated REMIC I Regular Interest T: An uncertificated partial
undivided beneficial ownership interest in REMIC I having a principal balance
equal to the Stated Principal Balance of the Mortgage Loans and REO Property
from time to time multiplied by a fraction, the numerator of which is the
aggregate Certificate Principal Balance of the Class A-11 Certificates and the
denominator of which is the aggregate Certificate Principal Balance of all of
the Certificates, and which bears interest at a rate equal to 9.00% per annum.
Uncertificated REMIC I Regular Interest U: An uncertificated partial
undivided beneficial interest in REMIC I having a principal balance equal to the
Stated Principal Balance of the Mortgage Loans and REO Property from time to
time multiplied by a fraction, the numerator of which is the aggregate
Certificate Principal Balance of the Class A-10 Certificates and the denominator
of which is the aggregate Certificate Principal Balance of all of the
Certificates, and which bears interest at a rate equal to 7.15% per annum.
Uncertificated REMIC I Regular Interest V: An uncertificated partial
undivided beneficial ownership interest in REMIC I having a principal balance
equal to the Stated Principal Balance of the Mortgage Loans and REO Property
from time to time multiplied by a fraction, the numerator of which is the
aggregate Certificate Principal Balance of the Class A-8 and Class A-9
Certificates and the denominator of which is the aggregate Certificate Principal
Balance of all of the Certificates, and which bears interest at a rate equal to
7.40% per annum.
Uncertificated REMIC I Regular Interest W: An uncertificated partial
undivided beneficial ownership interest in REMIC I having a principal balance
equal to the Stated Principal Balance of the Mortgage Loans and REO Property
from time to time multiplied by a fraction, the numerator of which is the
aggregate Certificate Principal Balance of the Class A-3 Certificates and the
denominator of which is the aggregate Certificate Principal Balance of all of
the Certificates, and which bears interest at a rate equal to 7.75% per annum.
Uncertificated REMIC I Regular Interest X: An uncertificated partial
undivided beneficial ownership interest in REMIC I having a principal balance
equal to the Stated Principal Balance of the Mortgage Loans and REO Property
from time to time multiplied by a fraction, the numerator of which is the
aggregate Certificate Principal Balance of the Class A-4, Class A-5, Class A-6,
Class A-7, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and
Class R-II Certificates and the denominator of which is the aggregate
Certificate Principal Balance of all of the Certificates, and which bears
interest at a rate equal to 7.75% per annum.
Uncertificated REMIC I Regular Interest Y: An uncertificated partial
undivided beneficial ownership interest in REMIC I having a principal balance
equal to the Stated Principal Balance of the Mortgage Loans and REO Property
from time to time multiplied by a fraction, the numerator of which is the
aggregate Certificate Principal Balance of the Class A-14 Certificates and the
denominator of which is the aggregate Certificate Principal Balance of all of
the Certificates, and which bears interest at a rate equal to 0.000% per annum.
Uncertificated REMIC I Regular Interest Z: The ___ uncertificated
partial undivided beneficial ownership interests in the Trust Fund numbered
sequentially from 1 through ___, each relating to the particular Mortgage Loan
identified by such sequential number on the Mortgage
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
38
<PAGE>
Loan Schedule, each having no principal balance, and each bearing interest at
the respective Spread Rate on the uncertificated notional amount equal to the
aggregate Stated Principal Balance of the related Mortgage Loan.
Uncertificated REMIC I Regular Interests: Uncertificated REMIC I
Regular Interest S, Uncertificated REMIC I Regular Interest T, Uncertificated
REMIC I Regular Interest U, Uncertificated REMIC I Regular Interest V,
Uncertificated REMIC I Regular Interest W, Uncertificated REMIC I Regular
Interest X, Uncertificated REMIC I Regular Interest Y and Uncertificated REMIC I
Regular Interest Z.
Uncertificated REMIC I Regular Interest S Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest S for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest T Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest T for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest U Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest U for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest V Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest V for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest W Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest W for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest X Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest X for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest Y Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest Y for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest Z Distribution Amount: With
respect to any Distribution Date, the sum of the amounts deemed to be
distributed on the Uncertificated REMIC I Regular Interest Z for such
Distribution Date pursuant to Section 4.08(a).
Uncertificated REMIC I Regular Interest Distribution Amounts: The
Uncertificated REMIC I Regular Interest S Distribution Amount, Uncertificated
REMIC I Regular Interest T Distribution Amount, Uncertificated REMIC I Regular
Interest U Distribution Amount, Uncertificated REMIC I Regular Interest V
Distribution Amount, Uncertificated REMIC I
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
39
<PAGE>
Regular Interest W Distribution Amount, Uncertificated REMIC I Regular Interest
X Distribution Amount, Uncertificated REMIC I Regular Interest Y Distribution
Amount and Uncertificated REMIC I Regular Interest Z Distribution Amount.
Underwriter: As defined in Section 4.08.
Uniform Single Attestation Program for Mortgage Bankers: The Uniform
Single Attestation Program for Mortgage Bankers, as published by the Mortgage
Bankers Association of America and effective with respect to fiscal periods
ending on or after December 15, 1995.
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.
Variable Strip Certificates: Any one of any Class of Class A
Certificates issued in
accordance with Section 5.01(c).
Voting Rights: The portion of the voting rights of all of the
Certificates which is allocated to any Certificate. 95.0% of all of the Voting
Rights shall be allocated among Holders of Certificates, other than the Class
A-2, Class A-12, Class A-13, Class R-I, Class R-II Certificates or any Variable
Strip Certificate, in proportion to the outstanding Certificate Principal
Balances of their respective Certificates; and 1% of all Voting Rights shall be
allocated among the Holders of the Class A-2 Certificates; 1% of all Voting
Rights shall be allocated among the Holders of the Class A-12; 1% of all Voting
Rights shall be allocated to the Owner of the Class A-13 Certificates; 1% of all
Voting Rights shall be allocated to the Owner of the Excess Spread and the
Holders of any Variable Strip Certificates (in proportion to the amount of
Accrued Certificate Interest or amount of Excess Spread as of the immediately
preceding Distribution Date, 0.5% of all Voting Rights shall be allocated among
Holders of the Class R-I Certificates and 0.5% of all Voting Rights shall be
allocated among Holders of the Class R-II Certificate, allocated among the
Certificates of each such Class in accordance with their respective Percentage
Interests.
Section 1.02. Determination of LIBOR.
LIBOR applicable to the calculation of the Pass-Through Rates on the
Class A-1 Certificates and Class A-2 Certificates for any Interest Accrual
Period (other than the initial Interest Accrual Period) will be determined on
each Rate Adjustment Date as follows:
For any Interest Accrual Period other than the first Interest Accrual
Period, the rate for United States dollar deposits for one month which appears
on the Telerate Screen Page 3750 as of 11:00 A.M., London, England time, on the
LIBOR Business Day prior to the first day of
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
40
<PAGE>
such Interest Accrual Period. With respect to the first Interest Accrual Period,
LIBOR equals 5.375%. If such rate does not appear on such page (or such other
page as may replace that page on that service, or if such service is no longer
offered, such other service for displaying LIBOR or comparable rates as may be
reasonably selected by the Trustee after consultation with the Master Servicer),
the rate will be the Reference Bank Rate. If no such quotations can be obtained
and no Reference Bank Rate is available, LIBOR will be LIBOR applicable to the
preceding Distribution Date.
The establishment of LIBOR by the Trustee on any Rate Adjustment Date
and the Trustee's subsequent calculation of the Pass-Through Rates applicable to
the Class A-1, Class A-2, Class A-11 and Class A-12 Certificates for the
relevant Interest Accrual Period, in the absence of manifest error, will be
final and binding.
Promptly following each Rate Adjustment Date the Trustee shall supply
the Master Servicer with the results of its determination of LIBOR on such date.
Furthermore, the Trustee will supply to any Certificateholder so requesting by
telephone the Pass-Through Rates on the Class A-1 , Class A-2, Class A-11 and
Class A-12 Certificates for the current and the immediately preceding Interest
Accrual Periods.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
41
<PAGE>
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).
(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) (I) with respect to each
Mortgage Loan so assigned (other than a Cooperative Loan):
(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.
and (II) with respect to each Cooperative Loan so assigned:
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
42
<PAGE>
(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) A counterpart of the Cooperative Lease and the
Assignment of Proprietary Lease to the originator of the Cooperative
Loan with intervening assignments showing an unbroken chain of title
from such originator to the Trustee;
(iii) The related Cooperative Stock Certificate,
representing the related Cooperative Stock pledged with respect to such
Cooperative Loan, together with an undated stock power (or other
similar instrument) executed in blank;
(iv) The original recognition agreement by the
Cooperative of the interests of the mortgagee with respect to the related
Cooperative Loan;
(v) The Security Agreement;
(vi) Copies of the original UCC-1 financing statement,
and any continuation statements, filed by the originator of such
Cooperative Loan as secured party, each with evidence of recording
thereof, evidencing the interest of the originator under the Security
Agreement and the Assignment of Proprietary Lease;
(vii) Copies of the filed UCC-3 assignments of the
security interest referenced in clause (vi) above showing an unbroken
chain of title from the originator to the Trustee, each with evidence
of recording thereof, evidencing the interest of the originator under
the Security Agreement and the Assignment of Proprietary Lease;
(viii) An executed assignment of the interest of the
originator in the Security Agreement, Assignment of Proprietary Lease
and the recognition agreement referenced in clause (iv) above, showing
an unbroken chain of title from the originator to the Trustee;
(ix) The original of each modification, assumption
agreement or preferred
loan agreement, if any, relating to such Cooperative Loan; and
(x) An executed UCC-1 financing statement showing the
Master Servicer as debtor, the Company as secured party and the Trustee
as assignee and an executed UCC-1 financing statement showing the
Company as debtor and the Trustee as secured party, each in a form
sufficient for filing, evidencing the interest of such debtors in the
Cooperative Loans.
(c) The Company may, in lieu of delivering the documents set
forth in Section
2.01(b)(I)(iv) and (v) and Section (b)(II)(ii), (iv), (vii), (ix) and (x) to
the Trustee or the
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
43
<PAGE>
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 and the Owner of Excess Spread 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)(I)(iv) and (v) and Section (b)(II)(ii), (iv), (vii),
(ix) and (x) (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)(I)(iv) and (v) and Section (b)(II)(ii), (iv), (vii), (ix) and
(x) 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) the Trustee and (iii) each Custodian a
report setting forth the status of the documents which it is holding.
(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.
The Company shall promptly cause to be recorded in the appropriate
public office for real property records the Assignment referred to in clause
(I)(iii) of Section 2.01(b), except in states where, in the opinion of counsel
acceptable to the Trustee 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 and shall promptly cause to be
filed the Form UCC-3 assignment and UCC-1 financing statement referred to in
clause (II)(vii) and (x), respectively, of Section 2.01(b). If any Assignment,
Form UCC-3 or Form UCC-1, as applicable, is lost or returned unrecorded to the
Company because of any defect therein, the Company shall prepare a substitute
Assignment, Form UCC-3 or Form UCC-1, as applicable, 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 Form UCC-3 or
Form UCC-1, as applicable, (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. In connection with
its servicing of Cooperative Loans, the Master Servicer will use its best
efforts to file timely continuation statements with regard to each financing
statement and
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
44
<PAGE>
assignment relating to Cooperative Loans as to which the related Cooperative
Apartment is located outside of the State of New York.
Any of the items set forth in Sections 2.01(b)(I)(iv) and (v) and
(II)(vi) and (vii) and 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 and the
Uncertificated REMIC I Regular Interests as provided for in Section 2.06 be
construed as a sale by the Company to the Trustee of the Mortgage Loans and the
Uncertificated REMIC I Regular Interests for the benefit of the
Certificateholders and the Owner of the Excess Spread. Further, it is not
intended that any such conveyance be deemed to be a pledge of the Mortgage Loans
and the Uncertificated REMIC I Regular Interests by the Company to the Trustee
to secure a debt or other obligation of the Company. However, in the event that
the Mortgage Loans and the Uncertificated REMIC I Regular Interests 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
and the Uncertificated REMIC I Regular Interests, 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 conveyance
provided for in Sections 2.01 and 2.06 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 (i)
with respect to each Cooperative Loan, the related Mortgage Note, Security
Agreement, Assignment of Proprietary Lease, Cooperative Stock Certificate,
Cooperative Lease, any insurance policies and all other documents in the related
Mortgage File and (ii) with respect to each Mortgage Loan other than a
Cooperative Loan, the related Mortgage Note, the Mortgage, any insurance
policies and all other documents in the related Mortgage File, (B) all amounts
payable pursuant to the Mortgage Loans in accordance with the terms thereof, (C)
the Uncertificated REMIC I Regular Interests and (D) 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),
(C) and (D) 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,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
45
<PAGE>
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, the Uncertificated
REMIC I Regular Interests 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 and the Uncertificated REMIC I Regular
Interests, as evidenced by an Officer's Certificate of the Company, 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, (3) any transfer of any interest of Residential Funding
or the Company in any Mortgage Loan or (4) any transfer of any interest of
Residential Funding or the Company in any Uncertificated REMIC I Regular
Interest.
(f) The Master Servicer hereby acknowledges the receipt by it of cash
in an amount equal to $951,220 (the "Initial Monthly Payment Fund"),
representing scheduled principal amortization and interest at the Net Mortgage
Rate for the Due Date in November 1996, for those Mortgage Loans for which the
Trustee will not be entitled to receive such payment. The Master Servicer shall
hold such Initial Monthly Payment Fund in the Custodial Account and shall
include such Initial Monthly Payment Fund in the Available Distribution Amount
for the Distribution Date in November 1996. Notwithstanding anything herein to
the contrary, the Initial Monthly Payment Fund shall not be an asset of REMIC I
or REMIC II. To the extent that the Initial Monthly Payment Fund constitutes a
reserve fund for federal income tax purposes, (1) it shall be an outside reserve
fund and not an asset of REMIC I or REMIC II (2) it shall be owned by the Seller
and (3) amounts transferred by REMIC I OR REMIC II to the Initial Monthly
Payment Fund shall be treated as transferred to the Seller or any successor, all
within the meaning of Section 1.860G-2(h) of the Treasury Regulations.
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 acknowledgment
only, a Mortgage Note may be endorsed in blank and an Assignment of
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
46
<PAGE>
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 and the Owner
of the Excess Spread. The Trustee or Custodian (such Custodian being so
obligated under a Custodial Agreement) agrees, for the benefit of
Certificateholders and the Owner of the Excess Spread, 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 REMIC I at its Purchase
Price, in either case within 90 days from the date the Master Servicer was
notified of such omission or defect; provided that if the omission or defect
would cause the Mortgage Loan to be other than a "qualified mortgage" as defined
in Section 860G(a)(3) of the Code, any such cure or repurchase must occur within
90 days from the date such breach was discovered. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
47
<PAGE>
and the Owner of the Excess Spread or the Trustee on behalf of the
Certificateholders or such Owner.
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 the Certificateholders and the Owner of the Excess Spread
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;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
48
<PAGE>
(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 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 and the Owner of the Excess Spread 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; provided that if the omission or
defect would cause the Mortgage Loan to be other than a "qualified mortgage" as
defined in Section 860G(a)(3) of the Code, any such cure must occur within 90
days from the date such breach was discovered. 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
and the Owner of the Excess Spread or the Trustee on behalf of the
Certificateholders and such Owner.
(b) The Company hereby represents and warrants to the Trustee for the
benefit of Certificateholders and the Owner of the Excess Spread 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 F 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;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
49
<PAGE>
(iii) The Mortgage Loans are fully-amortizing, fixed-rate
mortgage loans with level Monthly Payments due on the first day of each
month and terms to maturity at origination or modification of not more
than 30 years;
(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 (a) at least 30% of
the principal balance of the Mortgage Loan at origination if the
Loan-to-Value Ratio is between 95.00% and 90.01%, (b) at least 25% of
such balance if the Loan-to-Value Ratio is between 90.00% and 85.01%
and (c) at least 12% of such balance if the Loan-to-Value Ratio is
between 85.00% and 80.01%. 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 0.9% 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 in California
and no more than 1.3% 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 outside California. Nine of
the Mortgage Loans, representing approximately 0.3% of the Mortgage
Loans by aggregate Stated Principal Balance as of the Cut-off Date, are
Cooperative Loans;
(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) Nine Mortgage Loans representing approximately 0.9%
of the Mortgage Loans were underwritten under a reduced loan
documentation program requiring no income verification and no asset
verification;
(x) Each Mortgagor represented in its loan application
with respect to the related Mortgage Loan that the Mortgaged Property
would be owner-occupied and therefore would not be an investor property
as of the date of origination of such Mortgage Loan. No Mortgagor is a
corporation or a partnership;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
50
<PAGE>
(xi) 0.8% of the Mortgage Loans were Buydown Mortgage Loans;
(xii) 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);
(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) With respect to a Mortgage Loan that is a
Cooperative Loan, the Cooperative Stock that is pledged as security for
the Mortgage Loan is held by a person as a tenant-stockholder (as
defined in Section 216 of the Code) in a cooperative housing
corporation (as defined in Section 216 of the Code);
(xv) With respect to each Mortgage Loan originated under
a "streamlined" Mortgage Loan program (through which no new or updated
appraisals of Mortgaged Properties are obtained in connection with the
refinancing thereof), the related Seller has represented that either
(a) the value of the related Mortgaged Property as of the date the
Mortgage Loan was originated was not less than the appraised value of
such property at the time of origination of the refinanced Mortgage
Loan or (b) the Loan-to-Value Ratio of the Mortgage Loan as of the date
of origination of the Mortgage Loan generally meets the Company's
underwriting guidelines;
(xvi) Interest on each Mortgage Loan is calculated on the
basis of a
360-day year consisting of twelve 30-day months; and
(xvii) Two of the Mortgage Loans contains in the related
Mortgage File
a Destroyed Mortgage Note.
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 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 and the Owner of the Excess Spread 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); provided, however, that in the event of a breach of the
representation and warranty set forth in Section 2.03(b)(xii), 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;
provided that if the omission or defect would cause the Mortgage Loan to be
other than a "qualified mortgage" as defined in Section 860G(a)(3) of the Code,
any such cure or repurchase must occur within 90 days from the date such breach
was discovered. Any such
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
51
<PAGE>
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 the Certificateholders and the Owner of the
Excess Spread or the Trustee on behalf of the Certificateholders and such Owner.
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
and the Owner of the Excess Spread 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 and the Owner of the Excess Spread. Upon the
discovery by the Company, the Master Servicer, the Trustee 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 and the Owner of the
Excess Spread in such 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). 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; provided 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 cure or
substitution must occur within 90 days from the date the breach was discovered.
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 and the Owner of the Excess Spread 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
52
<PAGE>
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 the Certificateholders and the Owner of the Excess Spread 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 and the Owner of the Excess Spread 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 the
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 (subject to Section 10.01(f)) 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 the Certificateholders and the Owner
of the Excess Spread or the Trustee on behalf of Certificateholders and such
Owner. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
53
<PAGE>
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. Issuance of Certificates Evidencing Interests in
REMIC I 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 REMIC I, 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 Class R-I Certificates in authorized denominations which,
together with the Uncertificated REMIC I Regular Interests, evidence ownership
of REMIC I. The rights of the Class R-I Certificateholders and REMIC II to
receive distributions from the proceeds of REMIC I in respect of the Class R-I
Certificates and the Uncertificated REMIC I Regular Interests, and all ownership
interests of the Class R-I Certificateholders and REMIC II in such
distributions, shall be as set forth in this Agreement.
Section 2.06. Conveyance of Uncertificated REMIC I and REMIC
II Regular Interests; Acceptance by the Trustee.
The Company, as of the Closing Date, and concurrently with the
execution and delivery hereof, does hereby assign without recourse all the
right, title and interest of the Company in and to the Uncertificated REMIC I
Regular Interests to the Trustee for the benefit of the Class A-1, Class A-2,
Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9,
Class A-10, Class A-11, Class A-12, Class A-13, Class A-14, Class M-1, Class
M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class R-II
Certificateholders and the Owner of the Excess Spread. The Trustee acknowledges
receipt of the Uncertificated REMIC I Regular Interests and declares that it
holds and will hold the same in trust for the exclusive use and benefit of all
present and future Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class
A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class A-12, Class
A-13, Class A-14, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class
B-3 and Class R-II Certificateholders and the Owner of the Excess Spread. The
rights of the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-6,
Class A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class A-12, Class A-13,
Class A-14, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and
Class R-II Certificateholders and the Owner of the Excess Spread to receive
distributions from the proceeds of REMIC II in respect of the Class A-1, Class
A-2, Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class
A-9, Class A-10, Class A-11, Class A-12, Class A-13, Class A-14, Class M-1,
Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class R-II
Certificates and the Excess Spread, and all ownership interests of the Class
A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-6, Class A-7, Class
A-8, Class A-9, Class A-10, Class A-11, Class A-12, Class A-13, Class A-14,
Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class R-II
Certificateholders and the Owner of the Excess Spread in such distributions,
shall be as set forth in this Agreement.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
54
<PAGE>
Section 2.07. Issuance of Certificates Evidencing Interest in
REMIC II.
The Trustee acknowledges the assignment to it of the Uncertificated
REMIC I Regular Interests and, concurrently therewith and in exchange therefor,
pursuant to the written request of the Company executed by an officer of the
Company, the Trustee has executed and caused to be authenticated and delivered
to or upon the order of the Company, the Class A-1, Class A-2, Class A-3, Class
A-4, Class A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class
A-11, Class A-12, Class A-13, Class A-14, Class M-1, Class M-2, Class M-3, Class
B-1, Class B-2, Class B-3 and Class R-II Certificates in authorized
denominations which, together with the ownership interest in the Excess Spread,
evidence ownership of the entire REMIC II.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
55
<PAGE>
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, the Owner of the Excess Spread 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 the foregoing, subject to Section
3.07(a), the Master Servicer shall not permit any modification with respect to
any Mortgage Loan that would both constitute a sale or exchange of such Mortgage
Loan within the meaning of Section 1001 of the Code and any proposed, temporary
or final regulations promulgated thereunder (other than in connection with a
proposed conveyance or assumption of such Mortgage Loan that is treated as a
Principal Prepayment in Full pursuant to Section 3.13(d) hereof) and cause REMIC
I or REMIC II to fail to qualify as such under the Code. 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. The Trustee shall not be liable for any action taken by the
Master Servicer or any Subservicer pursuant to such powers of attorney. In
servicing and administering any Nonsubserviced Mortgage Loan, the Master
Servicer shall, 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. In connection
with servicing and administering the Mortgage Loans, the Master Servicer and any
Affiliate of the Master Servicer (i) may perform services such as appraisals and
brokerage services that are not customarily provided by servicers of mortgage
loans, and shall be entitled to reasonable compensation therefor in accordance
with Section 3.10 and (ii) may, at its own discretion and on behalf of the
Trustee, obtain credit information in the form of a "credit score" from a credit
repository.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
56
<PAGE>
(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 the Certificateholders and the Owner of the Excess Spread, 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 G. 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 or the
Owner of the Excess Spread.
(b) As part of its servicing activities hereunder, the Master Servicer,
for the benefit of the Trustee, the Certificateholders and the Owner of the
Excess Spread, shall use its best reasonable efforts to enforce the obligations
of each Subservicer under the related Subservicing
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
57
<PAGE>
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 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 Certificateholders and the Owner of the Excess Spread 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
58
<PAGE>
Section 3.05. No Contractual Relationship Between Subservicer and
Trustee or Certificateholders or the Owner of
the Excess Spread.
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, the
Certificateholders and the Owner of the Excess Spread 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. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
59
<PAGE>
Mortgage Loan without modification thereof by reason of such arrangements unless
otherwise agreed to by the Holders of the Classes of Certificates affected
thereby; provided, however, that no such extension shall be made if any advance
would be a Nonrecoverable Advance. 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 or the Owner of
the Excess Spread (taking into account any estimated Realized Loss that might be
result absent such action); 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 connection with any
Curtailment of a Mortgage Loan, the Master Servicer, to the extent not
inconsistent with the terms of the Mortgage Note and local law and practice, may
permit the Mortgage Loan to be reamortized such that the Monthly Payment is
recalculated as an amount that will fully amortize the remaining Stated
Principal Balance thereof by the original Maturity Date based on the original
Mortgage Rate; provided, that such re-amortization shall not be permitted if it
would constitute a reissuance of the Mortgage Loan for federal income tax
purposes.
(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, including Buydown Funds, if any,
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 4.07 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;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
60
<PAGE>
(v) Any amounts required to be deposited pursuant to Section 3.07(c)
or 3.21; 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, 2.04 and 4.07 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
61
<PAGE>
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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
62
<PAGE>
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 Section 4.01;
(ii) to reimburse itself or the related Subservicer for
previously unreimbursed advances or expenses made pursuant to Sections
3.01, 3.07(a), 3.08, 3.11, 3.12(a), 3.14 and 4.04 or otherwise
reimbursable pursuant to the terms of this
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
63
<PAGE>
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, 2.04 or 4.07) 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) recoveries of amounts in respect of
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 the Net Mortgage 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 the
Certificateholders or the Owner of the Excess Spread 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 Sections
3.13, 3.14(c), 6.03, 10.01 or otherwise, or in connection with
enforcing any repurchase, substitution or indemnification obligation of
any Seller (other than an Affiliate of the Company) pursuant to the
related Seller's Agreement;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
64
<PAGE>
(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), 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 the Owner of the Excess Spread (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. The Master Servicer shall be
entitled to cancel or permit the discontinuation of any Primary Insurance Policy
as to any Mortgage Loan, if the Stated Principal Balance of the Mortgage Loan is
reduced below an amount equal to 80% of the appraised value of the related
Mortgaged Property as determined in any appraisal thereof after the Closing
Date, or if the Loan-to-Value Ratio is reduced below 80% as a result of
principal payments on the Mortgage Loan after the Closing Date. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
65
<PAGE>
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, Certificateholders and the Owner of the Excess
Spread, 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 (other than a Cooperative 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, of any Mortgage Loan (other than a Cooperative Loan),
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 the
Certificateholders and the Owner of the Excess Spread, 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
66
<PAGE>
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. Whenever the improvements securing a Mortgage Loan (other
than a Cooperative 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, the
Certificateholders and the Owner of the Excess Spread, 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).
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
67
<PAGE>
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 (a) 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 (b) cause either REMIC I or REMIC II to fail to qualify as a
REMIC under the Code or (subject to Section 10.01(f)), result in the imposition
of any tax on "prohibited transactions" or constitute "contributions" after the
start-up 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
68
<PAGE>
(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 in writing 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 neither REMIC I nor REMIC II would fail to continue to qualify as a
REMIC under the Code as a result thereof and (subject to Section 10.01(f)) that
no tax on "prohibited transactions" or "contributions" after the startup day
would be imposed on either REMIC 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 O, 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
69
<PAGE>
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 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 or incur other reimbursable
charges 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 after reimbursement to itself for such expenses or charges and
(ii) that such expenses or charges 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 and charges are actually recoverable
from related Liquidation Proceeds, Insurance Proceeds or REO Proceeds). In the
event of a determination by the Master Servicer pursuant to this Section
3.14(a), the Master Servicer shall be entitled to reimbursement of such amounts
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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
70
<PAGE>
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
REMIC I 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 and the Owner of the Excess Spread. 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 REMIC I 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 REMIC I 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 REMIC I shall dispose of such REO Property
within two years after its acquisition by REMIC I for purposes of Section
860G(a)(8) of the Code or, at the expense of REMIC I, request, more than 60 days
before the day on which the two-year grace period would otherwise expire, an
extension of the two-year grace period unless the Master Servicer (subject to
Section 10.01(f)) obtains for the Trustee an Opinion of Counsel, addressed to
the Trustee and the Master Servicer, to the effect that the holding by REMIC I
of such REO Property subsequent to such two-year period will not result in the
imposition of taxes on "prohibited transactions" as defined in Section 860F of
the Code or cause REMIC I to fail to qualify as a REMIC at any time that any
Uncertificated REMIC I Regular Interests are outstanding, in which case REMIC I
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 REMIC I shall be rented (or allowed
to continue to be rented) or otherwise used by or on behalf of REMIC I 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 REMIC I 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 REMIC I 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
71
<PAGE>
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 and the Owner of the
Excess Spread 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)(provided that if any such Class of Certificates to which such
Realized Loss was allocated is no longer outstanding, such subsequent recovery
shall be distributed to the persons who were the Holders of such Class of
Certificates when it was retired); 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); and fifth, 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 H
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 H 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
72
<PAGE>
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), (v) and (vi) 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 the related Net Mortgage 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
73
<PAGE>
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 (but 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(b), 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(b) 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 and the Trustee 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 related to its servicing of mortgage loans
and its performance under 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 complied
in all material respects with the minimum servicing standards set forth in the
Uniform Single Attestation Program for Mortgage Bankers and has fulfilled all of
its material obligations relating to this Agreement in all material respects
throughout such year, or, if there has been material noncompliance with such
servicing standards or a default in the fulfillment in all material respects of
any such obligation relating
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
74
<PAGE>
to this Agreement, such statement shall include a description of such
noncompliance or specify each such default, as the case may be, known to such
officer and the nature and status thereof and (iii) to the best of such
officers' knowledge, each Subservicer has complied in all material respects with
the minimum servicing standards set forth in the Uniform Single Attestation
Program for Mortgage Bankers and has fulfilled all of its material obligations
under its Subservicing Agreement in all material respects throughout such year,
or, if there has been material noncompliance with such servicing standards or a
material default in the fulfillment of such obligations relating to this
Agreement, such statement shall include a description of such noncompliance or
specify each such default, as the case may be, 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 shall be
members of the American Institute of Certified Public Accountants, to furnish a
report to the Company and the Trustee stating its opinion that, on the basis of
an examination conducted by such firm substantially in accordance with standards
established by the American Institute of Certified Public Accountants, the
assertions made pursuant to Section 3.18 regarding compliance with the minimum
servicing standards set forth in the Uniform Single Attestation Program for
Mortgage Bankers during the preceding calendar year are fairly stated in all
material respects, subject to such exceptions and other qualifications that, in
the opinion of such firm, such accounting standards require it to report. In
rendering such statement, such firm may rely, as to matters relating to the
direct servicing of mortgage loans by Subservicers, upon comparable statements
for examinations conducted by independent public accountants substantially in
accordance with standards established by the American Institute of Certified
Public Accountants (rendered within one year of such statement) with respect to
such Subservicers.
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 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
75
<PAGE>
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. Administration of Buydown Funds.
(a) With respect to any Buydown Mortgage Loan, the Subservicer has
deposited Buydown Funds in an account that satisfies the requirements for a
Subservicing Account (the "Buydown Account"). The Master Servicer shall cause
the Subservicing Agreement to require that upon receipt from the Mortgagor of
the amount due on a Due Date for each Buydown Mortgage Loan, the Subservicer
will withdraw from the Buydown Account the predetermined amount that, when added
to the amount due on such date from the Mortgagor, equals the full Monthly
Payment and transmit that amount in accordance with the terms of the
Subservicing Agreement to the Master Servicer together with the related payment
made by the Mortgagor or advanced by the Subservicer.
(b) If the Mortgagor on a Buydown Mortgage Loan prepays such loan in
its entirety during the period (the "Buydown Period") when Buydown Funds are
required to be applied to such Buydown Mortgage Loan, the Subservicer shall be
required to withdraw from the Buydown Account and remit any Buydown Funds
remaining in the Buydown Account in accordance with the related buydown
agreement. The amount of Buydown Funds which may be remitted in accordance with
the related buydown agreement may reduce the amount required to be paid by the
Mortgagor to fully prepay the related Mortgage Loan. If the Mortgagor on a
Buydown Mortgage Loan defaults on such Mortgage Loan during the Buydown Period
and the property securing such Buydown Mortgage Loan is sold in the liquidation
thereof (either by the Master Servicer or the insurer under any related Primary
Insurance Policy), the Subservicer shall be required to withdraw from the
Buydown Account the Buydown Funds for such Buydown Mortgage Loan still held in
the Buydown Account and remit the same to the Master Servicer in accordance with
the terms of the Subservicing Agreement for deposit in the Custodial Account or,
if instructed by the Master Servicer, pay to the insurer under any related
Primary Insurance Policy if the Mortgaged Property is transferred to such
insurer and such insurer pays all of the loss incurred in respect of such
default. Any amount so remitted pursuant to the preceding sentence will be
deemed to reduce the amount owed on the Mortgage Loan.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
76
<PAGE>
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 required to be deposited
in the Certificate Account pursuant to Section 3.16(e) or Section 4.07, (iv) any
amount required to be paid pursuant to Section 9.01 and (v) all other amounts
constituting the Available Distribution Amount for the immediately succeeding
Distribution Date.
(b) 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 and the Owner of
the Excess Spread, 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. Subject to Section 3.16(e), 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 without any right of reimbursement.
Section 4.02. Distributions.
(a) On each Distribution Date (x) the Master Servicer on behalf of the
Trustee or (y) the Paying Agent appointed by the Trustee, shall distribute to
the Owner of the Excess Spread, a distribution thereof pursuant to Section
4.02(a)(i), 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
77
<PAGE>
the Percentage Interests represented by Certificates of the applicable Class
held by such Holder) of the following amounts, in the following order of
priority (subject to the provisions of Section 4.02(b)), in each case to the
extent of the Available Distribution Amount:
(i) to the Class A Certificateholders (other than the
Class A-14 Certificateholders), Class R Certificateholders and the
Owner of the Excess Spread, on a pro rata basis based on Accrued
Certificate Interest payable on such Certificates and the amount of
Excess Spread with respect to such Distribution Date, Accrued
Certificate Interest on such Classes of Certificates, and such Excess
Spread, as applicable, for such Distribution Date, plus any Accrued
Certificate Interest thereon or Excess Spread remaining unpaid from any
previous Distribution Date except as provided in the last paragraph of
this Section 4.02(a);
(ii) (X) to the Class A-14 Certificateholder,
the Class A-14 Principal Distribution Amount; and
(Y) to the Class A Certificateholders
(other than Class A-14
Certificateholders) and Class R Certificateholders, in the priorities
and amounts set forth in Section 4.02(b)(ii) through (iv) and Section
4.02(c) through (g), the sum of the following (applied to reduce the
Certificate Principal Balances of such Class A Certificates or Class R
Certificates, as applicable):
(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 (other than the related
Discount Fraction of the principal portion of such
payment with respect to a Discount Mortgage Loan),
whether or not received on or prior to the related
Determination Date, minus the principal portion of
any Debt Service Reduction (other than the related
Discount Fraction of the principal portion of such
Debt Service Reductions with respect to each
Discount Mortgage Loan) 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 (other
than the related Discount Fraction of such Stated
Principal Balance or shortfall with respect to a
Discount Mortgage Loan); and
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
78
<PAGE>
(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)(Y)(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 (other than the related Discount
Fraction of the principal portion of such
unscheduled, collections, with respect to a Discount
Mortgage Loan);
(B) with respect to each Mortgage Loan for which a
Cash Liquidation or a 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 Adjusted
Senior Percentage for such Distribution Date times the
Stated Principal Balance of such Mortgage Loan (other than
the related Discount Fraction of such Stated Principal
Balance, with respect to a Discount Mortgage Loan) and (b)
the Adjusted Senior Accelerated Distribution Percentage for
such Distribution Date times the related unscheduled
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 (in each case other than the portion of such
unscheduled collections, with respect to a Discount Mortgage
Loan included in Section 4.02(b)(i)(C));
(C) the Adjusted 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 (other than the related
Discount Fraction of such Principal Prepayments in Full and
Curtailments, with respect to a Discount Mortgage Loan);
(D) any Excess Subordinate Principal Amount for
such Distribution Date;
(E) the Class A-5 Certificates and Class A-7
Certificates' pro rata shares, based on the aggregate
Certificate Principal Balances thereof relative to the
aggregate of the Certificate Principal Balance of the Class
A-5, Class A-7, Class M and Class B Certificates, of the
unscheduled collections and prepayments referred to in
clauses (B) and (C) above, to the extent such receipts are
not payable to the Senior Certificates (other than the Class
A-5, Class A-7 or the Class A-14 Certificates);
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
79
<PAGE>
(F) any amounts described in subsection (ii)(Y),
clauses (A), (B), (C) and (E) 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 (F) to the extent that such amounts
are not attributable to Realized Losses which have been
allocated to the Class M Certificates or Class B
Certificates;
(iii) if the Certificate Principal Balances of the Class
M Certificates and 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 M-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;
(v) to the Holders of the Class M-1 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date, minus (y) the
amount of any Class A-14 Collection Shortfalls for such Distribution
Date or remaining unpaid for all previous Distribution Dates, to the
extent the amounts available pursuant to clause (x) of Sections
4.02(a)(vii), (ix), (xi), (xiii), (xiv) and (xv) are insufficient
therefor, applied in reduction of the Certificate Principal Balance of
the Class M-1 Certificates;
(vi) to the Holders of the Class M-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;
(vii) to the Holders of the Class M-2 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date, minus (y) the
amount of any Class A-14 Collection Shortfalls for such Distribution
Date or remaining unpaid for all previous Distribution Dates, to the
extent the amounts available pursuant to clause (x) of Sections
4.02(a)(ix), (xi), (xiii), (xiv) and (xv) are insufficient therefor,
applied in reduction of the Certificate Principal Balance of the Class
M-2 Certificates;
(viii) to the Holders of the Class M-3 Certificates, the Accrued
Certificate Interest thereon for such Distribution Date, plus any Accrued
Certificate
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
80
<PAGE>
Interest thereon remaining unpaid from any previous Distribution Date,
except as provided below;
(ix) to the Holders of the Class M-3 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date minus (y) the
amount of any Class A-14 Collection Shortfalls for such Distribution
Date or remaining unpaid for all previous Distribution Dates, to the
extent the amounts available pursuant to clause (x) of Sections
4.02(a)(xi), (xiii), (xiv) and (xv) are insufficient therefor, applied
in reduction of the Certificate Principal Balance of the Class M-3
Certificates;
(x) 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;
(xi) to the Holders of the Class B-1 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date minus (y) the
amount of any Class A-14 Collection Shortfalls for such Distribution
Date or remaining unpaid for all previous Distribution Dates, to the
extent the amounts available pursuant to clause (x) of Sections
4.02(a)(xiii), (xiv) and (xv) are insufficient therefor, applied in
reduction of the Certificate Principal Balance of the Class B-1
Certificates;
(xii) 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;
(xiii) to the Holders of the Class B-2 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date minus (y) the
amount of any Class A-14 Collection Shortfalls for such Distribution
Date or remaining unpaid for all previous Distribution Dates, to the
extent the amounts available pursuant to clause (x) of Sections
4.02(a)(xiv) and (xv) are insufficient therefor, applied in reduction
of the Certificate Principal Balance of the Class B-2 Certificates;
(xiv) to the Holders of the Class B-3 Certificates, an
amount equal to (x) 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 (y) the amount of any Class A-14 Collection
Shortfalls for such Distribution Date or remaining unpaid for all
previous Distribution Dates to the extent the amounts available
pursuant to clause (x) of Section 4.02(a)(xv) are insufficient
therefor;
(xv) to the Holders of the Class B-3 Certificates, an
amount equal to (x) the Subordinate Principal Distribution Amount for
such Class of Certificates for such Distribution Date minus (y) the
amount of any Class A-14 Collection Shortfalls for such
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
81
<PAGE>
Distribution Date or remaining unpaid for all previous Distribution
Dates applied in reduction of the Certificate Principal Balance of the
Class B-3 Certificates;
(xvi) to the Class A Certificateholders and Class R
Certificateholders in the priority set forth in Section 4.02(b), the
portion, if any, of the Available Distribution Amount remaining after
the foregoing distributions, applied to reduce the Certificate
Principal Balances of such Class A and Class R Certificates, but in no
event more than the aggregate of the outstanding Certificate Principal
Balances of each such Class of Class A and Class R Certificates, and
thereafter, to each Class of Class M Certificates then outstanding
beginning with such Class with the lowest numerical designation, any
portion of the Available Distribution Amount remaining after the Class
A Certificates and Class R Certificates have been retired, applied to
reduce the Certificate Principal Balance of each such Class of Class M
Certificates, but in no event more than the outstanding Certificate
Principal Balance of each such Class of Class M Certificates; and
thereafter to each such Class of Class B Certificates then outstanding
beginning with such Class with the lowest numerical designation, any
portion of the Available Distribution Amount remaining after the Class
M Certificates have been retired, applied to reduce the Certificate
Principal Balance of each such Class of Class B Certificates, but in no
event more than the outstanding Certificate Principal Balance of each
such Class of Class B Certificates; and
(xvii) 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 of Class M Certificates then outstanding with
the highest numerical designation, or in the event the Class B Certificates and
Class M Certificates are no longer outstanding, the Class A and Class R
Certificates, Accrued Certificate Interest thereon remaining unpaid and Excess
Spread remaining unpaid from any previous Distribution Date will be
distributable only to the extent that such unpaid Accrued Certificate Interest
or Excess Spread 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) Distributions of principal on the Class A Certificates (other than
the Class A-2 Certificates, Class A-12 Certificates and Class A-13 Certificates)
and Class R Certificates on each Distribution Date occurring prior to the
occurrence of the Credit Support Depletion Date will be made as follows:
(i) first, to the Class A-14 Certificates, until the
Certificate Principal Balance thereof is reduced to zero, an amount
(the "Class A-14 Principal Distribution Amount") equal to the aggregate
of:
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
82
<PAGE>
(A) the related Discount Fraction of the principal
portion of each Monthly Payment on each Discount Mortgage
Loan due during the related Due Period, whether or not
received on or prior to the related Determination Date,
minus the Discount Fraction of the principal portion of any
related Debt Service Reduction which together with other
Bankruptcy Losses exceeds the Bankruptcy Amount;
(B) the related Discount Fraction of the principal
portion of all unscheduled collections on each Discount
Mortgage Loan received during the preceding calendar month
(other than amounts received in connection with a Cash
Liquidation or REO Disposition of a Discount Mortgage Loan
described in clause (C) below), including Principal
Prepayments in Full, Curtailments and repurchases (including
deemed repurchases under Section 3.07(b)) of Discount
Mortgage Loans (or, in the case of a substitution of a
Deleted Mortgage Loan, the Discount Fraction of the amount
of any shortfall deposited in the Custodial Account in
connection with such substitution);
(C) in connection with the Cash Liquidation or REO
Disposition of a Discount Mortgage Loan that 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 (1) the applicable Discount Fraction
of the Stated Principal Balance of such Discount Mortgage
Loan immediately prior to such Distribution Date and (2) the
aggregate amount of the collections on such Mortgage Loan to
the extent applied as recoveries of principal;
(D) any amounts allocable to principal for any
previous Distribution Date (calculated pursuant to clauses
(A) through (C) above) that remain undistributed; and
(E) the amount of any Class A-14 Collection
Shortfalls for such Distribution Date and the amount of any
Class A-14 Collection Shortfalls remaining unpaid for all
previous Distribution Dates, but only to the extent of the
Eligible Funds for such Distribution Date;
(ii) an amount equal to the sum of (A) the Class A-7
Certificates' and the Class A-5 Certificates' pro rata shares, based on
the aggregate Certificate Principal Balance thereof relative to the
Certificate Principal Balances of all other classes of Senior
Certificates (other than the Class A-14 Certificates), of the aggregate
of the amounts set forth in clauses 4.02(a)(ii)(Y)(A), (D) and (F) and
(B) the amount described in clause 4.02(a)(ii)(Y)(E) shall be
distributed to the Class A-7 Certificates and the Class A-5
Certificates on a pro rata basis in proportion to their respective
Certificate Principal Balances in reduction of the Certificate
Principal Balances thereof; provided that if the aggregate of the
amounts set forth in clauses 4.02(a)(ii)(Y)(A) through (F) is more than
the balance of the Available Distribution Amount remaining after the
Senior Interest Distribution Amount and the Class A-14 Principal
Distribution Amount have been distributed, the amount paid to the Class
A-7 Certificates and the Class A-5 Certificates
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
83
<PAGE>
pursuant to this clause 4.02(b)(ii) shall be reduced by an amount equal
to the Class A-7 Certificates' and the Class A-5 Certificates' pro rata
shares of such difference based on the aggregate Certificate Principal
Balance thereof relative to the Certificate Principal Balance of all
other classes of Senior Certificates (other than the Class A-14
Certificates); provided, however, that the amount payable to the Class
A-5 Certificates pursuant to this clause shall be reduced by an amount
equal to the lesser of (x) an amount equal to the Lockout Distribution
Percentage times the portion of the collections described in clauses
4.02(a)(ii)(Y)(A), (D) and (F) that would otherwise be distributed to
the Class A-5 Certificates and (y) an amount equal to the aggregate
Certificate Principal Balance of the Senior Certificates (other than
the Class A-5, Class A-7 and Class A-14 Certificates) to the extent
such portion remains following all other distributions to be made on
such Distribution Date (without giving effect to this clause
4.02(b)(ii));
(iii) the balance of the Senior Principal Distribution
Amount, if any, remaining after the distributions described in clause
4.02(b)(ii) above shall be distributed concurrently to the Class R-I
Certificates and the Class R-II Certificates, with such amount to be
allocated on a pro rata basis in proportion to their respective
Certificate Principal Balance until the Certificate Principal Balance
thereof has been reduced to zero;
(iv) the balance, if any, of the Senior Principal
Distribution Amount remaining after the distributions described in
clauses 4.02(b)(ii) and 4.02(b)(iii) above shall be distributed as
follows:
(A) first, 21.8749995863%, 5.7241622555%,
62.6169414831% and 9.7838966751% of the amount concurrently
to the Class A-1 Certificates, Class A-8 Certificates, Class
A-10 Certificates and Class A-11 Certificates, respectively,
until the Certificate Principal Balance of the Class A-8
Certificates has been reduced to zero; and
(B) second, 21.8749995863%, 5.7241622555%,
62.6169414831% and 9.7838966751% of the amount concurrently
to the Class A-1 Certificates, Class A-9 Certificates, Class
A-10 Certificates and Class A-11 Certificates until the
Certificate Principal Balances of the Class A-1
Certificates, Class A-10 Certificates and Class A-11
Certificates have been reduced to zero and the Certificate
Principal Balance of the Class A-9 Certificates has been
reduced to $6,000,864;
(C) third, 68.8280796124% and 31.1719203876% to the
Class A-3 Certificates and the Class A-9 Certificates,
respectively, until the Certificate Principal Balances
thereof have been reduced to zero;
(D) fourth, to the Class A-6 Certificates until the
Certificate Principal Balance of the Class A-6 Certificates
has been reduced to $1,927,423; and
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
84
<PAGE>
(E) fifth, 78.1655076459% and 21.8344923541% to the
Class A-4 Certificates and Class A-6 Certificates,
respectively, until the Certificate Principal Balances
thereof have been reduced to zero.
(c) On or after the occurrence of the Credit Support Depletion Date but
prior to the reduction of the Class A-7 Certificates to zero, all priorities
relating to distributions as described above in respect of principal among the
Senior Certificates (other than the Class A-14 Certificates) will be disregarded
and an amount equal to the Discount Fraction of the principal portion of
scheduled or unscheduled payments received or advanced in respect of Discount
Mortgage Loans will be distributed to the Class A-14 Certificates, and the
Senior Principal Distribution Amount will be distributed to the remaining Senior
Certificates pro rata in accordance with their respective outstanding
Certificate Principal Balances and the amount set forth in Section 4.02 (a)(i)
herein will be distributed as set forth therein; provided that the aggregate
amount distributable to the Class A-6 and Class A-7 Certificates will be
distributed among such Certificates in the following priority: first, to the
Class A-6 Certificates, up to an amount equal to the Accrued Certificate
Interest thereon; second, to the Class A-6 Certificates, up to the Super Senior
Optimal Principal Distribution Amount, in reduction of the Certificate Principal
Balance thereof, until such Certificate Principal Balance has been reduced to
zero; third, to the Class A-7 Certificates, up to an amount equal to the Accrued
Certificate Interest thereon; and fourth, to the Class A-7 Certificates, the
remainder of the amount so distributable among the Class A-6 and Class A-7
Certificates, until the Certificate Principal Balance thereof is reduced to
zero.
(d) On or after the occurrence of the Credit Support Depletion Date and
upon reduction of the Certificate Principal Balance of the Class A-7
Certificates to zero, all priorities relating to distributions as described
above in respect of principal among the various classes of Senior Certificates
(other than the Class A-14 Certificates) will be disregarded and an amount equal
to the Discount Fraction of the principal portion of scheduled or unscheduled
payments received or advanced in respect of Discount Mortgage Loans will be
distributed to the Class A- 14 Certificates and the Senior Principal
Distribution Amount will be distributed among all Classes of Senior Certificates
(other than the Class A-14 Certificates) pro rata in accordance with their
respective outstanding Certificate Principal Balances and the amount set forth
in Section 4.02(a)(i) will be distributed as set forth therein.
(e) After reduction of the Certificate Principal Balances of the Senior
Certificates (other than the Class A-5 Certificates, Class A-7 Certificates and
Class A-14 Certificates) to zero but prior to the occurrence of the Credit
Support Depletion Date, the Available Distribution Amount will be paid solely to
the holders of the Class A-5, Class A-7, Class A-14, Variable Strip, if any,
Class M and Class B Certificates and the owner of the Excess Spread, provided
that the aggregate amount of all full and partial Principal Prepayments made by
the respective Mortgagors (other than the related Discount Fraction of such
Principal Prepayments, with respect to each Discount Mortgage Loan and any
portion thereof payable to the Class A-5 Certificate or Class A-7 Certificate
pursuant to clause 4.02(b)(ii)) during the preceding calendar month will be
distributed as follows: (i) on any Distribution Date prior to the Distribution
Date occurring in December 1999 on which the Prepayment Allocation Test is met,
the Class M Certificates and Class B Certificates in the aggregate will receive
50% of their pro rata share
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
85
<PAGE>
of such Principal Prepayments and the Class A-5 Certificates and Class A-7
Certificates will receive the remainder of such Principal Prepayments on a pro
rata basis, (ii) on any Distribution Date occurring on or after the Distribution
Date in December 1999 but prior to the Distribution Date in December 2005 on
which the Prepayment Allocation Test is met, such Principal Prepayments will be
distributed on a pro rata basis between the Class A-5 Certificates, the Class
A-7 Certificates and the Class M Certificates and Class B Certificates,
collectively, and (iii) on any Distribution Date occurring prior to the
Distribution Date occurring in December 2005 on which the Prepayment Allocation
Test is not met, all Principal Prepayments will be distributed to the Holders of
the Class A-5 Certificates and Class A-7 Certificates on a pro rata basis. The
Prepayment Allocation Test will not apply on any Distribution Date on or after
the Distribution Date occurring in December 2005.
(f) After reduction of the Certificate Principal Balances of the Senior
Certificates (other than the Class A-14 Certificates) to zero but prior to the
Credit Support Depletion Date, the Senior Certificates (other than the Class
A-14 Certificates) will be entitled to no further distributions of principal
thereon and the Available Distribution Amount will be paid solely to the holders
of the Class A-14, Class M and Class B Certificates and the owner of the Excess
Spread.
(g) 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 Class or Classes to which such
Realized Loss was allocated or to the Owner of the Excess Spread, if applicable
(with the amounts to be distributed allocated among such Classes and the Excess
Spread in the same proportions as such Realized Loss was allocated), and within
each such Class to the Certificateholders of record as of the Record Date
immediately preceding the date of such distribution (or if such Class of
Certificates is no longer outstanding, to the Certificateholders of record at
the time that such Realized Loss was allocated); provided that no such
distribution to any Class of Certificates of subsequent recoveries related to a
Mortgage Loan shall exceed, either individually or in the aggregate and together
with any other amounts paid in reimbursement therefor, the amount of the related
Realized Loss that was allocated to such Class of Certificates. Notwithstanding
the foregoing, no such distribution shall be made with respect to the Excess
Spread or the Certificates of any Class to the extent that either (i) such
Excess Spread or Class was protected against the related Realized Loss pursuant
to any instrument or fund established under Section 12.01(e) or (ii) such Excess
Spread or 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
86
<PAGE>
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.
(h) 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.
(i) 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 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 required to surrender their Certificates pursuant to Section
9.01(c) do not surrender their Certificates for final cancellation, the Trustee
shall cause funds distributable with respect to such Certificates 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).
Section 4.03. Statements to Certificateholders and the Owner of
the Excess Spread.
(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
Owner of the Excess Spread and the Company a statement setting forth the
following information as to the Excess Spread and 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 Holders
of such Class of Certificates allocable to interest and to the Owner of the
Excess Spread;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
87
<PAGE>
(iii) if the distribution to the Holders of such Class of
Certificates or such Owner is less than the full amount that would be
distributable to such Holders or Owner 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 M and Class B
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 related Subordinate Principal
Distribution Amount and Prepayment Distribution Percentage, if applicable;
(viii) 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;
(ix) the number, aggregate principal balance and
book value of any REO Properties;
(x) 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;
(xi) the Pass-Through Rates on the Class A-1, Class
A-2, Class A-11 and Class A-12 Certificates for such Distribution Date,
separately identifying LIBOR for such Distribution Date;
(xii) 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;
(xiii) the weighted average Spread Rate for such
Distribution Date and the Pass-Through Rate on any Class of Variable Strip
Certificates;
(xiv) the occurrence of the Credit Support Depletion Date
and the Accretion Termination Date;
(xv) the Adjusted Senior Accelerated Distribution
Percentage applicable to such distribution;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
88
<PAGE>
(xvi) the Adjusted Senior Percentage for such Distribution Date;
(xvii) the aggregate amount of Realized Losses for such Distribution
Date;
(xviii) the aggregate amount of any recoveries on previously foreclosed
loans from Sellers due to a breach of representation or warranty;
(xix) the weighted average remaining term to maturity of the Mortgage
Loans after giving effect to the amounts distributed on such Distribution Date;
(xx) the weighted average Mortgage Rates of the Mortgage Loans after
giving effect to the amounts distributed on such Distribution Date; and
(xxi) the occurrence of the Senior Principal Adjustment Date.
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 shall
forward, or cause to be forwarded, to each Person who at any time during the
calendar year was the Owner of the Excess Spread or 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 shall be deemed to
have been satisfied to the extent that substantially comparable information
shall be provided by the Master Servicer 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 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 shall be deemed to have been satisfied to the extent that
substantially comparable information shall be provided by the Master Servicer
pursuant to any requirements of the Code.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
89
<PAGE>
(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, any Paying Agent and the Company (the information in such
statement to be made available to Certificateholders and the Owner of the Excess
Spread by the Master Servicer on request) setting forth (i) the Available
Distribution Amount and (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). 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 the Net Mortgage Rate), less the amount of any related Debt Service
Reductions or reductions in the amount of interest collectable from the
Mortgagor pursuant to the Soldiers' and Sailors' Civil Relief Act of 1940, as
amended, 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 and the Excess Spread 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
90
<PAGE>
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 Seller 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, Extraordinary Losses, Excess Bankruptcy Losses or
Excess Fraud 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;
fourth, to the Class M-3 Certificates until the Certificate Principal Balance
thereof has been reduced to zero; fifth, to the Class M-2 Certificates until the
Certificate Principal Balance thereof has been reduced to zero; sixth, to the
Class M-1 Certificates until the Certificate Principal Balance thereof has been
reduced to zero; and, thereafter, if such Realized Losses are on a Discount
Mortgage Loan, to the Class A-14 Certificates, in an amount equal to the
Discount Fraction of the principal portion thereof, and the remainder of such
Realized Losses and the entire amount of such Realized Losses on Non-Discount
Mortgage Loans among all the Class A Certificates (other than the Class A-14
Certificates), Class R Certificates and, in respect of the interest portion of
such Realized Losses, the Excess Spread, on a pro rata basis, as
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
91
<PAGE>
described below. Any Excess Special Hazard Losses, Excess Bankruptcy Losses,
Excess Fraud Losses and Extraordinary Losses on Non-Discount Mortgage Loans will
be allocated among the Class A (other than the Class A-14 Certificates), Class
M, Class B and Class R Certificates, and, in respect of the interest portion of
such Realized Losses, the Excess Spread, on a pro rata basis, as described
below. The principal portion of such losses on Discount Mortgage Loans will be
allocated to the Class A-14 Certificates in an amount equal to the related
Discount Fraction thereof, and the remainder of such losses on Discount Mortgage
Loans will be allocated among the Class A Certificates (other than the Class
A-14 Certificates), Class M, Class B and Class R Certificates on a pro rata
basis, as described below; except that the Defaulted Mortgage Losses otherwise
allocable to the Class A-6 Certificates will be allocated to the Class A-7
Certificates until the Certificate Principal Balance thereof is reduced to zero.
As used herein, an allocation of a Realized Loss on a "pro rata basis"
among two or more specified Classes of Certificates and the Excess Spread means
an allocation on a pro rata basis, among the various Classes so specified and
the Excess Spread, 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
or amount of Excess Spread payable on such Distribution Date (without regard to
any Compensating Interest for such Distribution Date) 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 B Certificates or, after the Certificate Principal Balances of the Class B
Certificates have been reduced to zero, to the Class of Class M 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 mortgage interests 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
92
<PAGE>
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, the Trustee or the Trust Fund
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, 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 to the Class or Classes of Certificates that would have borne 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 the amount of any Realized Loss shall be recoverable pursuant to the
provisions for the recovery of unreimbursed Advances under Section 4.02(a) or,
to the extent not recoverable under such provisions, as a Nonrecoverable Advance
as set forth herein.
Section 4.08. Distributions on the Uncertificated REMIC I and
REMIC II Regular
Interests.
(a) On each Distribution Date the Trustee shall be deemed to
distribute to itself, as the holder of the Uncertificated REMIC I Regular
Interests, the Uncertificated REMIC I Regular Interest Distribution Amounts in
the following order of priority to the extent of the Available Distribution
Amount reduced by distributions made to the Class R-I Certificates pursuant to
Section 4.02(a):
(i) Uncertificated Accrued Interest on the
Uncertificated REMIC I Regular
Interests for such Distribution Date, plus any Uncertificated Accrued
Interest thereon
remaining unpaid from any previous Distribution Date; and
(ii) In accordance with the priority set forth in Section
4.08(b), an amount equal to the sum of the amounts in respect of
principal distributable on the Class A-1, Class A-3, Class A-4, Class
A-5, Class A-6, Class A-7, Class A-8, Class A-9, Class A-10, Class
A-11, Class A-14, Class M-1, Class M-2, Class M-3, Class B-1, Class
B-2, Class B-3 and Class R-II Certificates under Section 4.02(a), as
allocated thereto pursuant to Section 4.02(b).
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
93
<PAGE>
(b) The amount described in Section 4.08(a)(ii) shall be
deemed distributed to (i) Uncertificated REMIC I Regular Interest S, (ii)
Uncertificated REMIC I Regular Interest T, (iii) Uncertificated REMIC I Regular
Interest U, (iv) Uncertificated REMIC I Regular Interest V, (v) Uncertificated
REMIC I Regular Interest W, (vi) Uncertificated REMIC I Regular Interest X and
(vii) Uncertificated REMIC I Regular Interest Y with the amount to be
distributed allocated among such interests in accordance with the priority
assigned to the (i) Class A-1 Certificates, (ii) Class A-11 Certificates, (iii)
Class A-10 Certificates, (iv) Class A-8 Certificates and Class A-9 Certificates,
(v) Class A-3 Certificates, (vi) Class A-4, Class A-5, Class A-6, Class A-7,
Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class R-II
Certificates and (vii) Class A-14 Certificates, respectively, under Section
4.02(b) until the Uncertificated Principal Balance of each such interest is
reduced to zero.
(c) The portion of the Uncertificated REMIC I Regular
Interest Distribution Amounts described in Section 4.08(a)(ii) shall be deemed
distributed by REMIC I to REMIC II in accordance with the priority assigned to
the REMIC II Certificates relative to that assigned to the REMIC I Certificates
under Section 4.02(b).
(d) In determining from time to time the Uncertificated
REMIC I Regular Interest S Distribution Amount, Uncertificated REMIC I Regular
Interest T Distribution Amount, Uncertificated REMIC I Regular Interest U
Distribution Amount, Uncertificated REMIC I Regular Interest V Distribution
Amount, Uncertificated REMIC I Regular Interest W Distribution Amount,
Uncertificated REMIC I Regular Interest X Distribution Amount, Uncertificated
REMIC I Regular Interest Y Distribution Amount and Uncertificated REMIC I
Regular Interest Z Distribution Amount, Realized Losses allocated to the Class
A-1 and Class A-2 Certificates under Section 4.05 shall be deemed allocated to
Uncertificated REMIC I Regular Interest S; Realized Losses allocated to the
Class A-11 Certificates and Class A-12 Certificates under Section 4.05 shall be
deemed allocated to Uncertificated REMIC I Regular Interest T; Realized Losses
allocated to the Class A-10 Certificates, under Section 4.05 shall be deemed
allocated to Uncertificated REMIC I Regular Interest U; Realized Losses
allocated to the Class A-8 and Class A-9 Certificates under Section 4.05 shall
be deemed allocated to Uncertificated REMIC I Regular Interest V; Realized
Losses allocated to the Class A-3 Certificates and Class A-13 Certificates under
Section 4.05 shall be deemed allocated to Uncertificated REMIC I Regular
Interest W; Realized Losses allocated to the Class A-4, Class A-5, Class A-6,
Class A-7, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and
Class R-II Certificates under Section 4.05 shall be deemed allocated to
Uncertificated REMIC I Regular Interest X; Realized Losses allocated to the
Class A-14 Certificates under Section 4.05 shall be deemed allocated to
Uncertificated REMIC I Regular Interest Y; and Realized Losses allocated to the
Excess Spread under Section 4.05 shall be deemed allocated to the Uncertificated
REMIC I Regular Interest Z.
(e) On each Distribution Date the Trustee shall be deemed to
distribute from REMIC II, in the priority set forth in Sections 4.02(a) and (b),
to the Class A-1, Class A-2, Class A-3, Class A-4, Class A-5, Class A-6, Class
A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class A-12, Class A-13, Class
A-14, Class M-1, Class M-2, Class M-3, Class B-1, Class B-2, Class B-3 and Class
R-II Certificates and to the Owner of the Excess Spread the
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
94
<PAGE>
amounts distributable thereon, from the Uncertificated REMIC I Regular Interest
Distribution Amounts deemed to have been received by REMIC II from REMIC I under
this Section 4.08.
(f) Notwithstanding the deemed distributions on the
Uncertificated REMIC I Regular Interests and to the Owner of the Excess Spread
described in this Section 4.08, distributions of funds from the Certificate
Account shall be made only in accordance with Section 4.02.
Section 4.09. Reserved.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
95
<PAGE>
ARTICLE V
THE CERTIFICATES AND EXCESS SPREAD
Section 5.01. The Certificates.
(a) The Class A, Class M, Class B and Class R Certificates,
respectively, shall be substantially in the forms set forth in Exhibits A, B, C
and D 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 and in the case of any Certificates issued on the Closing Date,
upon receipt by the Trustee or one or more Custodians of the documents specified
in Section 2.01. The Class A-1, Class A-2, Class A-4, Class A-5, Class A-6,
Class A-7, Class A-8, Class A-9, Class A-10, Class A-11, Class A-12 and Class
A-13 Certificates shall be issuable in minimum dollar denominations of $25,000
and integral multiples of $1 (in the case of the Class A-14 Certificates and the
Class M-1 Certificates, $1,000) in excess thereof. The Class A-3 Certificates
shall be issuable in minimum dollar denominations of $1,000 and integral
multiples of $1,000 in excess thereof. The Class M-2, Class M-3, Class B-1,
Class B-2 and Class B-3 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 A-11, Class M-1, Class M-2, Class M-3,
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 A-14 $1,190.16
Class M-1 $1,400.00
Class M-2 $1,100.00
Class M-3 $1,300.00
Class B-1 $1,800.00
Class B-2 $1,500.00
Class B-3 $1,086.60
The Class R-I, Class R-II and Variable Strip Certificates shall be
issuable in minimum denominations of not less than a 20% Percentage Interest;
provided, however, that one Class R-I Certificate and one Class R-II Certificate
will be issuable to Residential Funding as "tax matters person" pursuant to
Section 10.01(c) and (e) 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
96
<PAGE>
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, other than the Class A-14 and Variable
Strip 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
Certificateholders shall hold their respective Ownership Interests in and to
each of the Class A Certificates, other than the Class A-14 Certificates and
Variable Strip 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. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
97
<PAGE>
and performed by the Trustee, and the Trustee and the Master Servicer shall
recognize the Holders of the Definitive Certificates as Certificateholders
hereunder.
(c) From time to time the Company, with the written consent of the
Owner of the Excess Spread, may cause an additional Class of Class A
Certificates which are Variable Strip Certificates to be issued under this
Agreement, which shall bear a numerical designation immediately sequentially
following the highest numerical designation of Class A Certificates previously
issued and which on and after the date of issuance of such Class of Variable
Strip Certificates will evidence ownership of the Uncertificated REMIC Regular
Interest or Interests specified by the Company. The Variable Strip Certificates
shall be substantially in the forms set forth in Exhibit A 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 in
accordance with Section 5.01(a).
Section 5.02. Registration of Transfer and Exchange of Certificates
and Restrictions on
Transfer of Excess Spread.
(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 M, 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
Certificate shall be made unless such transfer, sale, pledge or other
disposition is exempt from the registration
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
98
<PAGE>
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
provided in Section 5.02(e), in the event that a transfer of a Class B
Certificate is to be made either (i)(A) 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;
provided that such Opinion of Counsel will not be required in connection with
the initial transfer of any such Certificate by the Company or any Affiliate
thereof to an Affiliate of the Company and (B) the Trustee shall require the
transferee to execute a representation letter, substantially in the form of
Exhibit J hereto, and the Trustee shall require the transferor to execute a
representation letter, substantially in the form of Exhibit K 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; provided, however, that such representation
letters will not be required in connection with any transfer of any such
Certificate by the Company or any Affiliate thereof to an Affiliate of the
Company, and the Trustee shall be entitled to conclusively rely upon
representation from the Company, in writing, of the status of such transferee as
an Affiliate of the Company and that each such Affiliate is deemed to have made
the representation set forth in Exhibit K and Exhibit J, or (ii) the prospective
transferee of such a Certificate shall be required to provide the Trustee, the
Company and the Master Servicer with an investment letter substantially in the
form of Exhibit L attached hereto (or such other form as the Company in its sole
discretion deems acceptable), 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 (A) 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 (B) is aware that the proposed transferor intends to rely on the
exemption from registration requirements under the Securities Act of 1933, as
amended, provided by Rule 144A. The Holder of any such Certificate desiring to
effect any such 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.
(e) In the case of any Class A-7, Class M, 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) (a "Plan"), any
Person acting, directly or indirectly, on behalf of any such Plan or any Person
acquiring such Certificates with "plan assets" of a Plan within the meaning of
the Department of Labor regulation promulgated at 29 C.F.R. ss.2510.3-101, the
prospective transferee shall provide the Trustee, the Company and the Master
Servicer with either (i) 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 of such Certificates is permissible under
applicable law, will not constitute or result in any prohibited transaction
under ERISA or Section 4975 of the Code and will not subject the Trustee, the
Company or the Master
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
99
<PAGE>
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, which Opinion of Counsel shall not be an expense of the Trustee, the
Company or the Master Servicer or (ii) in lieu of such Opinion of Counsel, a
certification in the form of Exhibit J-2 to this Agreement (with respect to any
Class M Certificate or Class B Certificate or a certification to the effect set
forth in paragraph 5 of Exhibit I-1 (with respect to any Class R Certificate),
which the Trustee may rely upon without further inquiry or investigation;
provided, however, that such Opinion of Counsel or certification will not be
required in connection with the initial transfer of any such Certificate by the
Company or any Affiliate thereof to an Affiliate of the Company (in which case,
the Company or any Affiliate thereof shall be deemed to have represented that
such Affiliate is not a Plan or a Person investing "plan assets" of any Plan)
and the Trustee shall be entitled to conclusively rely upon a representation
(which, upon the request of the Trustee, shall be a written representation) from
the Company of the status of such transferee as an Affiliate of the Company.
(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 I-1)
from the proposed Transferee, in form and substance satisfactory to the
Master Servicer, representing and warranting, among other things, that
it is 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 I-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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
100
<PAGE>
is assigned to this Agreement has actual knowledge that the proposed
Transferee is 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 I-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 I-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 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
101
<PAGE>
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 Certificates 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 M, 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) subject to Section 10.01(f), 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
either REMIC I or REMIC II to cease to qualify as a REMIC and
will not cause (x) either REMIC I or REMIC II 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
102
<PAGE>
by the Transfer of a Class R Certificate to a Person that is not a Permitted
Transferee.
(g) 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.
(h) All Certificates surrendered for transfer and exchange shall be
destroyed by the
Certificate Registrar.
(i) So long as any Excess Spread remains uncertificated, no transfer,
sale, pledge or other disposition thereof shall be made by Residential Funding.
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
Registrar and any agent of the Company, the Master Servicer, the Trustee 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,
and neither the Company, the Master Servicer, the Trustee, 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(g).
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
103
<PAGE>
Section 5.05. Appointment of Paying Agent.
The Trustee may appoint a Paying Agent for the purpose of making
distributions to the Certificateholders and the Owner of the Excess Spread
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 the Certificateholders and the Owner of the Excess Spread in the
amounts and in the manner provided for in Section 4.02, such sum to be held in
trust for the benefit of the Certificateholders and the Owner of the Excess
Spread.
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 the
Certificateholders and the Owner of the Excess Spread in trust for the benefit
of the Certificateholders and such Owner entitled thereto until such sums shall
be paid to such Certificateholders and such Owner. 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 and such Owner 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 outstanding Certificate Principal Balance of such Certificates plus the
sum of one month's Accrued Certificate Interest thereon and any previously
unpaid Accrued Certificate Interest.
(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 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
104
<PAGE>
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 outstanding Certificate Principal Balance
thereof plus the sum of one month's Accrued Certificate Interest thereon and any
previously unpaid Accrued Certificate Interest with respect thereto.
(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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
105
<PAGE>
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 each Rating Agency's ratings, if any,
of the Class A, Class M, 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).
(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 and the Company, is willing to service the Mortgage Loans and executes
and delivers to the Company and the Trustee an agreement, in form and substance
reasonably satisfactory to the Company and the Trustee, which contains an
assumption by such Person of the due and punctual performance and observance of
each covenant and condition to
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
106
<PAGE>
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 or the Owner of
the Excess Spread 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
107
<PAGE>
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 shall have assumed the Master Servicer's responsibilities and
obligations in accordance with Section 7.02.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
108
<PAGE>
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 the Owner of the Excess Spread or the
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 or the Company or to the Master
Servicer, the Company and the Trustee by the Owner of the Excess Spread
or 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 or the Company, or to the Master Servicer, the Company and
the Trustee by the Owner of the Excess Spread or the Holders of
Certificates of any Class evidencing, in the case of any 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
109
<PAGE>
(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 may, and
at the direction of Holders of Certificates or the Owner of the Excess Spread
entitled to at least 51% of the Voting Rights, the Trustee shall, by notice in
writing 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. If an Event of Default described in clause (vi)
hereof shall occur, the Trustee shall, 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
110
<PAGE>
Master Servicer hereunder the Company shall deliver to the Trustee a copy of the
Program Guide.
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 Trustee or, upon notice to the Company and with the Company'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(b) 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 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
111
<PAGE>
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 the
Certificateholders and the Owner of the Excess Spread at their respective
addresses appearing in the Certificate Register.
(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.
Section 7.04. Waiver of Events of Default.
The Holders representing at least 66% of the Voting Rights affected by
a default or Event of Default hereunder, and the Owner of the Excess Spread if
affected thereby, may waive such default or Event of Default; 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 the Owner of the Excess Spread if so affected and (b) no
waiver pursuant to this Section 7.04 shall affect the Holders of Certificates or
the Owner of the Excess Spread in the manner set forth in Section 12.01(b)(i),
(ii) or (iii). Upon any such waiver of a default or Event of Default by the
Holders representing the requisite percentage of Voting Rights affected by such
default or Event of Default, 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
112
<PAGE>
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 Owner of the Excess Spread 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. The Trustee covenants and agrees that it
shall perform its obligations hereunder in a manner so as to maintain the status
of both REMIC I and REMIC II as REMICs under the REMIC Provisions and (subject
to Section 10.01(f)) to prevent the imposition of any federal, state or local
income, prohibited transaction, contribution or other tax on either REMIC I or
REMIC II 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
113
<PAGE>
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 Certificateholders of
any Class holding Certificates which evidence, as to such Class,
Percentage Interests aggregating not less than 25% 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 Company or any Certificateholder
or the Owner of the Excess Spread; 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.
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,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
114
<PAGE>
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 or the Owner of the Excess Spread, pursuant to the
provisions of this Agreement, unless such Certificateholders or such
Owner shall have offered to the Trustee reasonable security or
indemnity against the costs, expenses and liabilities which may be
incurred therein or thereby; 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 Holders of Certificates of any Class evidencing, as to such Class,
Percentage Interests, aggregating not less than 50%; 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 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; 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
115
<PAGE>
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 (subject to Section
10.01(f)) it shall have obtained or been furnished with an Opinion of Counsel to
the effect that such contribution will not (i) cause either REMIC I or REMIC II
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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
116
<PAGE>
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 the Certificateholders or the Owner of the Excess Spread
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 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
117
<PAGE>
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 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 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 Company, 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 Company 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 Company determines that the Trustee has failed (i) to distribute or cause to
be distributed to the Certificateholders or the Owner of the Excess Spread any
amount required to be distributed hereunder, 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, then the Company 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) The Holders of Certificates or Excess Spread 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
118
<PAGE>
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 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 and the Owner of the Excess Spread 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
119
<PAGE>
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 or the Owner of the Excess
Spread 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 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
120
<PAGE>
for the benefit of the Certificateholders and the Owner of the Excess Spread.
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 12.01. The Trustee shall notify the Certificateholders
and the Owner of the Excess Spread 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 4 Albany Street, 8th
Floor, New York, New York 10006 for the purpose of keeping the Certificate
Register. The Trustee will maintain an office at the address stated in Section
12.05(c) hereof where notices and demands to or upon the Trustee in respect of
this Agreement may be served.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
121
<PAGE>
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 9.03, the respective obligations and
responsibilities of the Company, the Master Servicer and the Trustee created
hereby in respect of the Certificates and the Excess Spread (other than the
obligation of the Trustee to make certain payments after the Final Distribution
Date to Certificateholders and the Owner of the Excess Spread 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 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 if such fair market value is
less than such unpaid principal balance (net of any unreimbursed
Advances attributable to principal) on the day of repurchase plus
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, 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 either REMIC I or REMIC
II 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
122
<PAGE>
(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 and the Owner of the Excess Spread (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 the Certificateholders and the Owner of the Excess Spread
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 and the Excess Spread 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 in the case of the Class A
Certificates, Class M 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.
If the Master Servicer or the Company, as applicable, is obligated to give
notice to Certificateholders and the Owner of the Excess Spread as aforesaid, it
shall give such notice to the Certificate Registrar at the time such notice is
given to Certificateholders and the Owner of the Excess Spread. 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, Class M and the Class R Certificates,
upon presentation and surrender of the Certificates by the Certificateholders
thereof, the Trustee shall distribute to the Certificateholders (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 one month's Accrued Certificate Interest and (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 the Excess Spread. The Trustee shall also
distribute to the Owner the Excess Spread.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
123
<PAGE>
(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. Termination of REMIC II.
REMIC II shall be terminated on the earlier of the Final Distribution
Date and the date on which it is deemed to receive the last deemed distributions
on the Uncertificated REMIC I Regular Interests and the last distribution due on
the Class A, Class M, Class B and Class R-II Certificates is made.
Section 9.03. Additional Termination Requirements.
(a) REMIC I or REMIC II, as the case may be, shall be terminated in
accordance with the following additional requirements, unless (subject to
Section 10.01(f)) the Trustee and the Master Servicer have received an Opinion
of Counsel (which Opinion of Counsel shall not be an expense of the Trustee) to
the effect that the failure of REMIC I or REMIC II, as the case may be, to
comply with the requirements of this Section 9.02 will not (i) result in the
imposition on the Trust of taxes on "prohibited transactions," as described in
Section 860F of the Code, or (ii) cause either REMIC I or REMIC II 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 REMIC I and REMIC II, as the case may be, and
specify the first day of such period in a statement attached to the
Trust Fund's final Tax Return pursuant to Treasury regulations Section
1.860F-1. The Master Servicer also shall satisfy all of the
requirements of a qualified liquidation for REMIC I and REMIC II, as
the case may be, under Section 860F of the Code and regulations
thereunder;
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
124
<PAGE>
(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 or the Company 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 or the Company
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 REMIC I and REMIC II at the expense of the
Trust Fund in accordance with the terms and conditions of this Agreement.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
125
<PAGE>
ARTICLE X
REMIC PROVISIONS
Section 10.01. REMIC Administration.
(a) The REMIC Administrator shall make an election to treat
each of REMIC I and REMIC II as a REMIC under the Code and, if necessary, under
applicable state law. Each 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 the purposes of the
REMIC I election in respect of the Trust Fund, Uncertificated REMIC I Regular
Interests shall be designated as the "regular interests" and the Class R-I
Certificates shall be designated as the sole class of "residual interest" in
REMIC I. For the purposes of the REMIC II election in respect of the Trust Fund,
each of the Class A, Class M and Class B Certificates and the Excess Spread
shall be designated as the "regular interests" and the Class R-II Certificates
shall be designated as the sole class of "residual interests" in REMIC II. The
REMIC Administrator and the Trustee shall not permit the creation of any
"interests" (within the meaning of Section 860G of the Code) in REMIC I or REMIC
II other than the Uncertificated REMIC I Regular Interests and the Class R-I
Certificates and the REMIC II Certificates, the Excess Spread and the Class R-II
Certificates, respectively.
(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) The REMIC Administrator shall hold a Class R-I Certificate
and a Class R-II Certificate representing a 0.01% Percentage Interest of the
Class R-I Certificates and 0.01% of the Class R-II Certificates respectively,
and shall be designated as "the tax matters person" with respect to REMIC I and
REMIC II in the manner provided under Treasury regulations section 1.860F-4(d)
and temporary Treasury regulations section 301.6231(a)(7)-1T. The Remic
Administrator, as tax matters person, shall (i) act on behalf of REMIC I and
REMIC II 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 the REMIC Administrator 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 the REMIC
Administrator's willful misfeasance, bad faith or gross negligence. If the REMIC
Administrator is no longer the Master Servicer hereunder, at its option the
REMIC Administrator may continue its duties as REMIC Administrator and shall be
paid reasonable compensation not to exceed $3,000 per year by any successor
Master Servicer hereunder for so acting as the REMIC Administrator.
(d) The REMIC Administrator shall prepare or cause to be
prepared all of the Tax Returns that it determines are required with respect to
either REMIC I or REMIC II created
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
126
<PAGE>
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 REMIC Administrator without any
right of reimbursement therefor. The REMIC Administrator 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 the REMIC Administrator with such
information, within their respective control, as the REMIC Administrator may
from time to time request for the purpose of enabling the REMIC Administrator to
prepare Tax Returns.
(e) The REMIC Administrator 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 each of REMIC I and REMIC II.
(f) The Master Servicer and the REMIC Administrator shall take
such actions and shall cause each of REMIC I and REMIC II created hereunder to
take such actions as are reasonably within the Master Servicer's or the REMIC
Administrator's control and the scope of its duties more specifically set forth
herein as shall be necessary or desirable to maintain the status thereof as
REMICs under the REMIC Provisions (and the Trustee shall assist the Master
Servicer and the REMIC Administrator, to the extent reasonably requested by the
Master Servicer and the REMIC Administrator to do so). The Master Servicer and
the REMIC Administrator shall not knowingly or intentionally take any action,
cause each of REMIC I or REMIC II to take any action or fail to take (or fail to
cause to be taken) any action reasonably within their respective control, that,
under the REMIC Provisions, if taken or not taken, as the case may be, could (i)
endanger the status of either REMIC I or REMIC II as a REMIC or (ii) result in
the imposition of a tax upon each of REMIC I or REMIC II (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, in the absence of an Opinion of Counsel or the
indemnification referred to in this sentence, an "Adverse REMIC Event") unless
the Master Servicer or the REMIC Administrator, as applicable, has received 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 or the REMIC
Administrator, as applicable, 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, the REMIC
Administrator or the Trustee) to the effect that the contemplated action will
not, with respect to each of REMIC I or REMIC II created hereunder, endanger
such status or, unless the Master Servicer, the REMIC Administrator or both, as
applicable, determine in its or their sole discretion to indemnify the Trust
Fund against the imposition of such a tax, result in the imposition of such a
tax. Wherever in this Agreement a contemplated action may not be taken because
the timing of such action might result in the imposition of a tax on the Trust
Fund, or may only be taken pursuant to an Opinion of Counsel
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
127
<PAGE>
that such action would not impose a tax on the Trust Fund, such action may
nonetheless be taken provided that the indemnity given in the preceding sentence
with respect to any taxes that might be imposed on the Trust Fund has been given
and that all other preconditions to the taking of such action have been
satisfied. The Trustee shall not take or fail to take any action (whether or not
authorized hereunder) as to which the Master Servicer or the REMIC
Administrator, as applicable, 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
REMIC I or REMIC II or their assets, or causing REMIC I or REMIC II to take any
action, which is not expressly permitted under the terms of this Agreement, the
Trustee will consult with the Master Servicer or the REMIC Administrator, as
applicable, or its designee, in writing, with respect to whether such action
could cause an Adverse REMIC Event to occur with respect to REMIC I or REMIC II,
and the Trustee shall not take any such action or cause REMIC I or REMIC II to
take any such action as to which the Master Servicer or the REMIC Administrator,
as applicable, has advised it in writing that an Adverse REMIC Event could
occur. The Master Servicer or the REMIC Administrator, as applicable, 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 or the REMIC
Administrator. 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 REMIC
I and REMIC II 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 REMIC I or REMIC II created hereunder as defined in Section
860F(a)(2) of the Code, on "net income from foreclosure property" of REMIC I or
REMIC II as defined in Section 860G(c) of the Code, on any contributions to
REMIC I or REMIC II after the Startup Day therefor pursuant to Section 860G(d)
of the Code, or any other tax is imposed by the Code or any applicable
provisions of state or local tax 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 Article X, 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 and the Master Servicer shall, for federal
income tax purposes, maintain books and records with respect to REMIC I and
REMIC II 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 REMIC I or REMIC II
unless (subject to 10.01(f)) 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
128
<PAGE>
REMIC I or REMIC II will not cause REMIC I or REMIC II to fail to qualify as
REMICs at any time that any Certificates are outstanding or subject REMIC I or
REMIC II 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 (subject
to Section 10.01(f)) enter into any arrangement by which REMIC I or REMIC II
will receive a fee or other compensation for services nor permit either such
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
Excess Spread, the Certificate Principal Balance of each Class of Certificates
representing a regular interest in REMIC II and the Uncertificated Principal
Balance of each Uncertificated REMIC I Regular Interest would be reduced to zero
is December 25, 2026, which is the Distribution Date immediately following the
latest scheduled maturity of any Mortgage Loan.
(l) Within 30 days after the Closing Date, the REMIC
Administrator 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 REMIC I and REMIC II.
(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 Trust Fund,
(iii) the termination of REMIC I and REMIC II pursuant to Article IX of this
Agreement or (iv) a purchase of Mortgage Loans pursuant to Article II or III of
this Agreement) nor acquire any assets for REMIC I or REMIC II, nor sell or
dispose of any investments in the Custodial Account or the Certificate Account
for gain nor accept any contributions to REMIC I or REMIC II 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 REMIC I
and REMIC II as REMICs or (b) unless the Master Servicer has determined in its
sole discretion to indemnify the Trust Fund against such tax, cause REMIC I or
REMIC II to be subject to a tax on "prohibited transactions" or "contributions"
pursuant to the REMIC Provisions.
Section 10.02. Master Servicer, REMIC Administrator and Trustee
Indemnification.
(a) The Trustee agrees to indemnify the Trust Fund, the
Company, the REMIC Administrator 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 or the Master Servicer, as a result of a
breach of the Trustee's covenants set forth in Article VIII or this Article X.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
129
<PAGE>
(b) The REMIC Administrator agrees to indemnify the Trust
Fund, the Company, the Master Servicer 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, the Master Servicer or the Trustee, as
a result of a breach of the REMIC Administrator's covenants set forth in this
Article X with respect to compliance with the REMIC Provisions, including
without limitation, any penalties arising from the Trustee's execution of Tax
Returns prepared by the REMIC Administrator that contain errors or omissions;
provided, however, that such liability will not be imposed to the extent such
breach is a result of an error or omission in information provided to the REMIC
Administrator by the Master Servicer in which case Section 10.02(c) will apply.
(c) The Master Servicer agrees to indemnify the Trust Fund,
the Company, the REMIC Administrator 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 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, including without
limitation, any penalties arising from the Trustee's execution of Tax Returns
prepared by the Master Servicer that contain errors or omissions.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
130
<PAGE>
ARTICLE XI
[RESERVED]
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
131
<PAGE>
ARTICLE XII
MISCELLANEOUS PROVISIONS
Section 12.01. Amendment.
(a) This Agreement or any Custodial Agreement may be amended from time
to time by the Company, the Master Servicer and the Trustee, 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 or desirable to maintain the
qualification of the REMIC I or REMIC II 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-I Certificates and Class R-II Certificates, by virtue of
their being the "residual interests" in REMIC I and REMIC II,
respectively, 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
(subject to Section 10.01(f)), as evidenced by an Opinion of Counsel
(at the expense of the party seeking so to modify, eliminate or add
such provisions), cause either REMIC I or REMIC II 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
132
<PAGE>
(vi) to provide for all or a portion of the
Excess Spread to be
certificated and designated as a Variable Strip Certificate, or
(vii) 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 Holders of Certificates evidencing in the aggregate not less than
66% of the Percentage Interests of each Class of Certificates affected thereby
and the Owner of the Excess Spread, if 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 or of the Excess
Spread; 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 or the Excess Spread without the consent of the Holder of
such Certificate or the Owner of the Excess Spread,
(ii) 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 (subject to Section 10.01(f) and 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 either REMIC I or REMIC
II to fail to qualify as a REMIC at any time that any Certificate is
outstanding. The Trustee may but shall not be obligated to enter into any
amendment pursuant to this Section that affects its rights, duties and
immunities and this agreement or otherwise; provided however, such consent shall
not be unreasonably withheld.
(d) Promptly after the execution of any such amendment the Trustee
shall furnish written notification of the substance of such amendment to each
Certificateholder and the Owner of the Excess Spread. It shall not be necessary
for the consent of Certificateholders under this Section 12.01 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.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
133
<PAGE>
(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 Treasury
Regulations Section 1.860G-2(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 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 M
Certificateholders, the Master Servicer or the Trustee, as applicable; provided
that the Company obtains (subject to Section 10.01(f)) 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) either REMIC I or
REMIC II 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 M (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 N, 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 12.02. 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 Holders of Certificates entitled to at least 25% of
the Voting Rights), but only upon direction
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
134
<PAGE>
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 12.03. 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 or the Owner of the
Excess Spread from time to time as partners or members of an association; nor
shall any Certificateholder or the Owner of the Excess Spread 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) Neither the Owner of the Excess Spread nor any 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
a written notice of default and of the continuance thereof, as hereinbefore
provided, 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 and the Owner of the Excess Spread 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 12.03, each and every Certificateholder and the
Trustee shall be entitled to such relief as can be given either at law or in
equity.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
135
<PAGE>
Section 12.04. 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 12.05. 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, 10 Universal City Plaza, Suite 2100, Universal
City, California 91608, Attention: Ms. Becker 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, Four Albany Street, New York, New York
10006, Attention: Residential Funding Corporation Series 1996-S23 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 Fitch, One State Street Plaza, New
York, New York 10004 or such other address as may hereafter be furnished to the
Company, Trustee and the Master Servicer in writing by Fitch and (e) in the case
of Standard & Poor's, 25 Broadway, New York, New York 10004 or such other
address as may be hereafter furnished to the Company, Trustee and Master
Servicer by Standard & Poor's. 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 12.06. Notices to Rating Agency.
The Company, the Master Servicer or the Trustee, as applicable, shall
notify each Rating Agency and the 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 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,
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
136
<PAGE>
(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 and the Owner of the Excess Spread 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 or the Owner of the Excess Spread
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 and the Subservicer of any such
event known to the Master Servicer.
Section 12.07. 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.
Section 12.08. 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
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
137
<PAGE>
Certificates initially issued hereunder, the adoption of the Supplemental
Article shall not constitute an "amendment" of this Agreement.
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 for 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 REMIC I or REMIC II as a REMIC or
(subject to Section 10.01(f)) 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 860G(d) of the Code.
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
138
<PAGE>
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: /s/ Randy Van Zee
Name: Randy Van Zee
Title: Vice President
Attest: /s/ Diane S. Wold
Name: Diane S. Wold
Title: Director
RESIDENTIAL FUNDING CORPORATION
[Seal]
By: /s/ Diane S. Wold
Name: Diane S. Wold
Title: Director
Attest: /s/ Randy Van Zee
Name: Randy Van Zee
Title: Vice President
BANKERS TRUST COMPANY,
as Trustee
[Seal]
By: /s/ Vada Haight
Name: Vada Haight
Title: Assistant Vice President
Attest: /s/ Jennifer R. Cunningham
Name: Jennifer R. Cunningham
Title: Assistant Vice President
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 27th day of November, 1996 before me, a notary public
in and for said State, personally appeared Randy Van Zee, 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.
/s/ Savannah Caldwell
Notary Public
[Notarial Seal]
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 27th day of November, 1996 before me, a notary public
in and for said State, personally appeared Diane S. Wold, known to me to be a
Director 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.
/s/ Savannah Caldwell
Notary Public
[Notarial Seal]
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
STATE OF )
) ss.:
COUNTY OF )
On the 27th day of November, 1996 before me, a notary public
in and for said State, personally appeared Vada Haight, known to me to be an
Assistant Vice President of Bankers Trust Company, a national banking
corporation 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.
/s/ David C. West
Notary Public
[Notarial Seal]
[NY01:237536.5] 16069-00380 11/27/96 2:54pm
<PAGE>
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.
[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.]
[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 NOVEMBER 27, 1996. ASSUMING THAT THE MORTGAGE
LOANS PREPAY AT _____% OF THE STANDARD 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] [$100,000] OF [INITIAL CERTIFICATE PRINCIPAL BALANCE]
[NOTIONAL AMOUNT], THE YIELD TO MATURITY IS ___% AND THE AMOUNT OF
OID ATTRIBUTABLE TO THE INITIAL ACCRUAL PERIOD IS NO MORE THAN
$_______ PER [$1,000] [$100,000] OF [INITIAL CERTIFICATE PRINCIPAL
BALANCE] [NOTIONAL AMOUNT], 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.]
<PAGE>
Certificate No. ____ [___%] Pass-Through Rate
Class A-__ Senior [Variable Pass-Through Rate
Date of Pooling and Servicing based on a Notional
Amount]
Agreement and Cut-off Date:
November 1, 1996 [Percentage Interest: ___%]
Aggregate [Initial Certificate
Principal Balance] of the Class A-__
Certificates:
First Distribution Date: [Aggregate Notional Amount
[December 26, 1996] of the Class A-_ Certificates]
Master Servicer: [Initial] [Certificate Principal
Residential Funding Balance] [Notional Amount] of
this
Corporation Certificate: $_____________]
Assumed Final
Distribution Date: CUSIP __________-_____
November 25, 2026
MORTGAGE PASS-THROUGH CERTIFICATE
SERIES 1996-S23
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 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 A-___ Certificates,
both as specified above)] in certain distributions with respect to
the Trust Fund consisting primarily of an interest in 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 Bankers Trust Company, 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. The
Notional Amount of the Class A-__ Certificates as of any date of
determination is equal to the aggregate Stated Principal Balance
of the Mortgage Loans corresponding to the related Uncertificated
REMIC Regular Interests represented by the Class A-__ Certificates
immediately prior to such date. The Class A-__ Certificates have
no Certificate Principal Balance.
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: BANKERS TRUST COMPANY,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class A-__ Certificates referred to
in the within-mentioned Agreement.
BANKERS TRUST COMPANY,
as Certificate Registrar
By:
Authorized Signatory<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned hereby sell(s),
assign(s) and transfer(s) unto
(Please print or typewrite
name and address including postal zip code of assignee) a
Percentage Interest evidenced by the within Mortgage Pass-Through
Certificate and hereby authorizes the transfer of registration 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 denomination 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.<PAGE>
EXHIBIT B
FORM OF CLASS M CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS
A CERTIFICATES AND CLASS R CERTIFICATES [AND CLASS M-1
CERTIFICATES] AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).
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 "CODE").
NO TRANSFER OF THIS CERTIFICATE MAY BE MADE UNLESS THE
TRANSFEREE PROVIDES EITHER (I) AN OPINION OF COUNSEL SATISFACTORY
TO THE MASTER SERVICER, THE COMPANY AND THE TRUSTEE THAT THE
PURCHASE OF THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW,
WILL NOT CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED
TRANSACTION UNDER SECTION 406 OF THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE
CODE AND WILL NOT SUBJECT THE MASTER SERVICER, THE COMPANY OR THE
TRUSTEE TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE
UNDERTAKEN IN THE POOLING AND SERVICING AGREEMENT (THE
"AGREEMENT") OR (II) A CERTIFICATION IN THE FORM SET FORTH IN
EXHIBIT J-2 OF THE AGREEMENT.
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.
[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 NOVEMBER 27, 1996. ASSUMING THAT THE MORTGAGE
LOANS PREPAY AT _____% OF THE STANDARD 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.]<PAGE>
Certificate No. ___ [____%] Pass-Through
Rate
Class M- Subordinate Aggregate Certificate
Principal Balance
of the Class M Certificates:
Date of Pooling and Servicing $_______________
Agreement and Cut-off Date:
November 1, 1996 Initial Certificate Principal
Balance of this Certificate:
First Distribution Date: $_______________
December 26, 1996
CUSIP: _______-_____
Master Servicer:
Residential Funding Corporation
Assumed Final Distribution Date:
November 25, 2026
MORTGAGE PASS-THROUGH CERTIFICATE,
SERIES 1996-S23
evidencing a percentage interest in any distributions
allocable to the Class M-__ 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 M-__ 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 Bankers Trust Company, 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 M-__ 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 M-_ Certificate will be made
unless the transferee provides the Trustee with either (i) 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 the
Employee Retirement Income Security Act of 1974, as amended
("ERISA"), and Section 4975 of the Internal Revenue Code (the
"Code") and stating, among other things, that the transferee's
acquisition of a Class M-_ 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 in addition to
those undertaken in the Agreement or (ii) in lieu of such opinion
of counsel, a certification in the form set forth in Exhibit J-2
to 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.
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: BANKERS TRUST COMPANY,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class M-__ Certificates referred to
in the within-mentioned Agreement.
BANKERS TRUST COMPANY,
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 and address including postal zip code of assignee) a
Percentage Interest evidenced by the within Mortgage Pass-Through
Certificate and hereby authorizes the transfer of registration 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 denomination 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.<PAGE>
EXHIBIT C
FORM OF CLASS B CERTIFICATE
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS
A CERTIFICATES, CLASS R CERTIFICATES AND CLASS M 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 UNLESS THE TRANSFEREE
PROVIDES EITHER (I) AN OPINION OF COUNSEL SATISFACTORY TO THE
MASTER SERVICER, THE COMPANY AND THE TRUSTEE THAT THE PURCHASE OF
THIS CERTIFICATE IS PERMISSIBLE UNDER APPLICABLE LAW, WILL NOT
CONSTITUTE OR RESULT IN ANY NON-EXEMPT PROHIBITED TRANSACTION
UNDER SECTION 406 OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT
OF 1974, AS AMENDED ("ERISA"), OR SECTION 4975 OF THE CODE AND
WILL NOT SUBJECT THE MASTER SERVICER, THE COMPANY OR THE TRUSTEE
TO ANY OBLIGATION OR LIABILITY IN ADDITION TO THOSE UNDERTAKEN IN
THE POOLING AND SERVICING AGREEMENT (THE "AGREEMENT") OR (II) A
CERTIFICATION IN THE FORM SET FORTH IN EXHIBIT J-2 OF 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 NOVEMBER 27, 1996. ASSUMING THAT THE
MORTGAGE LOANS PREPAY AT _____% OF THE STANDARD 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.<PAGE>
Certificate No. __ [____%] Pass-Through
Rate
Class B-__ Subordinate Aggregate Certificate
Principal Balance
of the Class B-__
Certificates as of
Date of Pooling and Servicing the Cut-off
Date:
Agreement and Cut-off Date: $_______________
November 1, 1996
Initial Certificate Principal
Balance of this Certificate:
First Distribution Date: $_______________
December 26, 1996
Master Servicer:
Residential Funding Corporation
Assumed Final Distribution Date:
November 25, 2026
MORTGAGE PASS-THROUGH CERTIFICATE,
SERIES 1996-S23
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 Residential Funding Mortgage
Securities I, Inc. 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 Bankers Trust Company,
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 the transferee provides the Trustee with either (i) 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 the
Employee Retirement Income Security Act of 1974, as amended
("ERISA"), and Section 4975 of the Internal Revenue Code (the
"Code") and stating, among other things, that the transferee's
acquisition of a Class B 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 in addition to
those undertaken in the Agreement or (ii) in lieu of such opinion
of counsel, a certification in the form set forth in Exhibit J-2
to 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.
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: BANKERS TRUST COMPANY,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class M-__ Certificates referred to
in the within-mentioned Agreement.
BANKERS TRUST COMPANY,
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 and address including postal zip code of assignee) a
Percentage Interest evidenced by the within Mortgage Pass-Through
Certificate and hereby authorizes the transfer of registration 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 denomination 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.<PAGE>
EXHIBIT D
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").
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 FOREIGN GOVERNMENT, ANY INTERNATIONAL
ORGANIZATION, OR ANY AGENCY OR INSTRUMENTALITY OF ANY OF THE
FOREGOING, (B) ANY ORGANIZATION (OTHER THAN A COOPERATIVE
DESCRIBED IN SECTION 521 OF THE CODE) WHICH IS EXEMPT FROM THE TAX
IMPOSED BY CHAPTER 1 OF THE CODE UNLESS SUCH ORGANIZATION IS
SUBJECT TO THE TAX IMPOSED BY SECTION 511 OF THE CODE, (C) ANY
ORGANIZATION DESCRIBED IN SECTION 1381(a)(2)(C) OF THE CODE, (ANY
SUCH PERSON DESCRIBED IN THE FOREGOING CLAUSES (A), (B) OR (C)
BEING HEREIN REFERRED TO AS A "DISQUALIFIED ORGANIZATION") OR (D)
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.
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.<PAGE>
Certificate No. ___ [____%] Pass-Through
Rate
Class R Senior Aggregate Initial Certificate
Principal Balance of the Class
R Certificates: $100.00
Date of Pooling and Servicing
Agreement and Cut-off Date:
November 1, 1996 Initial Certificate Principal
Balance of this Certificate:
First Distribution Date: $_______________
December 26, 1996
Percentage Interest:
Master Servicer: _______%
Residential Funding Corporation
CUSIP _____-_____
Assumed Final Distribution Date:
November 25, 2026
MORTGAGE PASS-THROUGH CERTIFICATE,
SERIES 1996-S23
evidencing a percentage interest in any distributions
allocable to the Class R Certificates with respect to
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 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 Bankers Trust Company,
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.
No transfer of this Class R Certificate will be made
unless the transferee provides the Trustee with either (i) 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 the
Employee Retirement Income Security Act of 1974, as amended
("ERISA"), and Section 4975 of the Internal Revenue Code (the
"Code") and stating, among other things, that the transferee's
acquisition of a Class B 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 in addition to
those undertaken in the Agreement or (ii) in lieu of such opinion
of counsel, a certification in the form set forth in Exhibit J-2
to 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: BANKERS TRUST COMPANY,
as Trustee
By:
Authorized Signatory
CERTIFICATE OF AUTHENTICATION
This is one of the Class R Certificates referred to in
the within-mentioned Agreement.
BANKERS TRUST COMPANY,
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 and address including postal zip code of assignee) a
Percentage Interest evidenced by the within Mortgage Pass-Through
Certificate and hereby authorizes the transfer of registration 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 denomination 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.<PAGE>
EXHIBIT E
CUSTODIAL AGREEMENT
THIS CUSTODIAL AGREEMENT (as amended and supplemented
from time to time, the "Agreement"), dated as of November 1, 1996,
by and among BANKERS TRUST COMPANY, 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 November 1, 1996, relating to the issuance of Residential
Funding Mortgage Securities I, Inc., Mortgage Pass-Through
Certificates, Series 1996-S23 (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, t
his Agreement is executed as of
the date first above written.
Address: BANKERS TRUST COMPANY,
as Trustee
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation
Series 1996-S23
By:
Name:
Title: Vice President
Address: RESIDENTIAL FUNDING
MORTGAGE
SECURITIES I, INC.
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
By:
Name:
Title: Vice President
Address: RESIDENTIAL FUNDING
CORPORATION, as Master
Servicer
8400 Normandale Lake Boulevard
Suite 700
Minneapolis, Minnesota 55437
By:
Name:
Title: Director
Address: NORWEST BANK MINNESOTA,
NATIONAL ASSOCIATION
401 Second Avenue South
Minneapolis, Minnesota 55479
By:
Name: Kathleen Marshall
Title: Trust Officer<PAGE>
STATE OF ILLINOIS )
) ss.:
COUNTY OF COOK )
On the 27th day of November, 1996, before me, a notary
public in and for said State, personally appeared
_______________________, known to me to be a Vice President of
Bankers Trust Company, a Illinois banking corporation 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
[SEAL]<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 27th day of November, 1996, 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]<PAGE>
STATE OF MINNESOTA )
) ss.:
COUNTY OF HENNEPIN )
On the 27th day of November, 1996, before me, a notary
public in and for said State, personally appeared
________________, 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 MINNESOTA )
) ss:
COUNTY OF HENNEPIN )
On the 27th day of November, 1996, before me, a notary
public in and for said State, personally appeared
________________, known to me to be a Director 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]<PAGE>
EXHIBIT ONE
FORM OF CUSTODIAN
INITIAL CERTIFICATION
November 27, 1996
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Custodial Agreement dated as of November 1,
1996, by and among Bankers Trust Company,
Residential Funding Mortgage Securities I, Inc.,
Residential Funding Corporation and Norwest Bank
Minnesota, National Association, Mortgage
Pass-Through Certificates, Series 1996-S23
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
________________ ____, 1996
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Custodial Agreement dated as of November 1,
1996, by and among Bankers Trust Company,
Residential Funding Mortgage Securities I, Inc.,
Residential Funding Corporation and Norwest Bank
Minnesota, National Association, Mortgage
Pass-Through Certificates, Series 1996-S23
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
_____________ ___, 1996
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Custodial Agreement dated as of November 1,
1996, by and among Bankers Trust Company,
Residential Funding Mortgage Securities I, Inc.,
Residential Funding Corporation and Norwest Bank
Minnesota, National Association, Mortgage
Pass-Through Certificates, Series 1996-S23
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 containing
(I) with respect to each such Mortgage Loan (other than a
Cooperative Loan):
(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) With respect to each Mortgage Loan other than a
Cooperative Loan, 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;
and (II) with respect to each Cooperative 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) A counterpart of the Cooperative Lease and the
Assignment of Proprietary Lease to the originator of the
Cooperative Loan with intervening assignments showing an unbroken
chain of title from such originator to the Trustee;
(iii) The related Cooperative Stock Certificate,
representing the related Cooperative Stock pledged with respect to
such Cooperative Loan, together with an undated stock power (or
other similar instrument) executed in blank;
(iv) The original recognition agreement by the
Cooperative of the interests of the mortgagee with respect to the
related Cooperative Loan;
(v) The Security Agreement;
(vi) Copies of the original UCC-1 financing
statement, and any continuation statements, filed by the
originator of such Cooperative Loan as secured party, each with
evidence of recording thereof, evidencing the interest of the
originator under the Security Agreement and the Assignment of
Proprietary Lease;
(vii) Copies of the filed UCC-3 assignments of the
security interest referenced in clause (vi) above showing an
unbroken chain of title from the originator to the Trustee, each
with evidence of recording thereof, evidencing the interest of the
originator under the Security Agreement and the Assignment of
Proprietary Lease;
(viii) An executed assignment of the interest of the
originator in the Security Agreement, Assignment of Proprietary
Lease and the recognition agreement referenced in clause (iv)
above, showing an unbroken chain of title from the originator to
the Trustee;
(ix) The original of each modification, assumption
agreement or preferred loan agreement, if any, relating to such
Cooperative Loan; and
(x) An executed UCC-1 financing statement showing the
Master Servicer as debtor, the Company as secured party and the
Trustee as assignee and an executed UCC-1 financing statement
showing the Company as debtor and the Trustee as secured party,
each in a form sufficient for filing, evidencing the interest of
such debtors in the Cooperative Loans.
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 F
MORTGAGE LOAN SCHEDULE
PROVIDED UPON REQUEST
RUN ON : 12/03/96 RFC DISCLOSURE SYSTEM RFFSD177-01
AT : 08.33.54 FIXED RATE LOAN LISTING AMORTIZED BALANCE
SERIES : RFMSI I 1996-S23 CUTOFF : 11/01/96
POOL : 0004230
:
:
POOL STATUS: F
RFC LOAN # S/S CODE PMT TYPE ORIGINAL BAL LOAN FEATURE
ORIG TERM PRINCIPAL BAL # OF UNITS
ADDRESS ORIG RATE ORIGINAL P+I LTV
ADDRESS LINE 2 CURR NET CURRENT P+I VALUE
CITY STATE ZIP LOAN PURP NOTE DATE MI CO CODE
SERVICER LOAN # PROP TYPE 1ST PMT DATE MI CVG
SELLER LOAN # OCCP CODE MATURITY DATE
INVESTOR LOAN #
______________________________________________________________________________
1445259 707/707 F 700,000.00 ZZ
360 698,241.32 1
122 HOAHANA PLACE 8.375 5,320.51 70
8.125 5,320.51 1,000,000.00
HONOLULU HI 96825 2 06/14/96 00
0511927 05 08/01/96 0
0511927 O 07/01/26
0
1460584 639/G01 F 367,150.00 ZZ
350 366,923.29 1
LOT 2A TENNYSON DRIVE 8.750 2,903.85 80
8.500 2,903.85 458,938.00
LONGMEADOW MA 01106 4 09/26/96 00
0430066571 05 11/01/96 0
40072816 O 12/01/25
0
1462302 A35/G01 F 255,000.00 ZZ
360 253,598.83 1
7120 PINE STREET 8.000 1,871.10 68
7.750 1,871.10 375,000.00
LAS VEGAS NV 89120 5 02/07/96 00
0430056457 03 04/01/96 0
2281 O 03/01/26
0
1475001 074/728 F 368,000.00 ZZ
360 365,258.97 1
1905 WYCLIFFE 7.625 2,604.69 80
7.375 2,604.69 460,000.00
DALTON GA 30720 4 12/29/95 00
0380353319 03 02/01/96 0
1
1510037552 O 01/01/26
0
1481292 447/728 F 259,000.00 ZZ
360 257,112.54 1
654 NEILSON STREET 7.625 1,833.19 70
7.375 1,833.19 370,000.00
BERKELEY CA 94707 5 01/24/96 00
0380376765 05 03/01/96 0
2069139 O 02/01/26
0
1488530 405/405 F 260,000.00 T
360 259,315.57 1
1290 VISTA VESPERO 9.250 2,138.96 67
9.000 2,138.96 391,000.00
PALM SPRINGS CA 92262 2 05/15/96 00
3888617 05 07/01/96 0
3888617 O 06/01/26
0
1503495 707/707 F 525,000.00 ZZ
360 524,039.08 1
1234 MAUNAWILI ROAD 8.500 4,036.80 75
8.250 4,036.80 700,000.00
KAILUA HI 96734 5 06/27/96 00
0511927 05 09/01/96 0
0511927 O 08/01/26
0
1503651 664/728 F 303,750.00 ZZ
360 302,907.84 1
264 AVENIDA ATEZADA 9.000 2,444.05 75
8.750 2,444.05 405,000.00
TORRANCE CA 90277 1 05/13/96 00
0380499419 05 07/01/96 0
2176972 O 06/01/26
0
1505567 429/429 F 330,000.00 ZZ
360 329,794.89 1
96 MC COUNS LANE 8.375 2,508.24 45
8.125 2,508.24 740,000.00
OLD BROOKVILLE NY 11545 2 09/11/96 00
21536708 05 11/01/96 0
21536708 O 10/01/26
0
1
1505800 470/728 F 650,000.00 ZZ
360 647,898.85 1
449-451 EUREKA STREET 8.250 4,883.24 77
8.000 4,883.24 850,000.00
SAN FRANCISCO CA 94114 1 05/24/96 00
0380488313 05 07/01/96 0
83000502 O 06/01/26
0
1505946 707/707 F 588,000.00 ZZ
360 586,923.79 1
2536 MANOA ROAD 8.500 4,521.21 74
8.250 4,521.21 800,000.00
HONOLULU HI 96822 2 07/09/96 00
0558435 05 09/01/96 0
0558435 O 08/01/26
0
1509342 956/G01 F 164,800.00 ZZ
360 164,619.28 1
7271 SEDGEFIELD AVENUE 9.000 1,326.02 80
8.750 1,326.02 206,000.00
SAN RAMON CA 94583 1 08/29/96 00
0430069039 05 10/01/96 0
606263 O 09/01/26
0
1511450 920/G01 F 340,000.00 ZZ
356 340,000.00 1
3991 SAN MATEO AVENUE 8.375 2,590.75 80
8.125 2,590.75 425,000.00
LOS ALAMITOS AR CA 90720 2 10/21/96 00
0430065623 05 12/01/96 0
964760 O 07/01/26
0
1511630 998/G01 F 400,000.00 ZZ
360 399,248.91 1
14950 QUITO ROAD 8.375 3,040.29 89
8.125 3,040.29 453,000.00
LOS GATOS CA 95030 1 07/24/96 10
0430057133 05 09/01/96 25
99268864 O 08/01/26
0
1512803 696/728 F 131,500.00 ZZ
360 131,186.11 1
6648 HIGH STREET 8.625 1,022.79 80
8.375 1,022.79 164,400.00
1
FALLS CHURCH VA 22046 1 06/27/96 00
0380489576 05 08/01/96 0
2347941 O 07/01/26
0
1515905 811/G01 F 375,000.00 ZZ
360 375,000.00 1
1143 UPPER HAPPY VALLEY ROAD 8.375 2,850.27 72
8.125 2,850.27 525,000.00
LAFAYETTE CA 94549 1 10/03/96 00
0430062398 05 12/01/96 0
FM02100723 O 11/01/26
0
1516406 405/405 F 86,250.00 T
360 86,206.44 1
5 SKIER PLACE 9.375 717.39 69
9.125 717.39 125,000.00
DURANGO CO 81301 2 09/18/96 00
3987849 08 11/01/96 0
3987849 O 10/01/26
0
1517230 147/G01 F 208,750.00 ZZ
360 208,251.60 1
37 HOLLYLEAF 8.625 1,623.64 80
8.375 1,623.64 260,990.00
ALISO VIEJO CA 92656 1 06/25/96 00
0430060277 03 08/01/96 0
924028 O 07/01/26
0
1518480 A26/G01 F 274,500.00 ZZ
360 274,500.00 1
242 SEIDMAN AVENUE 8.500 2,110.67 90
8.250 2,110.67 305,000.00
STATEN ISLAND NY 10312 1 10/16/96 14
0430065144 05 12/01/96 25
UNKNOWN O 11/01/26
0
1518498 707/707 F 375,000.00 ZZ
360 374,520.11 1
738 KALANIPUU STREET 8.250 2,817.25 79
8.000 2,817.25 477,000.00
HONOLULU HI 96825 1 08/19/96 00
5890128 05 10/01/96 0
5890128 O 09/01/26
0
1
1518673 637/G01 F 105,000.00 ZZ
360 105,000.00 1
228 GALLAGHER STREET 8.625 816.68 68
8.375 816.68 155,000.00
BUCHANAN NY 16360 1 10/18/96 00
0430066480 05 12/01/96 0
9378324 O 11/01/26
0
1518933 405/405 F 367,800.00 ZZ
360 367,565.47 1
27242 TRINIDAD COURT 8.250 2,763.16 75
8.000 2,763.16 490,435.00
VALENCIA CA 91355 1 09/17/96 00
3995388 03 11/01/96 0
3995388 O 10/01/26
0
1518975 076/076 F 360,000.00 ZZ
360 359,798.18 1
20362 GLASGOW DRIVE 8.875 2,864.32 59
8.625 2,864.32 615,000.00
SARATOGA CA 95070 5 09/11/96 00
6273262 05 11/01/96 0
6273262 O 10/01/26
0
1519066 635/635 F 327,250.00 ZZ
360 327,080.34 1
52 BROOKFIELD ROAD 9.250 2,692.21 85
9.000 2,692.21 385,000.00
FT SALONGA NY 11768 1 09/27/96 11
658329800 05 11/01/96 12
658329800 O 10/01/26
0
1519083 387/387 F 568,000.00 ZZ
360 567,681.57 1
65 OVERHILL ROAD 8.875 4,519.26 80
8.625 4,519.26 710,000.00
ORINDA CA 94563 1 09/18/96 00
797415 05 11/01/96 0
797415 O 10/01/26
0
1519144 640/728 F 209,200.00 ZZ
348 208,682.29 1
1
1533 RAMSGATE PARKWAY 8.875 1,675.21 79
8.625 1,675.21 267,000.00
HIXSON TN 37343 2 07/03/96 00
0380504002 03 08/01/96 0
5717780 O 07/01/25
0
1519302 765/G01 F 119,000.00 ZZ
360 118,798.36 1
8459 HAPPY WAY S. 8.875 946.82 93
8.625 946.82 128,000.00
EL CAJON CA 92021 2 07/22/96 11
0430052530 01 09/01/96 30
316297 O 08/01/26
0
1519385 354/354 F 230,550.00 ZZ
360 230,013.58 1
4738 VILLAGE GREEN PARKWAY 8.750 1,813.74 80
8.500 1,813.74 288,232.00
RENO NV 89509 1 06/21/96 00
20337853 03 08/01/96 0
20337853 O 07/01/26
0
1519836 668/G01 F 224,250.00 ZZ
360 224,136.75 1
355 WEST BLUFF ROAD 9.375 1,865.20 75
9.125 1,865.20 299,000.00
POINT ROBERTS WA 98281 1 09/17/96 00
0430062984 05 11/01/96 0
6885875 O 10/01/26
0
1519911 635/635 F 55,000.00 ZZ
360 54,033.47 1
6815 46TH AVE S 9.625 467.50 46
9.375 467.50 120,000.00
SEATTLE WA 98118 5 09/05/96 00
6590533 05 11/01/96 0
6590533 O 10/01/26
0
1519944 405/405 F 528,000.00 ZZ
360 527,341.33 1
24067 BLUE DANE LANE 8.375 4,013.19 80
8.125 4,013.19 660,000.00
MALIBU CA 90265 1 08/21/96 00
3995412 05 10/01/96 0
1
3995412 O 09/01/26
0
1520025 696/G01 F 135,200.00 ZZ
360 134,911.88 1
216 BATTLE STREET SW 7.750 968.59 80
7.500 968.59 169,000.00
VIENNA VA 22180 1 07/31/96 00
0430013706 05 09/01/96 0
2287965 O 08/01/26
0
1520179 B75/G01 F 139,900.00 ZZ
360 139,815.25 1
15618 THRUSH GATE LANE 8.500 1,075.71 70
8.250 1,075.71 199,986.00
SAN ANTONIO TX 78248 1 09/16/96 00
0430056820 05 11/01/96 0
2405405 O 10/01/26
0
1520804 A39/A39 F 1,000,000.00 ZZ
360 998,986.07 1
25254 EL DORADO MEADOW ROAD 9.375 8,317.49 69
9.125 8,317.49 1,450,000.00
HIDDEN HILLS CA 91302 1 08/14/96 00
960714RFC 05 10/01/96 0
960714RFC O 09/01/26
0
1521076 F03/G01 F 93,750.00 ZZ
360 93,750.00 1
10628 CHARLES LANE 8.750 737.54 75
8.500 737.54 125,000.00
RYE CO 81069 2 10/23/96 00
0430062299 05 12/01/96 0
DEN10065 O 11/01/26
0
1521319 163/G01 F 277,000.00 ZZ
360 276,493.00 1
1925 FM 723 8.500 2,129.89 72
8.250 2,129.89 385,000.00
ROSENBERG TX 77471 2 07/18/96 00
0430014613 05 09/01/96 0
12217 O 08/01/26
0
1
1521399 E85/G01 F 525,000.00 ZZ
360 524,690.04 1
270 FAIRWAY DRIVE 8.625 4,083.40 75
8.375 4,083.40 700,000.00
NOVATO CA 94949 2 09/03/96 00
0430053108 05 11/01/96 0
9600147 O 10/01/26
0
1521569 696/728 F 199,900.00 ZZ
360 199,623.96 1
7814 VIOLA STREET 7.875 1,449.41 80
7.625 1,449.41 249,900.00
SPRINGFIELD VA 22152 1 08/09/96 00
0380507211 05 10/01/96 0
2178108 O 09/01/26
0
1521694 896/G01 F 429,000.00 ZZ
360 429,000.00 1
1350 DOGWOOD DR 9.125 3,490.49 65
8.875 3,490.49 660,000.00
GREENSBORO GA 30642 2 10/03/96 00
0430050765 05 12/01/96 0
UNKNOWN O 11/01/26
0
1521817 F03/G01 F 185,000.00 ZZ
360 185,000.00 1
4265 DUDLEY 8.875 1,471.95 74
8.625 1,471.95 250,000.00
WHEATRIDGE CO 80033 2 09/27/96 00
0430047902 05 12/01/96 0
DEN10076 O 11/01/26
0
1522655 074/G01 F 64,000.00 ZZ
360 63,891.54 1
10153 WEBSTER 8.875 509.22 80
8.625 509.22 80,000.00
CLIO MI 48420 5 07/12/96 00
0430022475 05 09/01/96 0
1581055849 O 08/01/26
0
1522793 B28/G01 F 352,500.00 ZZ
360 352,103.30 1
32480 WOODLAND DRIVE 8.875 2,804.65 75
8.625 2,804.65 470,000.00
1
EVERGREEN CO 80439 1 08/16/96 00
0430058966 03 10/01/96 0
03960837 O 09/01/26
0
1523241 560/560 F 1,209,976.95 ZZ
314 1,200,415.27 1
19 INVERARY 7.875 9,108.50 61
7.625 9,108.50 2,000,000.00
NASHVILLE TN 37215 4 01/15/96 00
220230353 05 04/01/96 0
220230353 O 05/01/22
0
1523268 560/560 F 288,800.00 ZZ
360 288,017.06 1
#3 ORLEAN'S CT. 8.000 2,119.12 80
7.750 2,119.12 361,044.00
WESTERLY RI 02891 1 06/27/96 00
450467717 05 08/01/96 0
450467717 O 07/01/26
0
1523292 560/560 F 218,000.00 ZZ
360 217,558.24 1
713 MORNINGSIDE DR 8.000 1,599.61 80
7.750 1,599.61 273,500.00
GRAND BLANC MI 48439 1 07/09/96 00
450478532 05 09/01/96 0
450478532 O 08/01/26
0
1523297 560/560 F 296,000.00 ZZ
360 295,415.17 1
6113 UPPER YORK ROAD 8.125 2,197.80 80
7.875 2,197.80 370,000.00
NEW HOPE PA 18938 1 07/12/96 00
450480660 05 09/01/96 0
450480660 O 08/01/26
0
1523304 560/560 F 232,800.00 ZZ
360 232,351.58 1
6722 HIGH RIDGE RD 8.250 1,748.95 80
8.000 1,748.95 291,000.00
WEST BLOOMFIELD MI 48324 1 07/17/96 00
450484134 05 09/01/96 0
450484134 O 08/01/26
0
1
1523306 560/560 F 308,000.00 ZZ
360 307,406.71 1
11685 CHESTNUT RIDGE ST 8.250 2,313.91 80
8.000 2,313.91 385,000.00
MOORPARK CA 93021 1 07/17/96 00
450485784 03 09/01/96 0
450485784 O 08/01/26
0
1523308 560/560 F 234,000.00 ZZ
360 233,571.70 1
5271 LAKE FOREST BLVD 8.500 1,799.26 58
8.250 1,799.26 410,000.00
GENOA MI 48116 1 07/23/96 00
450487491 05 09/01/96 0
450487491 O 08/01/26
0
1523315 560/560 F 354,750.00 ZZ
360 354,097.71 1
8147 DAVIS LANE 8.750 2,790.82 69
8.500 2,790.82 520,000.00
PENNGROVE CA 94951 5 07/23/96 00
450492608 05 09/01/96 0
450492608 O 08/01/26
0
1523332 560/560 F 226,550.00 ZZ
360 226,260.07 1
6146 S JERICHO WAY 8.250 1,702.00 80
8.000 1,702.00 283,233.00
AURORA CO 80016 1 08/15/96 00
450505433 03 10/01/96 0
450505433 O 09/01/26
0
1523336 560/560 F 221,600.00 ZZ
360 221,316.41 1
871 BOUTELL DR 8.250 1,664.81 80
8.000 1,664.81 277,000.00
GRAND BLANC MI 48439 1 08/16/96 00
450507108 05 10/01/96 0
450507108 O 09/01/26
0
1523399 696/G01 F 292,000.00 ZZ
360 291,644.95 1
1
1705 STONE DRIVE 8.500 2,245.23 75
8.250 2,245.23 392,000.00
HUNTINGTON MD 20639 1 08/23/96 00
0430028134 05 10/01/96 0
2328572 O 09/01/26
0
1523575 F03/G01 F 130,000.00 ZZ
360 129,925.20 1
61520 TOMBSTONE DR 8.750 1,022.72 51
8.500 1,022.72 255,000.00
MONTROSE CO 81401 2 09/06/96 00
0430030528 05 11/01/96 0
DEN10049 O 10/01/26
0
1523748 640/728 F 208,000.00 ZZ
360 207,481.26 1
8464 GLEN RIDGE COVE 7.375 1,436.60 80
7.125 1,436.60 260,000.00
GERMANTOWN TN 38139 1 08/09/96 00
0380507138 05 10/01/96 0
UNKNOWN O 09/01/26
0
1523766 976/G01 F 295,500.00 ZZ
360 295,316.32 1
1319 SIERRA VISTA PLACE 8.375 2,246.02 90
8.125 2,246.02 330,000.00
BOULDER CITY NV 89005 4 09/09/96 21
0430052787 05 11/01/96 25
291052 O 10/01/26
0
1523881 976/G01 F 290,500.00 ZZ
360 290,349.39 1
1063 SOUTH 50 WEST 9.250 2,389.88 70
9.000 2,389.88 415,000.00
HURRICANE UT 84737 2 09/17/96 00
0430056721 05 11/01/96 0
291034 O 10/01/26
0
1523948 526/G01 F 312,000.00 ZZ
360 311,569.15 1
4801 NEPTUNE COURT 7.875 2,262.22 80
7.625 2,262.22 390,000.00
FLOWER MOUND TX 75028 1 08/05/96 00
0430031625 05 10/01/96 0
1
0140166 O 09/01/26
0
1523954 E48/G01 F 345,000.00 ZZ
360 344,523.58 1
1626 RAGSDALE ROAD 7.875 2,501.49 76
7.625 2,501.49 455,000.00
BRENTWOOD TN 37027 2 08/27/96 00
0430032854 05 10/01/96 0
UNKNOWN O 09/01/26
0
1524177 A63/G01 F 234,000.00 ZZ
360 234,000.00 1
3376 ROBBINS LANE 8.875 1,861.81 90
8.625 1,861.81 260,000.00
MERRICK NY 11566 1 10/29/96 12
0430067405 05 12/01/96 25
UNKNOWN O 11/01/26
0
1524239 696/G01 F 150,400.00 ZZ
360 150,192.32 1
12115 HARBOR DIRVE 7.875 1,090.50 80
7.625 1,090.50 188,000.00
WOODBRIDGE VA 22192 1 08/30/96 00
0430029298 05 10/01/96 0
2238491 O 09/01/26
0
1524245 966/G01 F 242,250.00 ZZ
360 242,099.42 1
4718 ROSINANTE ROAD 8.375 1,841.28 95
8.125 1,841.28 255,000.00
EL PASO TX 79922 1 09/18/96 11
0430050732 05 11/01/96 30
30002433 O 10/01/26
0
1524545 405/405 F 153,500.00 ZZ
360 152,855.62 1
33 EAST CIRCLE 7.875 1,112.99 48
7.625 1,112.99 320,000.00
OAKLAND CA 94611 2 04/03/96 00
3893450 05 06/01/96 0
3893450 O 05/01/26
0
1
1524553 405/405 F 95,000.00 ZZ
360 94,601.21 1
20800 LARI MARK STREET 7.875 688.82 55
7.625 688.82 175,000.00
PERRIS AREA CA 92570 1 04/30/96 00
3929122 05 06/01/96 0
3929122 O 05/01/26
0
1524601 F64/G01 F 272,250.00 ZZ
360 272,250.00 1
8100 BANBURY CROSS 9.250 2,239.74 75
9.000 2,239.74 363,000.00
ZEBULON NC 27597 2 10/31/96 00
0430071274 05 12/01/96 0
172992 O 11/01/26
0
1524702 F27/G01 F 408,150.00 ZZ
360 407,915.17 1
10716 CLOVERBROOKE DRIVE 8.750 3,210.92 75
8.500 3,210.92 544,765.00
POTOMAC MD 20854 1 09/20/96 00
0430051011 05 11/01/96 0
UNKNOWN O 10/01/26
0
1524751 626/G01 F 250,000.00 ZZ
360 249,688.12 1
917 COUNTRY CLUB CIRCLE 8.375 1,900.19 75
8.125 1,900.19 335,000.00
RIPON CA 95366 1 08/09/96 00
0430055087 05 10/01/96 0
6649859 O 09/01/26
0
1524931 420/G01 F 360,000.00 ZZ
360 360,000.00 1
2513 VAN DERK CIRCLE 8.750 2,832.13 80
8.500 2,832.13 450,000.00
MODESTO CA 95356 1 09/30/96 00
0430054304 05 12/01/96 0
339275 O 11/01/26
0
1524958 069/G01 F 175,000.00 ZZ
360 174,770.26 1
14565 GREENWORTH DRIVE 8.125 1,299.38 93
7.875 1,299.38 188,500.00
1
LA MIRADA CA 90638 2 08/09/96 04
0430034397 05 10/01/96 30
2362128197 O 09/01/26
0
1524971 B75/G01 F 120,000.00 T
360 119,700.14 1
1700 THREE KINGS DRIVE 9.500 1,009.03 50
9.250 1,009.03 240,000.00
PARK CITY UT 84060 5 05/31/96 00
0430050815 01 07/01/96 0
2598530 O 06/01/26
0
1525022 668/G01 F 159,200.00 ZZ
360 159,006.41 1
25517 SCRIPPS STREET 8.500 1,224.12 80
8.250 1,224.12 199,000.00
HAYWARD CA 94545 2 08/12/96 00
0430059766 05 10/01/96 0
6864334 O 09/01/26
0
1525239 559/G01 F 243,000.00 ZZ
360 242,841.04 1
404 SYCAMORE STREET 8.125 1,804.27 90
7.875 1,804.27 270,000.00
SAN CARLOS CA 94070 1 08/28/96 04
0430030676 05 11/01/96 25
5373584 O 10/01/26
0
1525241 696/G03 F 187,900.00 ZZ
360 187,633.90 1
7620 BERTITO LANE 7.750 1,346.14 80
7.500 1,346.14 234,900.00
SPRINGFIELD VA 22153 1 08/30/96 00
0430031328 03 10/01/96 0
2238271 O 09/01/26
0
1525249 559/G01 F 450,000.00 ZZ
350 449,132.33 1
5500 DRY CREEK ROAD 8.625 3,521.53 60
8.375 3,521.53 750,000.00
NAPA CA 94558 4 07/16/96 00
0430051375 05 09/01/96 0
0370460 O 10/01/25
0
1
1525257 559/G01 F 216,000.00 ZZ
360 215,855.06 1
1793 LOS GATOS-ALMADEN ROAD 8.000 1,584.94 80
7.750 1,584.94 270,000.00
SAN JOSE CA 95124 1 08/27/96 00
0430030932 05 11/01/96 0
5361126 O 10/01/26
0
1525263 976/G01 F 231,200.00 ZZ
360 230,939.81 1
4290 JEWEL LANE NORTH 8.875 1,839.53 80
8.625 1,839.53 289,000.00
PLYMOUTH MN 55446 1 08/14/96 00
0430052357 05 10/01/96 0
269069 O 09/01/26
0
1526583 181/181 F 265,600.00 ZZ
360 264,456.93 1
9058 JEFFERY ROAD 7.750 1,902.79 80
7.500 1,902.79 332,000.00
GREAT FALLS VA 22066 5 04/29/96 00
9047 05 06/01/96 0
9047 O 05/01/26
0
1526587 181/181 F 427,550.00 ZZ
360 425,709.96 1
1107 AMANDA DRIVE 7.750 3,063.02 80
7.500 3,063.02 534,491.00
GREAT FALLS VA 22066 1 04/23/96 00
5063094 05 06/01/96 0
5063094 O 05/01/26
0
1526613 661/661 F 374,400.00 ZZ
360 373,634.80 1
998 CALLE CANTA 9.375 3,114.07 80
9.125 3,114.07 468,000.00
GLENDALE CA 91208 1 06/01/96 00
2571446ML 05 08/01/96 0
2571446ML O 07/01/26
0
1526617 E57/G01 F 120,000.00 ZZ
360 119,927.30 1
1
8446 WYSTONE AVENUE 8.500 922.70 75
8.250 922.70 160,000.00
NORTHRIDGE AREA CA 91324 2 09/30/96 00
0430069351 05 11/01/96 0
74672005206 O 10/01/26
0
1526643 882/G01 F 279,000.00 ZZ
360 279,000.00 1
1403 OBISPO AVENUE 8.500 2,145.27 90
8.250 2,145.27 310,000.00
CORAL GABLES FL 33134 1 10/04/96 14
0430049882 05 12/01/96 25
960271 O 11/01/26
0
1526671 976/G01 F 299,250.00 ZZ
360 298,895.37 1
4569 DON DIEGO DRIVE 8.625 2,327.54 75
8.375 2,327.54 399,000.00
LOS ANGELES CA 90008 1 08/07/96 00
0430067686 05 10/01/96 0
836736 O 09/01/26
0
1526677 267/267 F 238,000.00 ZZ
360 237,679.55 1
630 S OAKLAND AVE 8.000 1,746.36 80
7.750 1,746.36 297,500.00
PASADENA CA 91106 1 08/22/96 00
4419829 05 10/01/96 0
4419829 O 09/01/26
0
1526678 267/267 F 350,000.00 ZZ
360 349,516.67 1
12524 TITUS AVENUE 7.875 2,537.75 78
7.625 2,537.75 450,000.00
SARATOGA CA 95070 1 08/19/96 00
4417704 05 10/01/96 0
4417704 O 09/01/26
0
1526680 267/267 F 400,000.00 ZZ
360 399,447.63 1
11136 OPHIR DRIVE 7.875 2,900.28 80
7.625 2,900.28 500,000.00
LOS ANGELES CA 90024 1 08/14/96 00
4416342 05 10/01/96 0
1
4416342 O 09/01/26
0
1526700 696/G01 F 148,000.00 ZZ
360 147,795.63 1
9507 LEHR COURT 7.875 1,073.10 80
7.625 1,073.10 185,000.00
MANASSAS VA 20110 1 08/26/96 00
0430033944 05 10/01/96 0
2338456 O 09/01/26
0
1526704 696/G01 F 207,000.00 ZZ
360 206,706.86 1
6912 HEATHSTONE COURT 7.750 1,482.97 78
7.500 1,482.97 268,000.00
FAIRFAX STATION VA 22039 1 08/30/96 00
0430033910 05 10/01/96 0
2238337 O 09/01/26
0
1526706 696/G01 F 207,000.00 ZZ
360 206,706.86 1
6512 JOHN THOMAS DRIVE 7.750 1,482.97 80
7.500 1,482.97 259,265.00
ALEXANDRIA VA 22315 1 08/22/96 00
0430033969 05 10/01/96 0
2178069 O 09/01/26
0
1526904 E85/G01 F 304,000.00 ZZ
360 303,825.10 1
29 LAUREL AVENUE 8.750 2,391.57 80
8.500 2,391.57 380,000.00
WOODACRE CA 94973 1 09/25/96 00
0430064675 05 11/01/96 0
9600117 O 10/01/26
0
1526906 976/G01 F 226,850.00 BB
360 226,716.06 1
26066 SALINGER LANE 8.625 1,764.42 80
8.375 1,764.42 283,564.00
SANTA CLARITA A CA 91381 1 09/16/96 00
0430051573 03 11/01/96 0
808953 O 10/01/26
0
1
1526923 624/G01 F 314,400.00 ZZ
360 314,199.52 1
316 ISBEL DRIVE 8.250 2,361.98 80
8.000 2,361.98 393,000.00
SANTA CRUZ CA 95060 1 09/04/96 00
0430036368 05 11/01/96 0
46001062266 O 10/01/26
0
1526965 E22/G01 F 378,000.00 ZZ
360 377,552.05 1
16405 FLEUR DU BOIS 8.625 2,940.05 90
8.375 2,940.05 421,000.00
FLORISSANT MO 63034 1 08/30/96 11
0410161210 03 10/01/96 25
410161210 O 09/01/26
0
1527000 766/G01 F 200,000.00 T
360 199,878.84 1
1800 ATLANTIC BLVD #C-434 8.500 1,537.83 73
8.250 1,537.83 275,000.00
KEY WEST FL 33040 1 09/06/96 00
0430053389 01 11/01/96 0
960Z0527 O 10/01/26
0
1527180 A35/G01 F 262,250.00 ZZ
360 262,250.00 1
85 PACE DRIVE SOUTH 8.875 2,086.58 75
8.625 2,086.58 352,300.00
WEST ISLIP NY 11795 1 10/21/96 00
0430062182 05 12/01/96 0
UNKNOWN O 11/01/26
0
1527197 637/G01 F 580,000.00 ZZ
360 579,657.57 1
11970 RHUS RIDGE ROAD 8.625 4,511.18 80
8.375 4,511.18 725,000.00
LOS ALTOS HILLS CA 94022 1 09/18/96 00
0430056374 05 11/01/96 0
9310061 O 10/01/26
0
1527249 696/728 F 150,400.00 ZZ
360 150,296.50 1
3159 READSBOROUGH COURT 7.875 1,090.50 80
7.625 1,090.50 188,000.00
1
FAIRFAX VA 22031 1 09/11/96 00
0380507344 09 11/01/96 0
2178324 O 10/01/26
0
1527272 956/G01 F 270,000.00 ZZ
360 269,856.32 1
1838 TAMBOUR WAY 9.125 2,196.81 79
8.875 2,196.81 343,446.00
SAN JOSE CA 95131 1 08/29/96 00
0430063305 05 11/01/96 0
607263 O 10/01/26
0
1527358 208/G01 F 300,000.00 ZZ
360 299,793.54 1
206 BELLEFONTE DRIVE 7.875 2,175.21 80
7.625 2,175.21 375,000.00
ASHLAND KY 41101 1 09/13/96 00
0430045062 05 11/01/96 0
UNKNOWN O 10/01/26
0
1527387 491/491 F 307,500.00 ZZ
360 307,064.54 1
14749 SOUTHWEST JULIET TERRACE 7.750 2,202.97 75
7.500 2,202.97 410,000.00
TIGARD OR 97224 5 07/29/96 00
61057339 05 10/01/96 0
61057339 O 09/01/26
0
1527422 976/G01 F 318,750.00 ZZ
360 318,566.61 1
5701 W 129TH STREET 8.750 2,507.61 75
8.500 2,507.61 425,000.00
OVERLAND PARK KS 66209 5 09/25/96 00
0430050450 03 11/01/96 0
247236 O 10/01/26
0
1527423 893/G01 F 207,000.00 ZZ
360 206,868.01 1
474 METZGAR STREET 8.250 1,555.12 79
8.000 1,555.12 265,000.00
HALF MOON BAY CA 94019 1 09/26/96 00
0430052340 05 11/01/96 0
1527423 O 10/01/26
0
1
1527455 111/111 F 314,100.00 ZZ
360 313,708.17 1
2128 CORONET BOULEVARD 8.375 2,387.39 90
8.125 2,387.39 349,000.00
BELMONT CA 94002 1 08/13/96 11
690376 05 10/01/96 25
690376 O 09/01/26
0
1527611 F03/G01 F 238,400.00 ZZ
360 238,276.41 1
4775 S PLUM CREEK MEADOWS 9.250 1,961.26 80
9.000 1,961.26 298,000.00
SEDALIA CO 80135 1 09/27/96 00
0430055046 05 11/01/96 0
DEN10142 O 10/01/26
0
1527634 601/G01 F 241,600.00 ZZ
360 241,104.81 1
76 AVIGNON COURT 8.500 1,857.70 80
8.250 1,857.70 302,000.00
LITTLE ROCK AR 72211 1 09/05/96 00
0430033084 05 10/01/96 0
1065413 O 09/01/26
0
1527831 B98/G01 F 254,100.00 ZZ
360 254,100.00 1
107 GOLD HUNTER COURT 8.500 1,953.81 75
8.250 1,953.81 338,900.00
FOSTER CITY CA 94404 1 10/16/96 00
0430070771 05 12/01/96 0
171741 O 11/01/26
0
1527841 356/G01 F 264,000.00 ZZ
360 264,000.00 1
1499 MICHAEL COURT 8.625 2,053.37 75
8.375 2,053.37 352,000.00
MILPITAS CA 95035 5 10/03/96 00
0430070235 05 12/01/96 0
2374080 O 11/01/26
0
1527854 171/171 F 400,000.00 ZZ
360 399,775.75 1
1
14392 EAST SHEPHERD AVENUE 8.875 3,182.58 45
8.625 3,182.58 890,000.00
CLOVIS CA 93611 4 09/20/96 00
45083816 03 11/01/96 0
45083816 O 10/01/26
0
1527911 480/G01 F 186,600.00 ZZ
360 186,369.91 1
1238 POLK STREET 8.500 1,434.79 75
8.250 1,434.79 251,000.00
HOLLYWOOD FL 33019 2 09/06/96 00
0430037945 05 10/01/96 0
1902527 O 09/01/26
0
1527935 387/387 F 225,000.00 ZZ
360 224,598.60 1
30945 NORTH ROMERO CANYON ROAD 8.625 1,750.03 90
8.375 1,750.03 250,000.00
SAUGUS CA 91384 1 08/02/96 12
801159 05 09/01/96 25
801159 O 08/01/26
0
1527937 387/387 F 272,000.00 ZZ
360 271,624.39 1
15 WILDERNESS WAY 7.875 1,972.19 80
7.625 1,972.19 340,700.00
ROUND ROCK TX 78664 1 08/09/96 00
802033 03 10/01/96 0
802033 O 09/01/26
0
1527940 387/387 F 323,400.00 ZZ
360 322,882.71 1
50 MOLLISON DRIVE 8.500 2,486.67 90
8.250 2,486.67 359,400.00
SIMI VALLEY CA 93065 1 08/05/96 11
797753 03 10/01/96 25
797753 O 09/01/26
0
1528043 635/635 F 270,400.00 T
360 270,079.55 1
33412 NORTH 71ST STREET 8.625 2,103.15 78
8.375 2,103.15 350,000.00
SCOTTSDALE AZ 85262 1 08/22/96 00
6379606 03 10/01/96 0
1
6379606 O 09/01/26
0
1528057 685/G01 F 232,000.00 ZZ
360 232,000.00 1
684 LOMBARDY LANE 8.625 1,804.47 80
8.375 1,804.47 290,000.00
LAGUNA BEACH CA 92651 1 10/01/96 00
0430053090 05 12/01/96 0
105461 O 11/01/26
0
1528098 964/G01 F 270,000.00 ZZ
360 268,278.90 1
190 RIDGEWAY AVENUE 7.250 1,841.88 90
7.000 1,841.88 300,000.00
FAIRFAX CA 94930 1 02/14/96 14
0430049148 05 04/01/96 25
16985 O 03/01/26
0
1528118 635/635 F 58,900.00 ZZ
360 58,841.81 1
2307 MAGAZINE STREET 9.500 495.27 95
9.250 495.27 62,000.00
LOUISVILLE KY 40211 2 08/30/96 01
653873000 05 10/01/96 30
653873000 O 09/01/26
0
1528121 776/G01 F 139,300.00 T
360 139,227.78 1
5201 E PARADISE LANE 9.250 1,145.99 70
9.000 1,145.99 199,000.00
SCOTTSDALE AZ 85254 1 09/03/96 00
0430054783 05 11/01/96 0
6432273 O 10/01/26
0
1528507 387/387 F 247,000.00 ZZ
360 246,658.90 1
4110 FLOWER GARDEN DRIVE 7.875 1,790.93 78
7.625 1,790.93 320,000.00
DALWORTHINGTON TX 76016 2 08/30/96 00
807594 05 10/01/96 0
807594 O 09/01/26
0
1
1528518 696/G01 F 137,500.00 ZZ
360 137,405.37 1
2815 JAMES DRIVE 7.875 996.97 80
7.625 996.97 171,900.00
ALEXANDRIA VA 22303 1 09/09/96 00
0430037051 05 11/01/96 0
2338533 O 10/01/26
0
1528549 F67/G01 F 172,000.00 ZZ
360 172,000.00 1
13 GOSFORD CT. 8.500 1,322.53 80
8.250 1,322.53 215,000.00
SAN JOSE CA 95139 2 10/11/96 00
0430064550 05 12/01/96 0
1528549 O 11/01/26
0
1528651 731/G01 F 180,000.00 ZZ
360 179,901.68 1
348 RIVERCREEK DRIVE 9.000 1,448.32 80
8.750 1,448.32 225,000.00
FREMONT CA 94536 2 09/09/96 00
0430066324 05 11/01/96 0
112152609 O 10/01/26
0
1528665 144/144 F 600,000.00 ZZ
360 600,000.00 1
NEUSTADT LANE 8.000 4,402.59 55
7.750 4,402.59 1,100,000.00
T/NEW CASTLE NY 10514 4 10/03/96 00
160588095 05 12/01/96 0
160588095 O 11/01/26
0
1528707 514/G01 F 612,000.00 ZZ
360 611,647.89 1
5151 YUMA STREET NW 8.750 4,814.61 80
8.500 4,814.61 765,000.00
WASHINGTON DC 20016 1 09/18/96 00
0430039941 03 11/01/96 0
358192 O 10/01/26
0
1528839 731/G01 F 420,000.00 ZZ
360 420,000.00 1
847 NORTH ORLANDO AVENUE 8.875 3,341.71 80
8.625 3,341.71 525,000.00
1
LOS ANGELES CA 90069 2 10/04/96 00
0430055954 05 12/01/96 0
5000888 O 11/01/26
0
1528867 731/G01 F 276,000.00 ZZ
360 275,853.12 1
0220 GOLD DUST DRIVE 9.125 2,245.63 80
8.875 2,245.63 345,000.00
EDWARDS CO 81632 4 09/12/96 00
0430070730 03 11/01/96 0
591010033 O 10/01/26
0
1528872 964/G01 F 329,600.00 ZZ
360 328,181.47 1
3245 POPE AVENUE 7.750 2,361.30 80
7.500 2,361.30 412,000.00
SACRAMENTO CA 95821 1 04/16/96 00
0430043216 05 06/01/96 0
17862 O 05/01/26
0
1528976 003/G01 F 216,000.00 ZZ
360 215,839.69 1
4931 N W 101 AVENUE 7.500 1,510.31 73
7.250 1,510.31 296,000.00
CORAL SPRINGS FL 33076 1 09/06/96 00
0430068973 03 11/01/96 0
3726767 O 10/01/26
0
1529014 163/G01 F 500,000.00 ZZ
360 499,407.48 1
38 HEATHER LANE 8.625 3,888.95 67
8.375 3,888.95 750,000.00
ORINDA CA 94563 1 07/29/96 00
0430040659 05 10/01/96 0
215388400 O 09/01/26
0
1529017 163/G01 F 276,000.00 ZZ
360 275,556.00 1
6 BRAE LOCH WAY 9.125 2,245.63 80
8.875 2,245.63 345,000.00
SHELTON CT 06484 1 08/01/96 00
0430040584 05 09/01/96 0
372220325 O 08/01/26
0
1
1529038 180/G01 F 388,000.00 ZZ
360 388,000.00 1
2960 DORN COURT 8.875 3,087.10 80
8.625 3,087.10 485,000.00
LAGUNA BEACH CA 92651 2 10/11/96 00
0430073064 05 12/01/96 0
4563003 O 11/01/26
0
1529095 F05/G01 F 234,000.00 ZZ
360 234,000.00 1
324 14TH STREET 8.750 1,840.88 74
8.500 1,840.88 320,000.00
MONTARA CA 94037 2 10/02/96 00
0430052779 05 12/01/96 0
6090901 O 11/01/26
0
1529236 180/G01 F 375,000.00 ZZ
360 375,000.00 1
420 APACHE ROAD 9.125 3,051.12 75
8.875 3,051.12 500,000.00
GUNNISON CO 81230 2 10/03/96 00
0430070177 05 12/01/96 0
4536330 O 11/01/26
0
1529334 964/G01 F 248,000.00 ZZ
360 248,000.00 1
11302 KELLY LANE 8.500 1,906.91 80
8.250 1,906.91 310,000.00
LOS ALAMITOS CA 90720 1 10/10/96 00
0430059832 05 12/01/96 0
20245 O 11/01/26
0
1529337 976/G01 F 300,000.00 ZZ
240 299,536.36 1
3508 RAYMOND STREET 8.750 2,651.14 75
8.500 2,651.14 400,000.00
CHEVY CHASE MD 20815 5 09/30/96 00
0430065326 05 11/01/96 0
495633 O 10/01/16
0
1529339 387/387 F 520,000.00 ZZ
360 520,000.00 1
1
625 PROSPECT BLVD 8.375 3,952.38 80
8.125 3,952.38 650,000.00
PASADENA CA 91103 1 10/01/96 00
816041 05 12/01/96 0
816041 O 11/01/26
0
1529356 765/G01 F 279,900.00 ZZ
360 279,747.11 1
5309 RAMSDELL AVENUE 9.000 2,252.14 90
8.750 2,252.14 311,000.00
LA CRESCENTA AR CA 91214 1 09/11/96 12
0430053405 05 11/01/96 25
317445 O 10/01/26
0
1529365 685/G01 F 164,050.00 ZZ
360 163,950.62 1
5 MARSEILLE WAY 8.500 1,261.40 75
8.250 1,261.40 220,097.00
FOOTHILL RANCH CA 92610 1 09/16/96 00
0430071035 03 11/01/96 0
105322 O 10/01/26
0
1529403 638/G01 F 371,250.00 ZZ
360 371,250.00 1
224 SAN CARLOS AVENUE 8.875 2,953.83 75
8.625 2,953.83 495,000.00
PIEDMONT CA 94611 2 10/03/96 00
0430065151 05 12/01/96 0
8599991 O 11/01/26
0
1529440 105/G01 F 355,600.00 ZZ
360 353,041.02 1
10698 OAKTON RIDGE COURT 6.625 2,276.95 80
6.375 2,276.95 444,500.00
OAKTON VA 22124 1 02/01/96 00
0430043505 03 04/01/96 0
737858 O 03/01/26
0
1529614 976/G01 F 328,000.00 ZZ
360 328,000.00 1
542 RAMBLEWOOD ROAD 8.625 2,551.16 80
8.375 2,551.16 410,000.00
HOUSTON TX 77079 1 10/03/96 00
0430065318 03 12/01/96 0
1
256880 O 11/01/26
0
1529666 B75/G01 F 239,200.00 ZZ
360 239,200.00 1
85 SOUTH POINTE DRIVE 8.500 1,839.24 80
8.250 1,839.24 299,000.00
SUGARLOAF SHORE FL 33044 1 10/10/96 00
0430062448 05 12/01/96 0
2682508 O 11/01/26
0
1529794 E61/G01 F 312,000.00 ZZ
360 312,000.00 1
943 MARLINTON COURT 7.875 2,262.22 80
7.625 2,262.22 390,000.00
SAN JOSE CA 95120 1 10/18/96 00
0430066878 05 12/01/96 0
13203 O 11/01/26
0
1529824 429/429 F 220,000.00 ZZ
360 219,696.19 1
1622 KRISTIN CIRCLE 7.875 1,595.16 88
7.625 1,595.16 250,000.00
LANSDALE PA 19446 1 08/30/96 10
21481814 05 10/01/96 25
21481814 O 09/01/26
0
1529826 F03/G01 F 250,000.00 ZZ
360 250,000.00 1
1331 VINE ST 8.875 1,989.12 75
8.625 1,989.12 335,000.00
DENVER CO 80206 2 10/09/96 00
0430058313 05 12/01/96 0
DEN10162 O 11/01/26
0
1529836 927/G01 F 249,850.00 ZZ
360 249,702.49 1
9493 CAMINO CAPRISTRANO LANE 8.625 1,943.31 95
8.375 1,943.31 263,035.00
LAS VEGAS NV 89117 1 09/19/96 04
0430052407 03 11/01/96 30
283796 O 10/01/26
0
1
1529865 B74/G01 F 112,500.00 ZZ
360 112,433.58 1
15334 DITTMAR DRIVE 8.625 875.01 75
8.375 875.01 150,000.00
WHITTIER CA 90603 1 09/23/96 00
0430068445 05 11/01/96 0
963139 O 10/01/26
0
1530054 E57/G01 F 296,000.00 ZZ
360 296,000.00 1
3306 BRACE CANYON ROAD 9.000 2,381.68 90
8.750 2,381.68 329,000.00
BURBANK CA 91504 1 10/04/96 12
0430059477 05 12/01/96 25
75452005238 O 11/01/26
0
1530277 635/635 F 217,550.00 ZZ
360 217,437.21 1
1273 TORRANCE AVENUE 9.250 1,789.74 95
9.000 1,789.74 229,000.00
SUNNYVALE CA 94089 1 09/17/96 14
6613798 05 11/01/96 30
6613798 O 10/01/26
0
1530299 561/G01 F 117,500.00 ZZ
360 117,440.66 1
28 WELLINGTON ROAD 9.375 977.31 71
9.125 977.31 167,500.00
LIVINGSTON NJ 07039 1 09/18/96 00
0430054858 05 11/01/96 0
8870834 O 10/01/26
0
1530325 696/G01 F 148,800.00 ZZ
360 148,697.60 1
4633 NORTH HENDERSON ROAD 7.875 1,078.90 80
7.625 1,078.90 186,000.00
ARLINGTON VA 22203 1 09/25/96 00
0430043661 05 11/01/96 0
6100749 O 10/01/26
0
1530331 356/G01 F 304,000.00 ZZ
360 304,000.00 1
43683 SKYE ROAD 8.500 2,337.50 80
8.250 2,337.50 380,000.00
1
FREMONT CA 94539 1 10/08/96 00
0430071613 05 12/01/96 0
2381903 O 11/01/26
0
1530523 526/526 F 275,850.00 ZZ
360 275,487.88 1
3174 N. WILLOW RUN DRIVE 8.125 2,048.18 90
7.875 2,048.18 306,500.00
MERCED CA 95340 1 07/11/96 14
0079040 05 10/01/96 25
0079040 O 09/01/26
0
1530609 601/G01 F 300,000.00 ZZ
360 299,798.70 1
9 CATBIRD ALLEY 8.000 2,201.30 54
7.750 2,201.30 560,000.00
HOLMDEL NJ 07733 2 09/13/96 00
0430062737 05 11/01/96 0
1091562 O 10/01/26
0
1530665 964/G01 F 159,200.00 ZZ
360 159,108.40 1
680 BROTHERTON ROAD 8.750 1,252.43 80
8.500 1,252.43 199,000.00
ESCONDIDO CA 92025 1 09/24/96 00
0430045252 05 11/01/96 0
20261 O 10/01/26
0
1530668 668/G01 F 342,300.00 ZZ
360 342,064.42 1
799 TUNBRIDGE ROAD 7.875 2,481.92 80
7.625 2,481.92 427,900.00
DANVILLE CA 94526 1 09/18/96 00
0430061127 03 11/01/96 0
6929335 O 10/01/26
0
1530695 405/405 F 340,000.00 ZZ
360 339,809.38 1
612 AZURE HILLS DRIVE 8.875 2,705.20 80
8.625 2,705.20 425,000.00
SIMI VALLEY CA 93065 1 09/12/96 00
3996568 03 11/01/96 0
3996568 O 10/01/26
0
1
1530696 405/405 F 238,500.00 ZZ
360 238,186.91 1
2111 BRIGANTINE COURT 8.125 1,770.86 90
7.875 1,770.86 265,000.00
ENCINITAS CA 92024 1 08/16/96 01
3997046 03 10/01/96 25
3997046 O 09/01/26
0
1530697 405/405 F 238,400.00 ZZ
360 238,079.00 1
3865 PALOS VERDES DRIVE N 8.000 1,749.30 80
7.750 1,749.30 298,000.00
PALOS VERDES ES CA 90274 1 08/22/96 00
3998754 05 10/01/96 0
3998754 O 09/01/26
0
1530699 405/405 F 246,000.00 ZZ
360 245,847.10 1
318 COUNTRY CLUB DR 8.375 1,869.78 66
8.125 1,869.78 375,000.00
SAN FRANCISCO CA 94132 1 09/03/96 00
3999315 05 11/01/96 0
3999315 O 10/01/26
0
1530700 405/405 F 360,000.00 ZZ
360 359,770.44 1
813 MIRANDA CREEK COURT 8.250 2,704.56 65
8.000 2,704.56 559,900.00
ALAMO CA 94507 1 09/11/96 00
3999877 05 11/01/96 0
3999877 O 10/01/26
0
1530701 405/405 F 241,200.00 ZZ
360 240,891.32 1
1707 CAMINO DE VILLAS 8.250 1,812.06 90
8.000 1,812.06 268,000.00
BURBANK CA 91501 1 08/26/96 10
4001749 09 10/01/96 25
4001749 O 09/01/26
0
1530702 405/405 F 367,500.00 ZZ
360 367,265.65 1
1
1725 JONES STREET 3 8.250 2,760.91 75
8.000 2,760.91 490,000.00
SAN FRANCISCO CA 94109 1 09/06/96 00
4001780 01 11/01/96 0
4001780 O 10/01/26
0
1530703 405/405 F 212,000.00 ZZ
360 211,728.69 1
10247 CHANEY AVENUE 8.250 1,592.69 80
8.000 1,592.69 265,000.00
DOWNEY CA 90241 1 08/29/96 00
4001921 05 10/01/96 0
4001921 O 09/01/26
0
1530704 405/405 F 400,000.00 ZZ
360 399,787.13 1
315 ULUKOA PLACE 9.125 3,254.54 54
8.875 3,254.54 750,000.00
LAHAINA HI 96761 5 09/05/96 00
4003158 03 11/01/96 0
4003158 O 10/01/26
0
1530706 405/405 F 304,000.00 ZZ
360 303,825.10 1
9633 AMESTOY AVENUE 8.750 2,391.57 80
NORTHRIDGE AREA 8.500 2,391.57 380,000.00
LOS ANGELES CA 91325 1 09/03/96 00
4004339 05 11/01/96 0
4004339 O 10/01/26
0
1530707 405/405 F 247,400.00 ZZ
360 247,250.12 1
8938 GREENVILLE AVENUE 8.500 1,902.30 80
8.250 1,902.30 309,250.00
DALLAS TX 75243 1 09/17/96 00
4006524 05 11/01/96 0
4006524 O 10/01/26
0
1530773 B25/G01 F 249,850.00 ZZ
360 249,850.00 1
15322 COLONY PLACE 8.500 1,921.13 95
8.250 1,921.13 263,000.00
WALDORF MD 20601 1 10/11/96 11
0430054924 05 12/01/96 30
1
AS100 O 11/01/26
0
1530778 E22/G01 F 488,000.00 ZZ
360 487,733.44 1
23 UNCLE SAM LODE 9.000 3,926.56 80
8.750 3,926.56 610,000.00
BRECKENRIDGE CO 80424 1 09/24/96 00
0410108062 05 11/01/96 0
410108062 O 10/01/26
0
1530854 E22/G01 F 52,000.00 ZZ
360 51,972.33 1
1200 MARINE WAY 907B 9.125 423.09 64
8.875 423.09 82,000.00
NORTH PALM BEAC FL 33408 1 09/27/96 00
0410242341 06 11/01/96 0
410242341 O 10/01/26
0
1530907 624/G01 F 225,000.00 ZZ
360 224,873.86 1
106 HOLOPUNI ROAD 8.875 1,790.20 56
8.625 1,790.20 405,000.00
KULA HI 96790 1 09/26/96 00
0430066852 05 11/01/96 0
70014860223 O 10/01/26
0
1530930 696/G01 F 186,800.00 ZZ
360 186,330.71 1
1365 HERITAGE OAK WAY 8.375 1,419.81 80
8.125 1,419.81 233,500.00
RESTON VA 22094 1 06/25/96 00
0430053793 09 08/01/96 0
8018002 O 07/01/26
0
1530958 180/G01 F 207,000.00 ZZ
360 207,000.00 1
0050 SUNSET DRIVE 8.750 1,628.47 61
8.500 1,628.47 340,000.00
BRECKENRIDGE CO 80424 4 10/24/96 00
0430070425 05 12/01/96 0
4299202 O 11/01/26
0
1
1530965 998/G01 F 285,000.00 ZZ
360 285,000.00 1
19904 BERNIST AVENUE 8.250 2,141.11 72
8.000 2,141.11 400,000.00
TORRANCE CA 90503 5 10/09/96 00
0430069252 05 12/01/96 0
99637571 O 11/01/26
0
1530967 F03/G01 F 96,000.00 ZZ
360 96,000.00 1
2653 BELLAIRE STREET 9.000 772.44 75
8.750 772.44 128,000.00
DENVER CO 80207 1 10/18/96 00
0430062273 05 12/01/96 0
DEN10163 O 11/01/26
0
1530975 B98/G01 F 236,600.00 ZZ
360 236,600.00 1
5085 RIGATTI CIRCLE 8.125 1,756.75 80
7.875 1,756.75 295,809.00
PLEASANTON CA 94588 1 10/16/96 00
0430060582 03 12/01/96 0
172265 O 11/01/26
0
1530982 976/G01 F 259,000.00 ZZ
360 259,000.00 1
224 FOOTHILL MEADOWS COURT 8.125 1,923.07 54
7.875 1,923.07 480,000.00
GENOA NV 89411 2 10/16/96 00
0430071019 05 12/01/96 0
301623 O 11/01/26
0
1531005 069/G01 F 283,500.00 ZZ
360 283,332.62 1
23320 WEST SUMMERGLEN PLACE 8.625 2,205.04 90
8.375 2,205.04 315,083.00
VALENCIA CA 91355 1 09/19/96 10
0430049551 03 11/01/96 25
2362135689 O 10/01/26
0
1531043 757/757 F 251,300.00 ZZ
355 251,145.76 1
4050 MCEACHERN FARM DRIVE 8.625 1,960.46 90
8.375 1,960.46 279,317.00
1
POWDER SPRINGS GA 30073 4 09/30/96 12
2777886 05 11/01/96 25
2777886 O 05/01/26
0
1531052 E22/G01 F 376,000.00 ZZ
360 375,783.68 1
9244 MONTE MAR DRIVE 8.750 2,957.99 80
8.500 2,957.99 470,000.00
LOS ANGELES CA 90035 2 09/18/96 00
0410184501 05 11/01/96 0
410184501 O 10/01/26
0
1531058 E22/G01 F 534,000.00 ZZ
360 533,737.34 1
28 BROWNSBURY ROAD 9.500 4,490.16 80
9.250 4,490.16 675,000.00
LAGUNA NIGUEL CA 92677 2 09/19/96 00
0410185516 05 11/01/96 0
410185516 O 10/01/26
0
1531062 E22/G01 F 334,500.00 ZZ
360 334,297.35 1
12156 LEVEN LANE 8.500 2,572.02 75
8.250 2,572.02 446,000.00
LOS ANGELES CA 90049 1 09/23/96 00
0410187066 05 11/01/96 0
410187066 O 10/01/26
0
1531065 E22/G01 F 124,800.00 ZZ
360 124,728.20 1
6203 WISTERIA STREET 8.750 981.80 80
8.500 981.80 156,000.00
SIMI VALLEY CA 93063 1 09/13/96 00
0410185680 05 11/01/96 0
410185680 O 10/01/26
0
1531108 F13/F13 F 368,000.00 ZZ
360 367,771.26 1
12 PHEASANT RUN 8.375 2,797.07 80
8.125 2,797.07 460,000.00
BOROUGH OF PEAP NJ 07934 1 09/04/96 00
9607111504 05 11/01/96 0
9607111504 O 10/01/26
0
1
1531203 976/G01 F 577,500.00 ZZ
360 577,500.00 1
4990 LAKESHORE ROAD 8.500 4,440.48 70
8.250 4,440.48 825,000.00
FORT GRATIOT MI 48059 2 10/28/96 00
0430071977 05 12/01/96 0
305232 O 11/01/26
0
1531225 E90/E90 F 500,000.00 ZZ
360 500,000.00 1
3215 ROCKY FORK PLACE 7.875 3,625.35 53
7.625 3,625.35 950,000.00
GAHANNA OH 43230 5 10/25/96 00
749900 05 12/01/96 0
749900 O 11/01/26
0
1531353 439/G01 F 251,200.00 ZZ
360 251,044.66 1
1083 PROSPECT BOULEVARD 8.400 1,913.74 75
8.150 1,913.74 335,000.00
PASADENA CA 91103 1 09/17/96 00
0430050930 05 11/01/96 0
1873971 O 10/01/26
0
1531354 439/G01 F 261,400.00 ZZ
360 261,236.69 1
19402 NORTHSTAR LANE 8.350 1,982.22 80
8.100 1,982.22 326,750.00
HUNTINGTON BEAC CA 92646 1 09/24/96 00
0430050997 05 11/01/96 0
1875849 O 10/01/26
0
1531355 439/439 F 550,000.00 ZZ
360 549,649.28 1
33831 LIMERICK LANE 8.250 4,131.97 63
8.000 4,131.97 873,015.00
SAN JUAN CAPIST CA 92675 2 09/04/96 00
1871872 05 11/01/96 0
1871872 O 10/01/26
0
1531356 439/439 F 251,000.00 ZZ
360 250,839.95 1
1
2235 TALIA AVENUE 8.250 1,885.68 69
8.000 1,885.68 363,768.00
SANTA CLARA CA 95050 5 09/09/96 00
1872864 05 11/01/96 0
1872864 O 10/01/26
0
1531383 387/387 F 359,600.00 ZZ
360 359,364.77 1
8506 AMESTOY AVENUE 8.125 2,670.02 90
7.875 2,670.02 400,000.00
NORTHRIDGE CA 91325 1 09/03/96 12
806273 05 11/01/96 30
806273 O 10/01/26
0
1531386 E09/G01 F 40,000.00 ZZ
360 40,000.00 1
1262 LITTLE SIDNEE DRIVE 8.500 307.57 26
8.250 307.57 155,000.00
LAS VEGAS NV 89123 1 10/09/96 00
0430056986 05 12/01/96 0
01002274 O 11/01/26
0
1531417 514/G01 F 115,900.00 ZZ
360 115,841.47 1
7834 EPSILON DRIVE 9.375 964.00 95
9.125 964.00 122,000.00
GAITHERSBURG MD 20855 2 09/27/96 10
0430060814 09 11/01/96 30
357369 O 10/01/26
0
1531457 267/267 F 212,000.00 ZZ
360 211,868.22 1
171 SAN PEDRO CIRCLE 8.375 1,611.36 80
8.125 1,611.36 265,000.00
SAN JOSE CA 95110 1 09/18/96 00
4427995 03 11/01/96 0
4427995 O 10/01/26
0
1531461 267/267 F 650,000.00 ZZ
360 649,563.86 1
1145 S EL MOLINO AVENUE 8.000 4,769.47 77
7.750 4,769.47 850,000.00
PASADENA CA 91106 1 09/19/96 00
4429303 05 11/01/96 0
1
4429303 O 10/01/26
0
1531479 765/G01 F 219,200.00 ZZ
360 219,067.21 1
3551 IRIS CIRCLE 8.500 1,685.46 80
8.250 1,685.46 275,000.00
SEAL BEACH CA 90740 1 09/26/96 00
0430052258 05 11/01/96 0
31775 O 10/01/26
0
1531481 765/G01 F 277,500.00 ZZ
360 277,327.51 1
6 HERTFORD 8.375 2,109.21 59
8.125 2,109.21 475,000.00
NEWPORT COAST A CA 92657 1 09/27/96 00
0430053025 03 11/01/96 0
316670 O 10/01/26
0
1531483 E58/G01 F 290,800.00 BB
360 290,645.24 1
7739 ISLAND CREEK COURT 9.125 2,366.05 90
8.875 2,366.05 323,125.00
ALEXANDRIA VA 22315 1 09/20/96 14
0430048561 03 11/01/96 25
8819476 O 10/01/26
0
1531535 E33/G01 F 237,000.00 ZZ
360 237,000.00 1
80 E MARION AVENUE 8.250 1,780.51 72
8.000 1,780.51 330,000.00
LAKE FOREST IL 60045 2 10/17/96 00
0430057612 05 12/01/96 0
324607090 O 11/01/26
0
1531616 E22/G01 F 240,000.00 ZZ
360 239,865.45 1
307 FERDINAND AVENUE 8.875 1,909.55 80
8.625 1,909.55 300,000.00
EL GRANADA CA 94018 1 09/25/96 00
0410230791 05 11/01/96 0
410230791 O 10/01/26
0
1
1531623 562/G01 F 109,900.00 ZZ
360 109,900.00 1
32 MAPLE LAKE ROAD 9.250 904.13 69
9.000 904.13 159,900.00
KINNELON NJ 07405 1 10/04/96 00
0430053355 05 12/01/96 0
522581 O 11/01/26
0
1531651 696/G01 F 207,000.00 ZZ
360 206,861.11 1
403 FRANKLIN STREET 8.000 1,518.89 79
7.750 1,518.89 265,000.00
ALEXANDRIA VA 22314 1 09/30/96 00
0430050955 09 11/01/96 0
2268402 O 10/01/26
0
1531677 721/G01 F 241,505.21 ZZ
335 241,335.93 1
585 SUNNY SHADOWS 8.750 1,930.26 88
8.500 1,930.26 276,900.00
VICTORIA MN 55386 2 09/27/96 10
0430056044 05 11/01/96 25
0010596718 O 09/01/24
0
1531683 976/G01 F 280,000.00 ZZ
360 280,000.00 1
19042 BRASILIA DRIVE 9.000 2,252.95 71
8.750 2,252.95 395,000.00
NORTHRIDGE AREA CA 91326 2 10/16/96 00
0430067447 05 12/01/96 0
313227 O 11/01/26
0
1531698 F27/G01 F 222,000.00 ZZ
360 221,858.43 1
4902 MAURY COURT 8.250 1,667.82 60
8.000 1,667.82 374,418.00
FAIRFAX VA 22032 1 09/11/96 00
0430051524 03 11/01/96 0
UNKNOWN O 10/01/26
0
1531723 814/G01 F 506,000.00 ZZ
360 506,000.00 1
831 WOODED HILLS COURT 8.250 3,801.41 56
8.000 3,801.41 910,000.00
1
FREMONT CA 94539 2 10/02/96 00
0430053967 05 12/01/96 0
809609122 O 11/01/26
0
1531730 765/G01 F 167,900.00 ZZ
360 167,795.63 1
27640 DEERFIELD LANE 8.375 1,276.17 80
8.125 1,276.17 209,990.00
VALENCIA AREA CA 91354 1 09/27/96 00
0430051847 03 11/01/96 0
317890 O 10/01/26
0
1531736 731/G01 F 242,100.00 ZZ
360 241,971.16 1
350 SOUTH OXFORD AVENUE 9.125 1,969.81 90
8.875 1,969.81 269,000.00
LOS ANGELES CA 90020 1 09/26/96 10
0430054262 05 11/01/96 25
411211644 O 10/01/26
0
1531739 731/G01 F 253,600.00 ZZ
360 253,600.00 1
5702 EAST MUIR DRIVE 8.500 1,949.96 80
8.250 1,949.96 317,000.00
ORANGE CA 92869 1 09/30/96 00
0430059584 05 12/01/96 0
1001097 O 11/01/26
0
1531741 688/G01 F 301,500.00 ZZ
353 300,902.96 1
1315 39TH STREET 8.375 2,301.85 90
8.125 2,301.85 335,000.00
SACRAMENTO CA 95816 5 07/10/96 10
0430053686 05 09/01/96 25
33422 O 01/01/26
0
1531764 253/253 F 84,200.00 ZZ
360 84,148.99 1
909 MORNING SUN LANE 8.500 647.43 60
8.250 647.43 141,000.00
MCGREGOR TX 76657 2 09/18/96 00
309579 05 11/01/96 0
309579 O 10/01/26
0
1
1531769 246/G01 F 125,000.00 ZZ
360 125,000.00 1
414 DEVILS BACKBONE OVERLOOK 8.375 950.09 68
8.125 950.09 185,000.00
STEPHENSON VA 22656 1 10/23/96 00
0430070888 05 12/01/96 0
022894 O 11/01/26
0
1531783 685/G01 F 372,000.00 ZZ
360 372,000.00 1
230 AGATE AVENUE 8.625 2,893.38 80
8.375 2,893.38 465,000.00
NEWPORT BEACH CA 92662 1 10/02/96 00
0430049304 05 12/01/96 0
105721 O 11/01/26
0
1531848 317/G01 F 223,300.00 ZZ
360 223,157.61 1
13413 QUEENSTOWN LANE 8.250 1,677.58 80
8.000 1,677.58 279,359.00
GERMANTOWN MD 20874 1 09/30/96 00
0430050799 03 11/01/96 0
255226 O 10/01/26
0
1531849 696/G01 F 268,150.00 ZZ
360 268,150.00 1
7003 CYNTHIA LANE 8.250 2,014.52 80
8.000 2,014.52 335,650.00
DERWOOD MD 20855 1 10/04/96 00
0430049205 03 12/01/96 0
3194669 O 11/01/26
0
1531853 696/G01 F 162,400.00 ZZ
360 162,291.04 1
241 GRANGE HALL DRIVE 8.000 1,191.63 80
7.750 1,191.63 203,000.00
GAITHERSBURG MD 20877 1 09/30/96 00
0430050526 03 11/01/96 0
6020732 O 10/01/26
0
1531854 696/G01 F 164,850.00 ZZ
360 164,733.65 1
1
35473 SOURWOOD PLACE 7.750 1,181.01 80
7.500 1,181.01 206,080.00
ROUND HILL VA 20141 1 09/12/96 00
0430050476 05 11/01/96 0
2177516 O 10/01/26
0
1531859 105/G01 F 47,000.00 ZZ
360 46,976.88 1
810 BEACHCOMBER LANE 9.500 395.20 73
9.250 395.20 65,000.00
HOUSTON TX 77062 1 09/12/96 00
0430051854 03 11/01/96 0
927657 O 10/01/26
0
1531862 375/G01 F 127,100.00 ZZ
360 126,727.52 1
5677 E NICHOLS LN 8.000 932.62 73
7.750 932.62 176,000.00
ENGLEWOOD CO 80112 1 08/29/96 00
0430055095 09 10/01/96 0
419908 O 09/01/26
0
1531899 696/G01 F 363,250.00 ZZ
360 363,006.27 1
12036 CREEKBEND DRIVE 8.000 2,665.40 80
7.750 2,665.40 454,070.00
RESTON VA 20194 1 09/30/96 00
0430050567 03 11/01/96 0
8017543 O 10/01/26
0
1531908 E26/G01 F 216,000.00 ZZ
360 215,882.01 1
1903 HAMPSHIRE DRIVE 9.000 1,737.99 80
8.750 1,737.99 270,000.00
ADELPHI MD 20783 1 09/26/96 00
0430051292 05 11/01/96 0
424875 O 10/01/26
0
1531915 136/G01 F 135,000.00 ZZ
360 134,918.21 1
160-35 26TH AVENUE 8.500 1,038.04 73
8.250 1,038.04 185,000.00
FLUSHING NY 11358 1 09/09/96 00
0430054684 05 11/01/96 0
1
1394240 O 10/01/26
0
1531916 562/G01 F 244,300.00 ZZ
360 244,176.62 2
698 BARCLAY AVENUE 9.375 2,031.97 70
9.125 2,031.97 349,000.00
STATEN ISLAND NY 10312 1 09/30/96 00
0430049361 05 11/01/96 0
516641 O 10/01/26
0
1531918 561/G01 F 214,000.00 ZZ
360 213,587.78 1
425 ARGYLE DRIVE 8.250 1,607.71 80
8.000 1,607.71 270,000.00
ALEXANDRIA VA 22305 1 07/30/96 00
0430066258 05 09/01/96 0
8874646 O 08/01/26
0
1531924 E22/G01 F 180,000.00 ZZ
360 179,890.96 1
1 SWIFT CT 8.500 1,384.04 80
8.250 1,384.04 225,000.00
NEWPORT BEACH CA 92663 2 09/25/96 00
0410186605 01 11/01/96 0
410186605 O 10/01/26
0
1531931 F27/G01 F 238,950.00 ZZ
360 238,681.07 1
1314 WILD OAK TERRACE 8.875 1,901.20 80
8.625 1,901.20 299,090.00
ROCKVILLE MD 20852 1 08/29/96 00
0430050880 09 10/01/96 0
UNKNOWN O 09/01/26
0
1531932 696/G01 F 207,000.00 ZZ
360 206,857.55 1
2820 NORTHAMPTON STREET, N.W. 7.875 1,500.89 78
7.625 1,500.89 268,500.00
WASHINGTON DC 20015 1 09/16/96 00
0430049221 05 11/01/96 0
3115557 O 10/01/26
0
1
1531935 429/429 F 224,950.00 ZZ
360 224,696.83 1
7010 WINDSWEPT LANE 8.875 1,789.81 90
8.625 1,789.81 250,280.00
NORRISTOWN PA 19403 1 08/26/96 10
21450536 05 10/01/96 25
21450536 O 09/01/26
0
1531937 429/429 F 248,000.00 ZZ
360 247,568.80 1
26 TARRY TOWN TERRACE 8.750 1,951.02 80
8.500 1,951.02 310,000.00
MONTGOMERY NJ 08502 1 07/31/96 00
10386963 05 09/01/96 0
10386963 O 08/01/26
0
1531938 429/429 F 400,050.50 ZZ
347 398,414.73 1
1000 YARDLEY ROAD 8.500 3,101.53 89
8.250 3,101.53 450,000.00
LOWER MAKEFIELD PA 19047 1 04/11/96 10
21025812 05 06/01/96 25
21025812 O 04/01/25
0
1531940 429/429 F 238,400.00 ZZ
360 238,240.03 1
874 FULTON AVENUE 8.000 1,749.30 95
7.750 1,749.30 251,025.00
LANSDALE PA 19446 1 09/05/96 21
21516472 05 11/01/96 30
21516472 O 10/01/26
0
1531941 429/429 F 285,000.00 ZZ
360 284,635.27 1
914 SCHUYLER DR 8.250 2,141.12 80
8.000 2,141.12 357,000.00
WEST CHESTER PA 19380 1 08/22/96 00
21584362 05 10/01/96 0
21584362 O 09/01/26
0
1531947 317/G01 F 361,550.00 ZZ
360 361,325.27 1
349 GLEN EAGLES WAY 8.375 2,748.05 80
8.125 2,748.05 451,947.00
1
SIMI VALLEY CA 93065 1 09/25/96 00
0430049254 03 11/01/96 0
253825 O 10/01/26
0
1531954 E22/G01 F 65,000.00 ZZ
360 64,967.17 1
7061 N KEDZIE AVE UNIT # 1104 9.375 540.64 50
9.125 540.64 130,000.00
CHICAGO IL 60645 1 09/25/96 00
0410173132 06 11/01/96 0
410173132 O 10/01/26
0
1531969 696/G01 F 650,000.00 ZZ
360 649,654.10 1
6329 WATERWAY DRIVE 9.125 5,288.61 78
8.875 5,288.61 840,000.00
FALLS CHURCH VA 22044 1 10/03/96 00
0430053504 03 11/01/96 0
2236429 O 10/01/26
0
1531992 965/G01 F 90,000.00 ZZ
360 90,000.00 1
8831 EAST FRIESS DRIVE 8.625 700.01 57
8.375 700.01 160,500.00
SCOTTSDALE AZ 85260 1 10/11/96 00
0430060723 05 12/01/96 0
1531992 O 11/01/26
0
1532019 E57/G01 F 270,000.00 ZZ
360 269,844.66 1
700 KENMORE DRIVE 8.750 2,124.09 90
8.500 2,124.09 300,000.00
SAN GABRIEL CA 91776 1 09/26/96 12
0430060889 05 11/01/96 25
75192005183 O 10/01/26
0
1532035 731/G01 F 139,900.00 ZZ
360 139,813.05 1
20009 SHOSHONEE ROAD 8.375 1,063.34 80
8.125 1,063.34 174,900.00
APPLE VALLEY CA 92307 1 09/25/96 00
0430068577 05 11/01/96 0
412610162 O 10/01/26
0
1
1532151 964/G01 F 124,400.00 ZZ
360 124,320.67 1
433 NORTH WANDA DRIVE 8.250 934.58 80
8.000 934.58 155,500.00
FULLERTON CA 92633 2 09/25/96 00
0430057554 05 11/01/96 0
20330 O 10/01/26
0
1532155 964/G01 F 214,400.00 ZZ
360 214,400.00 1
17022 SOUTH MARIA AVENUE 8.625 1,667.58 80
8.375 1,667.58 268,000.00
CERRITOS CA 90701 1 09/30/96 00
0430051425 05 12/01/96 0
20213 O 11/01/26
0
1532159 964/G01 F 388,000.00 ZZ
360 388,000.00 1
445 WEST SUNSET DRIVE 8.625 3,017.82 80
8.375 3,017.82 485,000.00
REDLANDS CA 92373 1 10/04/96 00
0430056010 05 12/01/96 0
19914 O 11/01/26
0
1532163 685/G01 F 223,000.00 ZZ
360 223,000.00 1
6728 WHITESAIL STREET 8.500 1,714.68 80
8.250 1,714.68 278,805.00
CARLSBAD CA 92009 1 10/02/96 00
0430052944 05 12/01/96 0
105605 O 11/01/26
0
1532177 731/G01 F 260,500.00 ZZ
360 260,500.00 1
2539 10TH AVENUE WEST 9.000 2,096.04 95
8.750 2,096.04 274,250.00
SEATTLE WA 98119 1 10/02/96 10
0430067769 05 12/01/96 30
230232775 O 11/01/26
0
1532268 696/G01 F 300,000.00 ZZ
360 300,000.00 1
1
6107 30TH STREET NORTH 7.750 2,149.24 80
7.500 2,149.24 375,000.00
ARLINGTON VA 22207 2 10/01/96 00
0430053785 05 12/01/96 0
2137700 O 11/01/26
0
1532282 696/G01 F 131,200.00 ZZ
360 131,107.40 1
2914 IRVINGTON ROAD 7.750 939.93 80
7.500 939.93 164,000.00
FALLS CHURCH VA 22042 1 09/12/96 00
0430053249 05 11/01/96 0
2238507 O 10/01/26
0
1532289 450/450 F 238,500.00 ZZ
360 238,369.73 1
45473 CAMINO MONZON 9.000 1,919.02 87
8.750 1,919.02 275,000.00
TEMECULA CA 92592 1 09/23/96 10
4188348 05 11/01/96 25
4188348 O 10/01/26
0
1532302 696/G01 F 207,000.00 ZZ
360 206,857.55 1
6319 FALLING BROOK DRIVE 7.875 1,500.89 80
7.625 1,500.89 260,000.00
BURKE VA 22015 1 09/30/96 00
0430053413 05 11/01/96 0
2178623 O 10/01/26
0
1532353 429/429 F 268,000.00 ZZ
360 267,639.16 1
20 ERNIE'S DRIVE 8.000 1,966.49 90
7.750 1,966.49 298,000.00
LITTLETON MA 01460 1 08/22/96 14
21588333 05 10/01/96 25
21588333 O 09/01/26
0
1532410 685/G01 F 485,000.00 ZZ
360 485,000.00 1
20 BLESSING 8.375 3,686.35 80
8.125 3,686.35 606,350.00
IRVINE CA 92715 1 10/01/96 00
0430066860 03 12/01/96 0
1
105693 O 11/01/26
0
1532424 E22/G01 F 288,000.00 ZZ
360 288,000.00 1
730 S SHORE DRIVE 8.500 2,214.47 90
8.250 2,214.47 320,000.00
MIAMI BEACH FL 33141 2 10/04/96 11
0410243190 05 12/01/96 25
410243190 O 11/01/26
0
1532462 E22/G01 F 258,000.00 ZZ
360 257,869.72 1
2337 MEDFORD COURT EAST 9.375 2,145.91 80
9.125 2,145.91 322,500.00
FORT WORTH TX 76109 1 09/30/96 00
0410268072 05 11/01/96 0
410268072 O 10/01/26
0
1532477 A39/G01 F 210,300.00 ZZ
360 210,300.00 1
27827 NORTH SPRINGTREE PLACE 8.250 1,579.91 80
8.000 1,579.91 262,926.00
SANTA CLARITA CA 91354 1 10/24/96 00
0430066373 03 12/01/96 0
960095 O 11/01/26
0
1532481 076/076 F 240,300.00 ZZ
360 240,158.13 1
43262 WATERSHED COURT 8.625 1,869.03 90
8.375 1,869.03 267,000.00
ASHBURN VA 22011 2 09/13/96 12
5497222 03 11/01/96 25
5497222 O 10/01/26
0
1532487 076/076 F 281,600.00 ZZ
360 281,424.96 1
92 STEUBEN ROAD 8.375 2,140.37 80
8.125 2,140.37 352,000.00
PEEKSKILL NY 10566 1 09/25/96 00
7051406 05 11/01/96 0
7051406 O 10/01/26
0
1
1532495 076/076 F 227,200.00 ZZ
360 227,062.36 1
4979 116TH PLACE SOUTHEAST 8.500 1,746.97 80
8.250 1,746.97 284,000.00
BELLEVUE WA 98006 1 09/13/96 00
6311122 05 11/01/96 0
6311122 O 10/01/26
0
1532515 076/076 F 224,200.00 ZZ
360 224,064.18 1
61 DUCLAIR 8.500 1,723.90 95
8.250 1,723.90 236,000.00
LITTLE ROCK AR 72211 1 09/30/96 12
6403362 05 11/01/96 30
6403362 O 10/01/26
0
1532530 076/076 F 223,900.00 ZZ
360 223,767.81 1
4900 VININGS RIDGE TRAIL 8.625 1,741.47 76
8.375 1,741.47 294,784.00
SMYRNA GA 30059 1 09/19/96 00
6234252 03 11/01/96 0
6234252 O 10/01/26
0
1532548 076/076 F 240,000.00 ZZ
350 239,842.99 1
19116 LAKE SWATARA DRIVE 8.500 1,857.01 72
8.250 1,857.01 335,000.00
EUSTIS FL 32726 2 09/04/96 00
7032315 05 11/01/96 0
7032315 O 12/01/25
0
1532559 E22/G01 F 285,000.00 ZZ
360 284,836.03 1
4520 36TH STREET NW 8.750 2,242.10 71
8.500 2,242.10 405,000.00
WASHINGTON DC 20008 1 09/13/96 00
0410195218 05 11/01/96 0
410195218 O 10/01/26
0
1532584 076/076 F 370,000.00 ZZ
360 369,775.85 1
155 LAKE ALUMA DRIVE 8.500 2,844.98 57
8.250 2,844.98 650,000.00
1
OKLAHOMA CITY OK 73121 2 09/06/96 00
6290892 03 11/01/96 0
6290892 O 10/01/26
0
1532597 076/076 F 250,000.00 T
360 249,832.26 1
40 GLENGARRY WAY 8.000 1,834.41 28
7.750 1,834.41 910,000.00
HILLSBOROUGH CA 94010 2 09/19/96 00
6368172 05 11/01/96 0
6368172 O 10/01/26
0
1532608 069/G01 F 303,200.00 ZZ
360 302,840.69 1
16559 CORTE PAULINA 8.625 2,358.26 80
8.375 2,358.26 379,000.00
POWAY CA 92064 1 08/27/96 00
0430060558 05 10/01/96 0
2362128478 O 09/01/26
0
1532617 927/G01 F 349,200.00 ZZ
360 349,200.00 1
6045 LARREA LANE 8.125 2,592.81 90
7.875 2,592.81 388,014.00
RENO NV 89511 1 10/01/96 04
0430058693 05 12/01/96 25
213710 O 11/01/26
0
1532638 696/G01 F 207,000.00 BB
360 206,892.68 1
5870 KETCH DRIVE 9.250 1,702.94 80
9.000 1,702.94 259,900.00
PRINCE FREDERIC MD 20678 2 09/25/96 00
0430054437 03 11/01/96 0
7020080 O 10/01/26
0
1532639 696/G01 F 151,200.00 ZZ
360 151,200.00 1
17229 EMERSON DRIVE 8.000 1,109.45 80
7.750 1,109.45 189,000.00
SILVER SPRING MD 20905 1 10/11/96 00
0430054502 05 12/01/96 0
3014689 O 11/01/26
0
1
1532694 E22/G01 F 191,200.00 ZZ
360 191,087.12 1
5844 WAVERTREE LANE 8.625 1,487.13 73
8.375 1,487.13 263,000.00
PLANO TX 75093 1 09/30/96 00
0410271381 05 11/01/96 0
410271381 O 10/01/26
0
1532740 964/G01 F 233,750.00 ZZ
360 233,750.00 1
7756 SOUTH OAK WAY 8.375 1,776.67 85
8.125 1,776.67 275,000.00
SACRAMENTO CA 95831 1 10/07/96 11
0430053744 05 12/01/96 12
20229 O 11/01/26
0
1532742 685/G01 F 275,800.00 ZZ
360 275,800.00 1
16316 ALPINE PLACE 8.500 2,120.66 80
8.250 2,120.66 344,799.00
LA MIRADA CA 90638 1 10/08/96 00
0430053538 03 12/01/96 0
105692 O 11/01/26
0
1532745 685/G01 F 263,200.00 ZZ
360 263,200.00 1
6260 PARIMA STREET 8.125 1,954.25 80
7.875 1,954.25 329,000.00
LONG BEACH CA 90803 1 10/08/96 00
0430053553 05 12/01/96 0
105762 O 11/01/26
0
1532773 E22/G01 F 401,150.00 BB
360 401,150.00 1
18 BLESSING 9.125 3,263.89 80
8.875 3,263.89 501,471.00
IRVINE CA 92715 1 10/03/96 00
0410224745 03 12/01/96 0
410224745 O 11/01/26
0
1532774 181/181 F 256,000.00 ZZ
360 255,860.17 1
1
8825 NORTH KOSTNER AVENUE 9.000 2,059.83 80
8.750 2,059.83 320,000.00
SKOKIE IL 60076 1 09/30/96 00
5113997 05 11/01/96 0
5113997 O 10/01/26
0
1532779 387/387 F 273,750.00 ZZ
360 273,592.50 1
2606 YUCCA DRIVE 8.750 2,153.59 75
8.500 2,153.59 365,000.00
CAMARILLO CA 93012 1 09/24/96 00
818906 05 11/01/96 0
818906 O 10/01/26
0
1532781 387/387 F 308,000.00 ZZ
360 307,782.62 1
365 MARCELLA WAY 7.750 2,206.55 80
7.500 2,206.55 385,000.00
MILLBRAE CA 94030 1 09/19/96 00
818179 05 11/01/96 0
818179 O 10/01/26
0
1532798 181/181 F 270,850.00 ZZ
360 270,681.65 1
2200 PENINSULA DRIVE 8.375 2,058.66 62
8.125 2,058.66 440,000.00
FLOWER MOUND TX 75028 2 09/19/96 00
5369878 05 11/01/96 0
5369878 O 10/01/26
0
1532799 828/G01 F 102,400.00 ZZ
360 102,400.00 1
620 RUFE SNOW DRIVE 8.750 805.59 65
8.500 805.59 158,800.00
KELLER TX 76248 2 10/25/96 00
0430066704 05 12/01/96 0
65520001 O 11/01/26
0
1532802 776/G01 F 287,200.00 ZZ
360 287,030.43 1
19628 MOUNT LASSEN DRIVE 8.625 2,233.82 80
8.375 2,233.82 359,000.00
CASTRO VALLEY CA 94552 1 09/17/96 00
0430063388 03 11/01/96 0
1
6235524 O 10/01/26
0
1532820 956/G01 F 479,200.00 ZZ
360 479,200.00 1
1098 SAINT JOSEPH AVENUE 8.500 3,684.63 80
8.250 3,684.63 599,500.00
LOS ALTOS CA 94024 1 10/01/96 00
0430066092 05 12/01/96 0
2608015 O 11/01/26
0
1532826 956/G01 F 236,000.00 ZZ
360 235,867.70 1
1790 CLEVELAND AVENUE 8.875 1,877.72 80
8.625 1,877.72 295,000.00
SAN JOSE CA 95126 2 09/27/96 00
0430068379 05 11/01/96 0
260929 O 10/01/26
0
1532836 267/267 F 228,000.00 ZZ
360 228,000.00 1
2015 DORADO DRIVE 8.125 1,692.90 95
7.875 1,692.90 240,000.00
RANCHO PALOS VE CA 90275 1 10/08/96 11
4418661 05 12/01/96 30
4418661 O 11/01/26
0
1532842 624/G01 F 244,815.00 ZZ
360 244,815.00 1
4636 EAST BLUE JAY AVENUE 8.250 1,839.21 95
8.000 1,839.21 257,700.00
ORANGE CA 92869 1 10/08/96 11
0430062794 05 12/01/96 30
34071060303 O 11/01/26
0
1532873 B98/G01 F 210,000.00 ZZ
360 210,000.00 1
118 GRANADA DRIVE 8.125 1,559.24 69
7.875 1,559.24 305,000.00
APTOS CA 95003 1 10/22/96 00
0430067702 05 12/01/96 0
172172 O 11/01/26
0
1
1532904 403/G01 F 251,750.00 ZZ
360 251,589.46 1
168 THUNDER HILL DRIVE 8.250 1,891.32 95
8.000 1,891.32 265,000.00
STAMFORD CT 06902 1 09/12/96 04
0430054841 05 11/01/96 30
6521801 O 10/01/26
0
1532987 163/G01 F 550,000.00 ZZ
360 549,691.66 1
1442 EAST CIRCLE WAY 8.875 4,376.05 71
8.625 4,376.05 785,000.00
SALT LAKE CITY UT 84103 5 09/17/96 00
0430054098 05 11/01/96 0
6515453295 O 10/01/26
0
1533016 624/G01 F 175,500.00 ZZ
360 175,500.00 1
2751 NORTH VELARDE DRIVE 8.375 1,333.93 64
8.125 1,333.93 275,500.00
THOUSAND OAKS CA 91360 1 10/23/96 00
0430070441 05 12/01/96 0
36002260106 O 11/01/26
0
1533021 685/G01 F 208,000.00 ZZ
360 208,000.00 1
5330 CALLE SONORA 8.375 1,580.95 80
8.125 1,580.95 260,000.00
YORBA LINDA CA 92887 1 10/14/96 00
0430054882 05 12/01/96 0
105777 O 11/01/26
0
1533062 776/G01 F 248,000.00 ZZ
360 248,000.00 1
1991 RAYSHIRE STREET 8.375 1,884.98 80
8.125 1,884.98 310,000.00
THOUSAND OAKS CA 91362 1 10/01/96 00
0430071761 05 12/01/96 0
2135103 O 11/01/26
0
1533072 561/G01 F 244,750.00 BB
360 244,601.73 1
21542 TITHABLES CIRCLE 8.500 1,881.92 85
8.250 1,881.92 287,983.00
1
ASHBURN VA 22011 1 10/01/96 04
0430058248 03 11/01/96 12
8816738 O 10/01/26
0
1533103 375/G01 F 232,500.00 ZZ
360 231,723.58 1
520 SYLVAN AVENUE 9.000 1,870.75 75
8.750 1,870.75 310,000.00
SAN MATEO CA 94403 1 04/23/96 00
0430061341 05 06/01/96 0
UNKNOWN O 05/01/26
0
1533125 375/G01 F 135,000.00 ZZ
360 134,487.66 1
748 BARTON WAY 8.375 1,026.10 62
8.125 1,026.10 220,000.00
BENICIA CA 94510 2 04/04/96 00
0430067546 05 06/01/96 0
UNKNOWN O 05/01/26
0
1533159 E22/G01 F 95,000.00 ZZ
360 94,946.74 1
607 E DOVE ROAD 8.875 755.86 66
8.625 755.86 146,000.00
SOUTHLAKE TX 76092 2 09/18/96 00
0410272611 05 11/01/96 0
410272611 O 10/01/26
0
1533183 E22/G01 F 175,950.00 ZZ
360 175,848.77 1
856 MINNESOTA AVENUE #103 8.750 1,384.20 80
8.500 1,384.20 219,950.00
SAN JOSE CA 95125 1 09/17/96 00
0410227466 09 11/01/96 0
410227466 O 10/01/26
0
1533190 E22/G01 F 128,300.00 ZZ
360 128,300.00 1
11835 EAST MINKEY ROAD 8.250 963.88 68
8.000 963.88 189,980.00
DARIEN WI 53114 1 10/11/96 00
0410171383 05 12/01/96 0
410171383 O 11/01/26
0
1
1533213 429/429 F 275,000.00 ZZ
360 274,815.47 1
1616 BOW TREE DRIVE 8.000 2,017.86 95
7.750 2,017.86 289,500.00
WEST CHESTER PA 19380 1 09/20/96 01
21527563 05 11/01/96 30
21527563 O 10/01/26
0
1533236 163/G01 F 228,000.00 T
360 227,850.85 1
2635 CURLEY BEAR ROAD 8.125 1,692.90 80
7.875 1,692.90 285,000.00
BIG SKY MT 59716 1 09/18/96 00
0430059543 05 11/01/96 0
113379 O 10/01/26
0
1533240 163/G01 F 213,300.00 ZZ
360 213,177.27 1
1113 SOUTHWEST AVENUE 8.750 1,678.04 90
8.500 1,678.04 237,000.00
JOHNSON CITY TN 37604 1 09/19/96 01
0430059519 05 11/01/96 25
UNKNOWN O 10/01/26
0
1533247 163/G01 F 400,000.00 ZZ
360 399,538.04 1
37 GLENMERE DRIVE 8.750 3,146.81 73
8.500 3,146.81 550,000.00
CHATHAM NJ 07928 1 08/09/96 00
0430059568 05 10/01/96 0
372266224 O 09/01/26
0
1533254 163/G01 F 242,000.00 ZZ
360 241,705.76 1
2058 WELBORN STREET 8.500 1,860.77 78
8.250 1,860.77 312,000.00
ROCK HILL SC 29732 1 08/23/96 00
0430059550 05 10/01/96 0
UNKNOWN O 09/01/26
0
1533263 163/G01 F 220,000.00 ZZ
360 219,866.72 1
1
44 WOODSIDE ROAD 8.500 1,691.61 80
8.250 1,691.61 275,000.00
WYCKOFF NJ 07481 1 09/06/96 00
0430059527 05 11/01/96 0
372265607 O 10/01/26
0
1533306 965/G01 F 320,000.00 ZZ
360 320,000.00 1
2242 NORTH 39TH CIRCLE 8.875 2,546.06 80
8.625 2,546.06 400,000.00
MESA AZ 85215 4 10/24/96 00
0430072116 05 12/01/96 0
1533306 O 11/01/26
0
1533404 696/G01 F 440,000.00 ZZ
360 440,000.00 1
6343 LINWAY TERRACE 8.125 3,266.99 78
7.875 3,266.99 565,000.00
MCLEAN VA 22101 2 10/08/96 00
0430055459 05 12/01/96 0
2158500 O 11/01/26
0
1533422 685/G01 F 310,400.00 ZZ
360 310,400.00 1
9725 LIPARI CIRCLE 8.625 2,414.26 80
8.375 2,414.26 388,032.00
CYPRESS CA 90630 1 10/11/96 00
0430056069 05 12/01/96 0
105508 O 11/01/26
0
1533429 623/623 F 225,000.00 ZZ
360 224,867.16 1
54 WEST CENTER AVENUE 8.625 1,750.03 69
8.375 1,750.03 330,000.00
LAKE BLUFF IL 60044 5 09/16/96 00
0897737 05 11/01/96 0
0897737 O 10/01/26
0
1533436 623/623 F 236,800.00 ZZ
360 236,660.19 1
1527 FOREST BAY CT 8.625 1,841.81 80
8.375 1,841.81 296,000.00
WIXOM MI 48393 1 09/20/96 00
0896344 05 11/01/96 0
1
0896344 O 10/01/26
0
1533450 623/623 F 297,000.00 ZZ
360 296,824.65 1
6201 SIMPSON PATENT COURT 8.625 2,310.04 90
8.375 2,310.04 330,000.00
FAIRFAX STATION VA 22039 2 09/30/96 14
0901209 03 11/01/96 25
0901209 O 10/01/26
0
1533462 561/G01 F 270,000.00 ZZ
360 269,542.51 1
25948 ST MICHAELS ROAD 8.875 2,148.25 80
8.625 2,148.25 341,500.00
NEWCOMB MD 21653 1 07/29/96 00
0430063347 05 09/01/96 0
8739807 O 08/01/26
0
1533468 562/G01 F 146,250.00 ZZ
360 146,156.74 1
152 RADCLIFFE ROAD 8.250 1,098.73 75
8.000 1,098.73 195,000.00
PLAINVIEW NY 11803 1 09/19/96 00
0430057778 05 11/01/96 0
521864 O 10/01/26
0
1533498 623/623 F 396,000.00 ZZ
360 395,766.20 1
30W174 FORSYTHIA 8.625 3,080.05 80
8.375 3,080.05 495,000.00
WAYNE IL 60184 1 09/25/96 00
900295 05 11/01/96 0
900295 O 10/01/26
0
1533503 623/623 F 286,000.00 ZZ
360 285,831.15 1
601 MULBERRY PLACE 3A 8.625 2,224.48 80
8.375 2,224.48 357,500.00
HIGHLAND PARK IL 60035 1 09/30/96 00
0899945 01 11/01/96 0
0899945 O 10/01/26
0
1
1533520 623/623 F 212,700.00 ZZ
360 212,571.14 1
7918 W BAYHILL COURT 8.500 1,635.48 89
8.250 1,635.48 239,000.00
BOISE ID 83704 1 09/19/96 04
7102230 05 11/01/96 25
7102230 O 10/01/26
0
1533526 623/623 F 250,000.00 ZZ
360 249,848.55 1
2849 EAST NEWCASTLE DRIVE 8.500 1,922.28 77
8.250 1,922.28 324,900.00
SANDY UT 84093 1 09/04/96 00
141219 05 11/01/96 0
141219 O 10/01/26
0
1533528 623/623 F 407,000.00 ZZ
360 406,765.84 1
2328 NORTH SOUTH PORT AVENUE 8.750 3,201.87 69
8.500 3,201.87 590,000.00
CHICAGO IL 60614 2 09/06/96 00
897910 05 11/01/96 0
897910 O 10/01/26
0
1533529 623/623 F 315,700.00 ZZ
360 315,508.75 1
101 WALNUT STREET 8.500 2,427.46 70
8.250 2,427.46 451,000.00
CLARENDON HILLS IL 60514 5 09/23/96 00
900276 05 11/01/96 0
900276 O 10/01/26
0
1533532 623/623 F 257,500.00 ZZ
360 257,351.85 1
1858 EAST SPRING LANE 8.750 2,025.75 58
8.500 2,025.75 450,000.00
SALT LAKE CITY UT 84117 5 09/11/96 00
7429919 05 11/01/96 0
7429919 O 10/01/26
0
1533535 623/623 F 296,000.00 ZZ
360 296,000.00 1
12024 ABOITE CENTER ROAD 8.625 2,302.26 80
8.375 2,302.26 370,000.00
1
FORT WAYNE IN 46804 1 10/04/96 00
0901141 05 12/01/96 0
0901141 O 11/01/26
0
1533536 623/623 F 1,000,000.00 ZZ
360 999,424.66 1
10050 SOUTHWEST 62ND AVENUE 8.750 7,867.01 67
8.500 7,867.01 1,500,000.00
MIAMI FL 33156 1 09/06/96 00
900013 05 11/01/96 0
900013 O 10/01/26
0
1533540 623/623 F 650,000.00 ZZ
360 649,585.52 1
22 PENTWATER DRIVE 8.250 4,883.23 65
8.000 4,883.23 1,000,000.00
SOUTH BARRINGTO IL 60001 1 09/17/96 00
900108 05 11/01/96 0
900108 O 10/01/26
0
1533541 623/623 F 309,750.00 ZZ
356 309,556.50 1
7109 BRIGHT STAR LANE 8.500 2,387.56 90
8.250 2,387.56 344,188.00
AUSTIN TX 78736 4 09/30/96 04
0889216 05 11/01/96 25
0889216 O 06/01/26
0
1533542 623/623 F 641,250.00 ZZ
360 640,841.09 1
138 ABINGDON AVENUE 8.250 4,817.50 75
8.000 4,817.50 855,000.00
KENILWORTH IL 60043 1 09/12/96 00
899561 05 11/01/96 0
899561 O 10/01/26
0
1533545 623/623 F 249,900.00 ZZ
360 249,763.50 1
1702 FAIRFAX LANE 9.000 2,010.75 90
8.750 2,010.75 277,699.00
OAKBROOK TERRAC IL 60181 1 09/26/96 10
896220 01 11/01/96 25
896220 O 10/01/26
0
1
1533548 623/623 F 260,000.00 ZZ
360 259,834.21 1
13954 W ACORN RIDGE LANE 8.250 1,953.29 62
8.000 1,953.29 425,000.00
LOCKPORT IL 60441 5 09/23/96 00
898930 05 11/01/96 0
898930 O 10/01/26
0
1533555 623/623 F 281,700.00 ZZ
360 281,700.00 1
3777 CHIPPENDALE DRIVE 8.625 2,191.03 80
8.375 2,191.03 352,125.00
OKEMOS MI 48864 1 10/01/96 00
0899559 05 12/01/96 0
0899559 O 11/01/26
0
1533566 623/623 F 334,100.00 ZZ
360 333,902.74 1
1889 WEST FARM ROAD 8.625 2,598.60 90
8.375 2,598.60 372,500.00
ORONO MN 55356 1 09/30/96 04
0901007 05 11/01/96 25
0901007 O 10/01/26
0
1533656 470/G01 F 295,200.00 ZZ
360 295,200.00 1
1466 WEST 18TH STREET 8.750 2,322.34 90
8.500 2,322.34 328,000.00
UPLAND CA 91784 1 10/28/96 12
0430071910 05 12/01/96 25
09040292 O 11/01/26
0
1533670 623/623 F 521,000.00 ZZ
360 520,707.92 1
W325 S7021 SQUIRE LANE 8.875 4,145.31 75
8.625 4,145.31 695,000.00
MUKWONAGO WI 53149 5 09/03/96 00
0897851 05 11/01/96 0
0897851 O 10/01/26
0
1533686 637/G01 F 227,800.00 ZZ
360 227,681.90 1
1
8825 WEST BRIDGE ROAD 9.250 1,874.06 90
9.000 1,874.06 253,146.00
TINLEY PARK IL 60477 1 10/04/96 04
0430063396 05 11/01/96 25
9357716 O 10/01/26
0
1533688 623/623 F 330,000.00 T
360 329,794.89 1
5347 W NORTHWOOD DRIVE 8.375 2,508.24 64
8.125 2,508.24 520,000.00
GLEN ARBOR MI 49636 1 09/27/96 00
0899210 05 11/01/96 0
0899210 O 10/01/26
0
1533689 E19/G01 F 370,000.00 ZZ
360 370,000.00 1
12515 HAZELTINE DRIVE 8.000 2,714.93 80
7.750 2,714.93 465,000.00
TUSTIN CA 92680 2 10/07/96 00
0430061598 05 12/01/96 0
12638 O 11/01/26
0
1533690 623/623 F 255,400.00 ZZ
360 255,256.82 1
121 FOX POINT COURT NE 8.875 2,032.08 80
8.625 2,032.08 320,592.00
ADA MI 49301 1 09/16/96 00
0897083 05 11/01/96 0
0897083 O 10/01/26
0
1533702 623/623 F 338,250.00 ZZ
360 338,039.76 1
6535 DONNEGAL COURT 8.375 2,570.94 78
8.125 2,570.94 438,250.00
GRAND RAPIDS MI 49546 1 09/20/96 00
0899642 05 11/01/96 0
0899642 O 10/01/26
0
1533703 B74/G01 F 275,150.00 ZZ
360 275,150.00 1
5608 EAST MOUNTAIN AVENUE 8.375 2,091.34 75
8.125 2,091.34 366,900.00
ORANGE CA 92867 1 10/11/96 00
0430066407 03 12/01/96 0
1
963509 O 11/01/26
0
1533713 623/623 F 258,000.00 ZZ
360 257,839.64 1
43 W472 CORNWALL DRIVE 8.375 1,960.99 79
8.125 1,960.99 329,128.00
ST CHARLES IL 60174 1 09/20/96 00
0899402 05 11/01/96 0
0899402 O 10/01/26
0
1533720 F03/G01 F 264,000.00 ZZ
360 264,000.00 1
24851 LOS GATOS DRIVE 9.250 2,171.87 76
9.000 2,171.87 350,000.00
LAGUNA HILLS CA 92653 2 10/21/96 00
0430071514 05 12/01/96 0
LAG10081 O 11/01/26
0
1533726 623/623 F 323,150.00 ZZ
360 322,949.14 1
1411 PLACE PICARDY 8.375 2,456.18 90
8.125 2,456.18 359,505.00
WINTER PARK FL 32789 4 10/03/96 14
0879887 05 11/01/96 25
0879887 O 10/01/26
0
1533734 623/623 F 300,000.00 ZZ
360 299,813.53 1
43 HOBCAW DR 8.375 2,280.22 73
8.125 2,280.22 414,199.00
GREER SC 29650 4 09/27/96 00
0899521 05 11/01/96 0
0899521 O 10/01/26
0
1533739 623/623 F 650,000.00 ZZ
349 649,560.76 1
1347 TANO RIDGE ROAD 8.375 4,975.70 71
8.125 4,975.70 917,941.00
SANTA FE NM 87501 4 09/30/96 00
0866030 05 11/01/96 0
0866030 O 11/01/25
0
1
1533752 180/G01 F 372,000.00 ZZ
360 372,000.00 1
116 BLACKPOOL COURT 8.875 2,959.80 80
8.625 2,959.80 465,000.00
DANVILLE CA 94506 2 10/02/96 00
0430062265 03 12/01/96 0
4493508 O 11/01/26
0
1533753 637/G01 F 220,000.00 ZZ
360 220,000.00 1
591 TERRACE AVENUE 8.250 1,652.79 80
8.000 1,652.79 275,000.00
HALF MOON BAY CA 94019 1 10/08/96 00
0430061515 05 12/01/96 0
9311036 O 11/01/26
0
1533755 227/G01 F 223,250.00 ZZ
360 223,250.00 1
42 CALL HOLLOW ROAD 9.000 1,796.32 95
8.750 1,796.32 235,000.00
POMONA NY 10970 1 10/08/96 04
0430059246 05 12/01/96 30
01651117 O 11/01/26
0
1533762 964/G01 F 285,000.00 ZZ
360 285,000.00 1
26141 CALLE CRESTA 8.625 2,216.70 95
8.375 2,216.70 300,000.00
MISSION VIEJO CA 92692 2 10/09/96 10
0430069294 03 12/01/96 30
20555 O 11/01/26
0
1533796 668/G01 F 184,000.00 ZZ
360 183,885.63 1
985 IVORY CREEK DRIVE 8.375 1,398.54 80
8.125 1,398.54 230,000.00
SAN JOSE CA 95120 1 09/26/96 00
0430065508 03 11/01/96 0
6877062 O 10/01/26
0
1533803 737/G01 F 399,000.00 ZZ
360 399,000.00 1
985 SOUTH COLUMBINE STREET 8.250 2,997.55 87
8.000 2,997.55 460,000.00
1
DENVER CO 80209 1 10/11/96 04
0430069989 05 12/01/96 25
572750 O 11/01/26
0
1533911 E19/G01 F 445,000.00 ZZ
360 445,000.00 1
5942 PLAINVIEW STREET 8.000 3,265.25 72
7.750 3,265.25 625,000.00
VENTURA CA 93003 2 10/09/96 00
0430070722 05 12/01/96 0
12405 O 11/01/26
0
1533927 E22/G01 F 227,900.00 ZZ
360 227,900.00 1
4061 LUXOR LANE 8.875 1,813.27 80
8.625 1,813.27 284,900.00
ROSEVILLE CA 95746 1 10/11/96 00
0410273841 03 12/01/96 0
410273841 O 11/01/26
0
1533934 E22/G01 F 400,000.00 ZZ
360 400,000.00 1
15750 CASTLEWOOD DRIVE 8.000 2,935.06 67
7.750 2,935.06 600,000.00
SHERMAN OAKS AR CA 91403 5 10/04/96 00
0410098917 05 12/01/96 0
410098917 O 11/01/26
0
1533935 E22/G01 F 373,500.00 ZZ
360 373,500.00 1
8200 CHRISTIAN LANE 8.500 2,871.89 74
8.250 2,871.89 510,000.00
LOOMIS CA 95650 2 10/11/96 00
0410124465 05 12/01/96 0
410124465 O 11/01/26
0
1533937 E22/G01 F 186,800.00 ZZ
360 186,800.00 1
836 VIA ALAMEDA 8.625 1,452.91 80
8.375 1,452.91 233,500.00
SAN DIMAS CA 91773 1 10/02/96 00
0410259089 05 12/01/96 0
410259089 O 11/01/26
0
1
1533939 147/G01 F 217,100.00 BB
360 216,965.06 1
27917 RON RIDGE DRIVE 8.375 1,650.12 80
8.125 1,650.12 271,425.00
SANTA CLARITA CA 91350 1 09/30/96 00
0430060467 05 11/01/96 0
626108 O 10/01/26
0
1533947 E22/G01 F 135,200.00 ZZ
360 135,118.10 1
605 SHOREVIEW DRIVE 8.500 1,039.57 80
8.250 1,039.57 169,000.00
ROCKWALL TX 75087 1 09/27/96 00
0410259980 05 11/01/96 0
410259980 O 10/01/26
0
1533952 267/267 F 252,000.00 ZZ
360 252,000.00 1
4219 CALIFORNIA AVENUE 8.250 1,893.20 80
8.000 1,893.20 315,000.00
LONG BEACH CA 90807 1 09/26/96 00
4414900 05 12/01/96 0
4414900 O 11/01/26
0
1533958 731/G01 F 205,600.00 ZZ
360 205,600.00 1
360 SOUTH MOHLER DRIVE 8.250 1,544.60 80
8.000 1,544.60 257,000.00
ANAHEIM CA 92801 1 10/02/96 00
0430066159 05 12/01/96 0
411510813 O 11/01/26
0
1533962 776/G01 F 220,000.00 ZZ
360 220,000.00 1
4351 MORRO DRIVE 8.250 1,652.79 80
8.000 1,652.79 275,000.00
WOODLAND HILLS CA 91364 2 10/02/96 00
0430059956 05 12/01/96 0
2135242 O 11/01/26
0
1533968 975/G01 F 650,000.00 ZZ
360 650,000.00 1
1
2240 JOSE WAY 8.625 5,055.63 72
8.375 5,055.63 910,000.00
FULLERTON CA 92835 1 10/07/96 00
0430060483 05 12/01/96 0
962486 O 11/01/26
0
1533970 975/G01 F 256,000.00 ZZ
360 256,000.00 1
1824 SHADED WOOD ROAD 8.125 1,900.79 80
7.875 1,900.79 320,000.00
DIAMOND BAR CA 91789 1 10/08/96 00
0430060137 03 12/01/96 0
962515 O 11/01/26
0
1533980 147/G01 F 230,000.00 ZZ
360 229,867.66 1
40 ROCKROSE 8.750 1,809.42 80
8.500 1,809.42 287,990.00
ALISO VIEJO CA 92656 1 09/04/96 00
0430070318 03 11/01/96 0
624020 O 10/01/26
0
1533982 147/G01 F 200,350.00 ZZ
360 200,118.61 1
14745 FOXWOOD ROAD 8.750 1,576.16 80
8.500 1,576.16 250,492.00
CHINO HILLS CA 91709 1 08/08/96 00
0430059485 05 10/01/96 0
646129 O 09/01/26
0
1533983 147/G01 F 193,100.00 ZZ
360 192,876.99 1
14805 MAPLEWOOD DRIVE 8.750 1,519.12 80
8.500 1,519.12 241,422.00
CHINO HILLS CA 91709 1 08/21/96 00
0430059709 05 10/01/96 0
646293 O 09/01/26
0
1533985 147/G01 F 190,400.00 ZZ
360 190,293.26 1
14697 FOXWOOD ROAD 8.875 1,514.91 80
8.625 1,514.91 238,090.00
CHINO HILLS CA 91709 1 09/04/96 00
0430059345 05 11/01/96 0
1
646278 O 10/01/26
0
1533986 147/G01 F 260,000.00 ZZ
360 259,707.40 1
1820 DAYTONIA ROAD 8.875 2,068.68 80
8.625 2,068.68 325,000.00
MIAMI BEACH FL 33141 1 08/16/96 00
0430060475 05 10/01/96 0
507487 O 09/01/26
0
1533988 147/G01 F 268,000.00 ZZ
360 267,698.39 1
3619 LOTUS DRIVE 8.875 2,132.33 80
8.625 2,132.33 335,000.00
SAN DIEGO CA 92110 1 09/03/96 00
0430064139 05 10/01/96 0
159365 O 09/01/26
0
1533989 147/G01 F 204,900.00 ZZ
360 204,769.34 1
6733 WHITESAIL STREET 8.250 1,539.35 80
8.000 1,539.35 256,231.00
CARLSBAD CA 92009 1 09/10/96 00
0430060913 03 11/01/96 0
513277 O 10/01/26
0
1533993 147/G01 F 234,000.00 ZZ
360 233,715.48 1
47 CAMBRIDGE COURT 8.500 1,799.26 80
8.250 1,799.26 292,500.00
COTO DE CAZA CA 92679 1 08/28/96 00
0430059758 03 10/01/96 0
509667 O 09/01/26
0
1533996 147/G01 F 296,000.00 ZZ
360 295,834.06 1
12504 WOODSONG LANE 8.875 2,355.11 80
8.625 2,355.11 370,000.00
MITCHELLVILLE MD 20721 1 09/25/96 00
0430060459 03 11/01/96 0
767304 O 10/01/26
0
1
1533998 147/G01 F 88,150.00 ZZ
360 88,040.02 1
4115 BROOK SHADOW DRIVE 8.375 670.01 80
8.125 670.01 110,200.00
KINGWOOD TX 77345 1 08/26/96 00
0430064535 03 10/01/96 0
521120 O 09/01/26
0
1534030 696/G01 F 237,600.00 ZZ
360 237,600.00 1
4216 38TH STREET N.W. 8.125 1,764.17 80
7.875 1,764.17 297,000.00
WASHINGTON DC 20016 1 10/16/96 00
0430058479 07 12/01/96 0
3264635 O 11/01/26
0
1534033 E26/G01 F 161,250.00 ZZ
360 161,250.00 1
608 ALLISON STREET 8.125 1,197.28 75
7.875 1,197.28 215,000.00
ALEXANDRIA VA 22302 1 10/11/96 00
0430058131 05 12/01/96 0
436135 O 11/01/26
0
1534034 E26/G01 F 134,900.00 ZZ
360 134,822.39 1
107 LITTLE NECK ROAD 8.750 1,061.26 75
8.500 1,061.26 179,900.00
STEVENSVILLE MD 21666 1 09/27/96 00
0430061077 05 11/01/96 0
431247 O 10/01/26
0
1534043 686/G01 F 112,000.00 ZZ
360 111,935.56 1
900 STATE MILL ROAD 8.750 881.11 68
8.500 881.11 167,000.00
AKRON OH 44319 5 09/26/96 00
0430065193 05 11/01/96 0
817707961 O 10/01/26
0
1534044 686/G01 F 85,000.00 ZZ
240 84,868.63 1
7267 ANTIGUA PLACE 8.750 751.16 73
8.500 751.16 116,500.00
1
SARASOTA FL 34231 1 10/01/96 00
0430065201 05 11/01/96 0
817570328 O 10/01/16
0
1534045 686/G01 F 70,000.00 ZZ
360 70,000.00 1
8215 SW CANYON LANE 8.550 540.73 58
8.300 540.73 122,000.00
PORTLAND OR 97225 5 09/26/96 00
0430065219 01 12/01/96 0
817635170 O 11/01/26
0
1534046 686/G01 F 151,500.00 ZZ
360 151,421.45 1
9670 90TH AVENUE NORTH 9.250 1,246.36 52
9.000 1,246.36 295,000.00
LARGO FL 33777 5 09/26/96 00
0430065276 05 11/01/96 0
817795057 O 10/01/26
0
1534047 686/G01 F 121,000.00 ZZ
360 120,924.79 1
2537 BELMEADE DRIVE 8.375 919.69 75
8.125 919.69 162,000.00
CARROLLTON TX 75006 2 09/27/96 00
0430065292 05 11/01/96 0
817826720 O 10/01/26
0
1534048 686/G01 F 55,400.00 ZZ
360 55,400.00 1
105 RICHLAND AVENUE 8.500 425.98 64
8.250 425.98 87,000.00
MERRITT ISLAND FL 32953 2 09/27/96 00
0430065300 05 12/01/96 0
817794175 O 11/01/26
0
1534049 686/G01 F 46,000.00 ZZ
360 46,000.00 1
2407 WEBBER STREET 9.250 378.44 60
9.000 378.44 77,500.00
SARASOTA FL 34239 5 09/27/96 00
0430065359 05 12/01/96 0
817795115 O 11/01/26
0
1
1534050 686/G01 F 206,907.00 ZZ
360 206,907.00 1
7509 16TH STREET NW 9.000 1,664.83 48
8.750 1,664.83 434,000.00
WASHINGTON DC 20012 5 09/27/96 00
0430065375 05 12/01/96 0
817859408 O 11/01/26
0
1534051 686/G01 F 275,000.00 ZZ
360 275,000.00 1
20012 CHARTERS COURT 8.700 2,153.62 36
8.450 2,153.62 775,000.00
SARATOGA CA 95070 1 09/24/96 00
0430065409 05 12/01/96 0
817877756 O 11/01/26
0
1534052 686/G01 F 114,500.00 ZZ
360 114,437.45 1
22 W 122 BUTTERFIELD ROAD 9.000 921.30 64
8.750 921.30 179,000.00
GLEN ELLYN IL 60137 5 09/28/96 00
0430065425 01 11/01/96 0
817710486 O 10/01/26
0
1534053 686/G01 F 112,000.00 ZZ
360 112,000.00 1
837 NORTH MUNSON ROAD 8.500 861.19 70
8.250 861.19 160,000.00
ROCKWALL TX 75087 2 10/04/96 00
0430065441 05 12/01/96 0
817827074 O 11/01/26
0
1534055 686/G01 F 100,000.00 ZZ
360 100,000.00 1
140 WESTWARD HO DRIVE 9.375 831.75 65
9.125 831.75 155,000.00
NORTHLAKE IL 60164 5 10/02/96 00
0430065615 05 12/01/96 0
817711146 O 11/01/26
0
1534058 686/G01 F 80,000.00 ZZ
360 80,000.00 1
1
926 KIRKWOOD DRIVE 9.000 643.70 20
8.750 643.70 405,000.00
INVERNESS IL 60067 1 10/08/96 00
0430065664 05 12/01/96 0
817710858 O 11/01/26
0
1534059 686/G01 F 225,000.00 ZZ
360 225,000.00 1
4500 HARBOR VIEW DRIVE 8.625 1,750.03 79
8.375 1,750.03 286,400.00
COEUR D ALENE ID 83814 5 10/02/96 00
0430065698 03 12/01/96 0
817845274 O 11/01/26
0
1534060 686/G01 F 85,000.00 ZZ
360 85,000.00 1
1330 N ELLIOTT AVE 8.500 653.58 37
8.250 653.58 232,000.00
PARK RIDGE IL 60068 2 10/04/96 00
0430065706 05 12/01/96 0
817057151 O 11/01/26
0
1534061 686/G01 F 142,500.00 ZZ
360 142,500.00 1
12 IPSWITCH RD 8.375 1,083.11 75
8.125 1,083.11 190,000.00
BRISTOL CT 06010 1 10/08/96 00
0430065748 05 12/01/96 0
817841083 O 11/01/26
0
1534065 074/G01 F 342,000.00 ZZ
360 341,001.70 1
6040 EAST CORTEZ DRIVE 8.750 2,690.52 80
8.500 2,690.52 427,533.00
SCOTTSDALE AZ 85254 1 05/22/96 00
0430057075 03 07/01/96 0
1203001196 O 06/01/26
0
1534066 074/G01 F 240,000.00 ZZ
360 239,684.96 1
12008 LEAST TERN COURT 8.125 1,781.99 80
7.875 1,781.99 300,000.00
SAN DIEGO CA 92129 2 08/19/96 00
0430057083 05 10/01/96 0
1
1232000084 O 09/01/26
0
1534067 074/G01 F 586,000.00 ZZ
360 585,269.00 1
1612 VIA ARRIBA 8.375 4,454.02 80
8.125 4,454.02 740,000.00
PALOS VERDES ES CA 90274 2 08/26/96 00
0430057190 05 10/01/96 0
1233000818 O 09/01/26
0
1534068 074/G01 F 345,600.00 ZZ
360 345,168.88 1
4265 BONAVITA PLACE 8.375 2,626.81 80
8.125 2,626.81 432,000.00
ENCINO CA 91316 1 08/27/96 00
0430057208 05 10/01/96 0
1233003066 O 09/01/26
0
1534069 074/G01 F 256,000.00 ZZ
360 255,680.67 1
2102 CENTURY PARK LN 108 8.375 1,945.78 80
8.125 1,945.78 320,000.00
LOS ANGELES CA 90067 2 08/26/96 00
0430057216 01 10/01/96 0
1234001474 O 09/01/26
0
1534070 074/G01 F 233,500.00 ZZ
360 233,201.18 1
12526 PICRUS STREET 8.250 1,754.21 78
8.000 1,754.21 300,000.00
SAN DIEGO CA 92129 2 08/21/96 00
0430057380 05 10/01/96 0
1235000670 O 09/01/26
0
1534071 074/G01 F 250,700.00 ZZ
360 249,405.38 1
1314 DENVER STREET 7.625 1,774.44 75
7.375 1,774.44 334,278.00
BOULDER CITY NV 89005 1 03/04/96 00
0430057398 05 05/01/96 0
1251112733 O 04/01/26
0
1
1534072 074/G01 F 212,000.00 ZZ
360 211,755.15 1
90 FAIRVIEW EAST 8.750 1,667.81 80
8.500 1,667.81 265,000.00
TEQUESTA FL 33469 1 08/30/96 00
0430057588 03 10/01/96 0
1303015400 O 09/01/26
0
1534073 074/G01 F 245,250.00 ZZ
360 244,959.36 1
14135 NORTH MIAMI AVENUE 8.625 1,907.53 90
8.375 1,907.53 272,500.00
MIAMI FL 33168 1 09/05/96 12
0430057596 05 10/01/96 30
1311271198 O 09/01/26
0
1534075 074/G01 F 149,500.00 ZZ
360 149,418.34 1
1632 BRECKENRIDGE DRIVE 9.000 1,202.91 65
8.750 1,202.91 230,000.00
MURFREESBORO TN 37129 5 09/04/96 00
0430057810 03 11/01/96 0
1344001326 O 10/01/26
0
1534077 074/G01 F 341,100.00 ZZ
360 340,663.49 1
496 HILLSBOROUGH STREET 8.250 2,562.57 78
8.000 2,562.57 440,000.00
THOUSAND OAKS CA 91361 1 08/27/96 00
0430057950 05 10/01/96 0
1487004838 O 09/01/26
0
1534078 074/G01 F 248,300.00 ZZ
360 248,013.24 1
4 HAWTHORNE CIRCLE 8.750 1,953.38 80
8.500 1,953.38 310,400.00
LAFAYETTE HILLS PA 19444 1 08/26/96 00
0430057968 05 10/01/96 0
1500234783 O 09/01/26
0
1534079 074/G01 F 286,000.00 ZZ
360 285,652.26 1
52 BULLIVANT FARM ROAD 8.500 2,199.09 78
8.250 2,199.09 370,000.00
1
MARION MA 02738 5 08/26/96 00
0430057976 05 10/01/96 0
1500243048 O 09/01/26
0
1534080 074/G01 F 292,000.00 ZZ
360 291,653.10 1
6070 EASTOVER DRIVE 8.625 2,271.15 80
8.375 2,271.15 365,000.00
NEW ORLEANS LA 70128 2 08/16/96 00
0430057984 05 10/01/96 0
1502044280 O 09/01/26
0
1534081 074/G01 F 232,750.00 ZZ
360 232,385.94 1
1124 ARBOR DELL ROAD 8.875 1,851.87 95
8.625 1,851.87 245,000.00
LOS ANGELES CA 90041 1 08/14/96 11
0430058040 05 10/01/96 30
1503100900 O 09/01/26
0
1534083 074/G01 F 415,000.00 ZZ
360 413,677.10 1
11929 SOUTH DURRETTE DRIVE 8.125 3,081.37 76
7.875 3,081.37 550,000.00
HOUSTON TX 77024 1 07/31/96 00
0430057901 03 09/01/96 0
1504056097 O 08/01/26
0
1534085 074/G01 F 350,000.00 ZZ
360 349,574.43 1
9509 KANDACE DRIVE NW 8.500 2,691.20 70
8.250 2,691.20 504,671.00
ALBUQUERQUE NM 87114 1 08/29/96 00
0430057927 05 10/01/96 0
1504070189 O 09/01/26
0
1534086 074/G01 F 297,550.00 ZZ
360 297,178.81 1
1071 SOUTH CREEKVIEW LANE 8.375 2,261.60 90
8.125 2,261.60 330,638.00
ANAHEIM CA 92808 1 08/27/96 04
0430057935 03 10/01/96 25
1506143909 O 09/01/26
0
1
1534087 074/G01 F 229,800.00 ZZ
360 229,520.57 1
509 OAK CREST DRIVE 8.500 1,766.97 89
8.250 1,766.97 259,000.00
DRIPPING SPRING TX 78620 4 08/30/96 10
0430058396 03 10/01/96 25
1506145493 O 09/01/26
0
1534088 074/G01 F 250,000.00 ZZ
360 249,687.30 1
3942 W SKELTON CANYON CIRCLE 8.375 1,900.19 45
AREA OF WESTLAKE VILLAGE 8.125 1,900.19 557,500.00
THOUSAND OAKS CA 91362 1 08/07/96 00
0430058412 05 10/01/96 0
1506150427 O 09/01/26
0
1534089 074/G01 F 264,000.00 ZZ
360 263,687.14 1
4212 IRVINE AVENUE 8.625 2,053.37 80
STUDIO CITY AREA 8.375 2,053.37 330,000.00
LOS ANGELES CA 91604 1 08/22/96 00
0430058420 05 10/01/96 0
1506150766 O 09/01/26
0
1534090 074/G01 F 239,300.00 ZZ
360 237,605.49 1
6142 STARLING DRIVE 8.375 1,818.86 95
8.125 1,818.86 251,919.00
GILROY CA 95020 1 11/01/95 11
0430058446 05 01/01/96 30
1506151361 O 12/01/25
0
1534091 074/G01 F 220,000.00 ZZ
360 219,725.56 1
22523 NE 191ST COURT 8.375 1,672.16 62
8.125 1,672.16 360,000.00
WOODINVILLE WA 98072 2 08/21/96 00
0430058453 03 10/01/96 0
1506151532 O 09/01/26
0
1534093 074/G01 F 218,800.00 ZZ
360 218,533.94 1
1
3829 EAST MALLORY CIRCLE 8.500 1,682.39 85
8.250 1,682.39 257,450.00
MESA AZ 85213 1 08/14/96 01
0430067215 05 10/01/96 12
1506153742 O 09/01/26
0
1534094 074/074 F 117,000.00 BB
360 116,816.63 1
700 PAIGE LANE 9.250 962.53 80
9.000 962.53 147,000.00
THOUSAND OAKS CA 91360 1 07/17/96 00
1506154086 05 09/01/96 0
1506154086 O 08/01/26
0
1534095 074/G01 F 260,000.00 ZZ
360 259,699.71 1
6334 AQUARIUS AVENUE 8.750 2,045.43 80
8.500 2,045.43 325,000.00
AGOURA HILLS CA 91301 1 08/20/96 00
0430067223 05 10/01/96 0
1506154290 O 09/01/26
0
1534098 074/G01 F 75,000.00 ZZ
360 74,901.55 1
3808 VILLAGE GREEN DRIVE 8.125 556.87 54
7.875 556.87 140,000.00
LOUISVILLE KY 40299 1 08/08/96 00
0430058750 01 10/01/96 0
1507165645 O 09/01/26
0
1534099 074/G01 F 211,500.00 ZZ
360 211,159.78 1
1133 EUCLID STREET NW 9.125 1,720.83 90
8.875 1,720.83 235,000.00
WASHINGTON DC 20010 1 08/08/96 14
0430058909 07 09/01/96 25
1507168676 O 08/01/26
0
1534101 074/G01 F 242,100.00 ZZ
360 241,570.49 1
112 SOUTH WILTSHIRE COURT 8.375 1,840.14 90
8.125 1,840.14 269,000.00
LA PLATA MD 20646 1 08/01/96 14
0430059105 03 09/01/96 25
1
1507171502 O 08/01/26
0
1534102 074/G01 F 384,000.00 ZZ
360 383,241.33 1
1827 RANDOLPH ST., NW 8.125 2,851.19 80
7.875 2,851.19 480,000.00
WASHINGTON DC 20011 1 08/01/96 00
0430059113 05 09/01/96 0
1507172390 O 08/01/26
0
1534103 074/G01 F 295,000.00 ZZ
360 294,668.02 1
3342 HERITAGE ESTATES DRIVE 8.875 2,347.15 89
8.625 2,347.15 335,000.00
SAN JOSE CA 95148 1 08/13/96 14
0430059121 05 10/01/96 25
1507173870 O 09/01/26
0
1534104 074/G01 F 272,000.00 ZZ
360 271,633.77 1
6 KAMPMAN COURT 8.000 1,995.84 80
7.750 1,995.84 340,000.00
SPARKS MD 21152 1 08/30/96 00
0430059139 03 10/01/96 0
1507176889 O 09/01/26
0
1534105 074/G01 F 210,000.00 ZZ
360 209,751.14 1
405 SOUTH ROYAL STREET 8.625 1,633.36 76
8.375 1,633.36 279,000.00
ALEXANDRIA VA 22314 2 08/23/96 00
0430059147 07 10/01/96 0
1507178024 O 09/01/26
0
1534107 074/G01 F 100,000.00 ZZ
360 99,825.84 1
6772 HOLIDAY POINT 8.750 786.70 48
8.500 786.70 212,000.00
BUFORD GA 30518 2 07/12/96 00
0430059162 05 09/01/96 0
1511018531 O 08/01/26
0
1
1534108 074/G01 F 250,000.00 ZZ
360 248,882.55 1
6966 N.W. 66TH AVENUE 8.375 1,900.18 73
8.125 1,900.18 343,000.00
PARKLAND FL 33067 1 08/15/96 00
0430059170 05 10/01/96 0
1511029470 O 09/01/26
0
1534109 074/G01 F 72,800.00 ZZ
360 72,691.69 1
2105 SUNRISE DRIVE 9.500 612.15 80
9.250 612.15 91,000.00
GAINESVILLE GA 30507 2 07/25/96 00
0430059188 05 09/01/96 0
1511035428 O 08/01/26
0
1534110 074/G01 F 225,000.00 T
360 224,764.82 1
140 SE FIFTH AVENUE #151 9.250 1,851.02 64
9.000 1,851.02 357,000.00
BOCA RATON FL 33432 2 08/12/96 00
0430059014 08 10/01/96 0
1511036792 O 09/01/26
0
1534111 074/G01 F 87,500.00 T
360 87,406.51 1
4820 48TH AVENUE 9.125 711.93 70
8.875 711.93 125,000.00
VERO BEACH FL 32967 1 08/21/96 00
0430060335 03 10/01/96 0
1511040064 O 09/01/26
0
1534113 074/G01 F 480,000.00 ZZ
360 479,384.81 1
190 OLD HWY. 85 8.250 3,606.08 77
8.000 3,606.08 625,000.00
FAYETTEVILLE GA 30215 2 08/19/96 00
0430059204 05 10/01/96 0
1511042070 O 09/01/26
0
1534115 074/G01 F 85,000.00 ZZ
360 84,708.74 1
374 NORTH 100 WEST 8.875 676.30 65
8.625 676.30 131,000.00
1
WELLSVILLE UT 84339 2 04/25/96 00
0430059220 05 06/01/96 0
1512002435 O 05/01/26
0
1534117 074/G01 F 264,000.00 ZZ
360 263,719.09 1
4657 MATTOS DRIVE 9.250 2,171.86 79
9.000 2,171.86 335,000.00
FREMONT CA 94536 2 08/13/96 00
0430059360 03 10/01/96 0
1512025576 O 09/01/26
0
1534118 074/G01 F 270,000.00 ZZ
360 269,696.15 1
5241 N FARROW STREET 8.875 2,148.24 90
8.625 2,148.24 300,000.00
BOISE ID 83713 1 08/20/96 11
0430059378 03 10/01/96 25
1512027742 O 09/01/26
0
1534119 074/G01 F 450,000.00 ZZ
360 449,465.79 1
1341 NELSON WAY 8.625 3,500.05 71
8.375 3,500.05 640,000.00
SUNNYVALE CA 94087 1 08/01/96 00
0430059394 05 10/01/96 0
1512028144 O 09/01/26
0
1534120 074/G01 F 352,000.00 ZZ
360 351,614.02 1
4405 MOUNTAINGATE DRIVE 9.000 2,832.27 80
8.750 2,832.27 440,000.00
RENO NV 89509 2 08/16/96 00
0430059402 03 10/01/96 0
1512029555 O 09/01/26
0
1534121 074/G01 F 264,100.00 ZZ
360 263,374.95 1
6736 LYNCH AVENUE 8.625 2,054.14 95
8.375 2,054.14 278,000.00
RIVERBANK CA 95367 1 08/07/96 01
0430059410 05 10/01/96 30
1512030452 O 09/01/26
0
1
1534122 074/G01 F 301,500.00 ZZ
360 301,123.89 1
1204 ANGUS COURT 8.375 2,291.62 90
8.125 2,291.62 335,074.00
PARK CITY UT 84098 1 08/28/96 12
0430059592 05 10/01/96 25
1513026097 O 09/01/26
0
1534123 074/G01 F 96,000.00 ZZ
360 95,891.96 1
7219 COUNTY ROAD 233 8.875 763.82 60
8.625 763.82 160,000.00
SILT CO 81652 5 08/13/96 00
0430059600 05 10/01/96 0
1513037730 O 09/01/26
0
1534124 074/G01 F 220,850.00 ZZ
360 220,594.94 1
175 PEREGRINE CIRCLE 8.750 1,737.43 95
8.500 1,737.43 232,500.00
BROOMFIELD CO 80020 1 08/21/96 10
0430059618 03 10/01/96 30
1513045273 O 09/01/26
0
1534125 074/G01 F 408,750.00 ZZ
360 408,240.09 1
6821 WEST 9200 NORTH 8.375 3,106.80 75
8.125 3,106.80 545,000.00
AMERICAN FORK D UT 84003 2 08/09/96 00
0430059626 05 10/01/96 0
1513046414 O 09/01/26
0
1534126 074/G01 F 388,000.00 ZZ
360 383,174.66 1
1674 37TH AVENUE PLACE 8.375 2,949.09 80
8.125 2,949.09 485,000.00
GREELEY CO 80634 2 08/12/96 00
0430059634 03 10/01/96 0
1513051378 O 09/01/26
0
1534127 074/G01 F 48,000.00 ZZ
360 47,945.98 1
1
6011 60TH PLACE N.E. 8.875 381.91 39
8.625 381.91 125,000.00
MARYSVILLE WA 98270 1 08/21/96 00
0430059873 05 10/01/96 0
1513051491 O 09/01/26
0
1534128 074/G01 F 360,000.00 ZZ
360 359,539.30 1
29482 CAMELBACK LANE 8.250 2,704.56 80
8.000 2,704.56 450,000.00
EVERGREEN CO 80439 1 08/23/96 00
0430059881 03 10/01/96 0
1513051855 O 09/01/26
0
1534129 074/G01 F 308,750.00 ZZ
360 308,334.28 1
14522 SANDY HOOK ROAD NORTHEAS 8.000 2,265.50 95
7.750 2,265.50 325,000.00
POULSBO WA 98370 1 08/22/96 11
0430059899 05 10/01/96 30
1513052053 O 09/01/26
0
1534130 074/G01 F 283,950.00 ZZ
360 283,586.63 1
16615 223RD COURT NORTHEAST 8.250 2,133.22 74
8.000 2,133.22 383,950.00
WOODINVILLE WA 98072 1 08/20/96 00
0430059907 03 10/01/96 0
1513054092 O 09/01/26
0
1534131 074/G01 F 244,000.00 ZZ
360 243,687.75 1
7221 NORTHEAST 162ND STREET 8.250 1,833.09 78
8.000 1,833.09 314,000.00
BOTHELL WA 98011 5 08/28/96 00
0430059915 05 10/01/96 0
1513056779 O 09/01/26
0
1534132 074/G01 F 177,600.00 ZZ
360 177,400.12 1
428 SOUTH 330TH PLACE 8.875 1,413.07 95
8.625 1,413.07 186,990.00
FEDERAL WAY WA 98003 1 08/19/96 04
0430060228 03 10/01/96 30
1
1513056972 O 09/01/26
0
1534133 074/G01 F 282,600.00 ZZ
360 282,090.12 1
16046 SE 125TH STREET 9.000 2,273.86 90
8.750 2,273.86 314,000.00
RENTON WA 98059 1 08/22/96 04
0430060236 03 10/01/96 30
1513059074 O 09/01/26
0
1534135 074/G01 F 952,500.00 ZZ
360 950,340.23 1
604 RIDGE ROAD 8.875 7,578.52 75
8.625 7,578.52 1,270,000.00
TIBURON CA 94920 1 06/12/96 00
0430067835 05 08/01/96 0
1561329544 O 07/01/26
0
1534137 074/G01 F 784,100.00 ZZ
360 783,194.47 1
19336 KERWIN RANCH COURT 8.750 6,168.52 75
8.500 6,168.52 1,045,492.00
SARATOGA CA 95070 1 08/08/96 00
0430067850 05 10/01/96 0
1561333086 O 09/01/26
0
1534139 074/G01 F 243,600.00 ZZ
360 243,288.25 1
2751 CHELSEA DRIVE 8.250 1,830.09 80
8.000 1,830.09 304,500.00
OAKLAND CA 94611 1 08/19/96 00
0430060269 05 10/01/96 0
1561333836 O 09/01/26
0
1534140 074/G01 F 269,000.00 ZZ
360 268,681.22 1
28 AGUA WAY 8.625 2,092.26 80
8.375 2,092.26 340,000.00
SAN FRANCISCO CA 94127 2 08/19/96 00
0430060343 05 10/01/96 0
1561333982 O 09/01/26
0
1
1534141 074/G01 F 212,700.00 ZZ
360 212,427.79 1
38790 FENTON WAY 8.250 1,597.95 80
8.000 1,597.95 265,900.00
FREMONT CA 94536 1 08/09/96 00
0430060350 05 10/01/96 0
1561334045 O 09/01/26
0
1534142 074/G01 F 475,000.00 ZZ
360 474,392.13 1
9 WOODROSE COURT 8.250 3,568.52 71
8.000 3,568.52 675,000.00
SAN RAFAEL CA 94901 1 08/16/96 00
0430060392 05 10/01/96 0
1561334158 O 09/01/26
0
1534143 074/G01 F 262,500.00 ZZ
360 262,188.92 1
12 SIMONS WAY 8.625 2,041.70 75
8.375 2,041.70 350,000.00
LOS GATOS CA 95032 5 08/19/96 00
0430060509 05 10/01/96 0
1561334282 O 09/01/26
0
1534144 074/G01 F 524,000.00 ZZ
360 523,665.86 1
233 WYNDHAM DRIVE 8.250 3,936.64 80
8.000 3,936.64 655,000.00
PORTOLA VALLEY CA 94028 5 09/01/96 00
0430060400 05 11/01/96 0
1561334330 O 10/01/26
0
1534145 074/G01 F 422,000.00 ZZ
360 421,744.35 1
1370 ENCINA DRIVE 8.500 3,244.82 80
8.250 3,244.82 527,500.00
MILLBRAE CA 94030 1 09/01/96 00
0430060657 05 11/01/96 0
1561334533 O 10/01/26
0
1534146 074/G01 F 390,000.00 ZZ
360 389,488.04 1
58 WILDWOOD GARDENS 8.125 2,895.74 60
7.875 2,895.74 650,000.00
1
PIEDMONT CA 94611 1 08/22/96 00
0430060319 05 10/01/96 0
1561334679 O 09/01/26
0
1534147 074/G01 F 350,000.00 ZZ
360 349,771.04 1
101 THE PLAZA DRIVE 8.125 2,598.75 52
7.875 2,598.75 675,000.00
BERKELEY CA 94705 1 09/01/96 00
0430060327 05 11/01/96 0
1561334840 O 10/01/26
0
1534148 074/G01 F 316,000.00 ZZ
360 315,585.16 1
104 OAK ROAD 8.125 2,346.30 80
7.875 2,346.30 395,000.00
FAIRFAX CA 94930 5 08/23/96 00
0430060376 05 10/01/96 0
1561335117 O 09/01/26
0
1534149 074/G01 F 247,000.00 ZZ
360 246,714.73 1
7546 DUNBARTON AVENUE 8.750 1,943.16 95
8.500 1,943.16 260,000.00
LOS ANGELES CA 90045 1 08/28/96 10
0430060384 05 10/01/96 30
1562163119 O 09/01/26
0
1534150 074/G01 F 324,000.00 ZZ
360 323,635.38 1
19631 COUNTY LANE 8.875 2,577.89 80
8.625 2,577.89 405,000.00
SANTA ANA AREA CA 92705 2 08/16/96 00
0430060673 05 10/01/96 0
1562163389 O 09/01/26
0
1534151 074/G01 F 508,000.00 ZZ
360 507,382.30 1
368 ARROYO TERRACE 8.500 3,906.09 80
8.250 3,906.09 635,000.00
PASADENA CA 91105 1 08/21/96 00
0430060681 05 10/01/96 0
1562163470 O 09/01/26
0
1
1534153 074/G01 F 245,000.00 ZZ
360 244,709.66 1
1500 CAMINO DEL SOL 8.625 1,905.59 88
8.375 1,905.59 280,000.00
FULLERTON CA 92833 1 08/09/96 10
0430060707 05 10/01/96 25
1562164086 O 09/01/26
0
1534154 074/G01 F 236,050.00 ZZ
360 235,755.52 1
808 NORTH JENSEN PLACE 8.375 1,794.16 95
8.125 1,794.16 248,519.00
PLACENTIA CA 92870 1 08/28/96 10
0430058057 03 10/01/96 30
1562164552 O 09/01/26
0
1534155 074/G01 F 408,000.00 ZZ
360 407,503.91 1
234 PASEO DE GRACIA 8.500 3,137.17 67
8.250 3,137.17 610,000.00
TORRANCE CA 90277 2 08/13/96 00
0430060715 05 10/01/96 0
1562164756 O 09/01/26
0
1534156 074/G01 F 479,500.00 ZZ
360 478,931.76 1
191 NORMANDY LANE 8.625 3,729.51 70
8.375 3,729.51 685,000.00
LA CANADA-FLINT CA 91011 1 08/28/96 00
0430060665 05 10/01/96 0
1562164960 O 09/01/26
0
1534157 074/G01 F 275,000.00 ZZ
360 274,629.71 1
13 SEABRIDGE ROAD 8.000 2,017.86 89
7.750 2,017.86 310,000.00
LAGUNA NIGUEL CA 92677 1 08/29/96 10
0430060848 03 10/01/96 25
1562165191 O 09/01/26
0
1534158 074/G01 F 220,400.00 ZZ
360 220,125.06 1
1
2452 ZENITH AVENUE 8.375 1,675.20 80
8.125 1,675.20 275,500.00
SANTA ANA AREA CA 92707 1 08/26/96 00
0430060863 05 10/01/96 0
1562165679 O 09/01/26
0
1534159 074/G01 F 200,000.00 ZZ
360 199,780.68 1
4222 EAST MCLELLAN ROAD #13 9.000 1,609.25 40
8.750 1,609.25 510,000.00
MESA AZ 85205 5 08/23/96 00
0430061606 03 10/01/96 0
1563129003 O 09/01/26
0
1534160 074/G01 F 352,400.00 ZZ
360 351,161.13 1
520 WALES COURT 8.750 2,772.34 79
8.500 2,772.34 450,000.00
COPPELL TX 75019 1 08/16/96 00
0430061663 05 10/01/96 0
1563129240 O 09/01/26
0
1534161 074/G01 F 270,000.00 ZZ
360 269,680.05 1
1712 COVENTRY LANE 8.625 2,100.03 90
8.375 2,100.03 300,000.00
OKLAHOMA CITY OK 73120 2 08/14/96 01
0430060772 05 10/01/96 25
1563129331 O 09/01/26
0
1534162 074/G01 F 253,650.00 ZZ
360 253,317.02 1
3206 WAREHAM CIRCLE 8.125 1,883.35 94
7.875 1,883.35 271,777.00
RICHARDSON TX 75082 1 08/29/96 11
0430060897 03 10/01/96 30
1563130432 O 09/01/26
0
1534163 074/G01 F 352,000.00 ZZ
360 351,560.89 1
11739 MILL ROCK 8.375 2,675.45 80
8.125 2,675.45 440,000.00
SAN ANTONIO TX 78230 1 08/27/96 00
0430061580 03 10/01/96 0
1
1563130647 O 09/01/26
0
1534164 074/G01 F 276,500.00 ZZ
360 276,163.80 1
13 CAMINO CARUSO 8.500 2,126.05 70
8.250 2,126.05 395,000.00
SANTA FE NM 87501 1 08/28/96 00
0430061481 01 10/01/96 0
1563130738 O 09/01/26
0
1534165 074/G01 F 384,000.00 ZZ
360 383,544.93 1
ROUTE 9, BOX 70 8.625 2,986.72 60
8.375 2,986.72 640,000.00
SANTA FE NM 87505 5 08/29/96 00
0430058099 05 10/01/96 0
1563130851 O 09/01/26
0
1534166 074/G01 F 140,600.00 ZZ
360 140,433.37 1
24518 OKEHAMPTON DRIVE 8.625 1,093.58 75
8.375 1,093.58 187,500.00
TOMBALL TX 77375 1 08/20/96 00
0430061374 05 10/01/96 0
1563132085 O 09/01/26
0
1534167 074/G01 F 53,200.00 ZZ
360 53,135.29 1
418 KIMMEL 8.500 409.07 70
8.250 409.07 76,000.00
CEDAR HILL TX 75104 1 08/29/96 00
0430061390 05 10/01/96 0
1563132438 O 09/01/26
0
1534169 074/G01 F 275,200.00 ZZ
360 274,829.45 1
5582 166TH PLACE SOUTHEAST 8.000 2,019.33 80
7.750 2,019.33 344,000.00
BELLEVUE WA 98005 1 08/16/96 00
0430061416 03 10/01/96 0
1565137396 O 09/01/26
0
1
1534170 074/G01 F 334,000.00 ZZ
360 333,561.54 1
23730 NORTHEAST 61ST STREET 8.125 2,479.95 85
7.875 2,479.95 393,000.00
REDMOND WA 98053 1 08/19/96 12
0430061499 03 10/01/96 12
1565138107 O 09/01/26
0
1534171 074/G01 F 236,000.00 ZZ
360 235,849.51 1
208 EDITH POINT ROAD 8.250 1,772.99 80
8.000 1,772.99 295,000.00
ANACORTES WA 98221 1 09/03/96 00
0430061887 03 11/01/96 0
1565138300 O 10/01/26
0
1534172 074/G01 F 275,500.00 ZZ
360 275,129.04 1
334 HEATHER ROAD 8.000 2,021.53 95
7.750 2,021.53 290,000.00
EVERETT WA 98203 1 08/27/96 10
0430061895 05 10/01/96 30
1565139121 O 09/01/26
0
1534174 074/G01 F 291,800.00 ZZ
360 291,618.62 1
177 107TH AVENUE NORTHEAST 8.375 2,217.90 75
UNIT #1205 8.125 2,217.90 389,125.00
BELLEVUE WA 98004 1 09/03/96 00
0430058016 06 11/01/96 0
1565139460 O 10/01/26
0
1534175 074/G01 F 142,400.00 ZZ
360 142,217.76 1
215 PATRIOT WALK COURT 8.250 1,069.81 80
8.000 1,069.81 178,000.00
ALPHARETTA GA 30202 1 08/30/96 00
0430061911 03 10/01/96 0
1566074815 O 09/01/26
0
1534176 074/G01 F 559,200.00 ZZ
360 558,570.68 1
3000 WELLINGTON COURT 8.875 4,449.25 80
8.625 4,449.25 699,000.00
1
ATLANTA GA 30339 1 08/23/96 00
0430061929 05 10/01/96 0
1566076355 O 09/01/26
0
1534177 074/G01 F 85,000.00 ZZ
360 84,961.38 1
4944 MEADOWBROOK CIRCLE 9.875 738.10 55
9.625 738.10 155,000.00
SUWANEE GA 30174 2 09/06/96 00
0430061762 05 11/01/96 0
1566077030 O 10/01/26
0
1534178 074/G01 F 302,300.00 ZZ
360 301,950.87 1
12033 BLUE DIAMOND COURT 8.750 2,378.20 90
8.500 2,378.20 335,900.00
SAN DIEGO CA 92131 1 08/28/96 10
0430062067 05 10/01/96 25
1567158772 O 09/01/26
0
1534179 074/G01 F 225,800.00 ZZ
360 225,518.32 1
31 CHAPITAL 8.375 1,716.25 90
8.125 1,716.25 250,900.00
SAN CLEMENTE CA 92672 1 08/14/96 10
0430062166 03 10/01/96 25
1567165348 O 09/01/26
0
1534180 074/G01 F 298,700.00 ZZ
360 298,363.84 1
41 ROCKROSE 8.875 2,376.60 95
8.625 2,376.60 314,454.00
ALISO VIEJO CA 92656 1 08/23/96 10
0430062430 03 10/01/96 30
1567166431 O 09/01/26
0
1534181 074/G01 F 463,000.00 ZZ
360 462,437.04 1
1071 AUSTRALIA STREET 8.500 3,560.07 80
8.250 3,560.07 580,000.00
EL CAJON CA 92020 2 08/30/96 00
0430061838 05 10/01/96 0
1567167321 O 09/01/26
0
1
1534182 074/G01 F 242,500.00 ZZ
360 242,219.94 1
587 SNEATH WAY 8.750 1,907.75 76
8.500 1,907.75 320,000.00
ALPINE CA 91901 2 08/14/96 00
0430062026 05 10/01/96 0
1567167423 O 09/01/26
0
1534183 074/G01 F 230,000.00 ZZ
360 229,741.15 1
355 CHAPALITA DRIVE 8.875 1,829.99 80
8.625 1,829.99 287,500.00
ENCINITAS CA 92024 2 08/26/96 00
0430062018 05 10/01/96 0
1567167605 O 09/01/26
0
1534184 074/G01 F 306,000.00 ZZ
360 305,618.27 1
5311 SOLEDAD MOUNTAIN ROAD 8.375 2,325.83 85
8.125 2,325.83 360,000.00
SAN DIEGO CA 92109 1 08/23/96 14
0430062281 05 10/01/96 12
1567167922 O 09/01/26
0
1534187 074/G01 F 400,000.00 ZZ
360 399,513.63 1
5528 CALUMET AVENUE 8.500 3,075.66 44
AREA OF LA JOLLA 8.250 3,075.66 920,000.00
SAN DIEGO CA 92037 1 08/22/96 00
0430062331 05 10/01/96 0
1567168685 O 09/01/26
0
1534188 074/G01 F 232,000.00 ZZ
360 231,876.54 1
11790 CALAMAR DRIVE 9.125 1,887.63 80
8.875 1,887.63 290,000.00
SAN DIEGO CA 92124 5 09/03/96 00
0430062414 05 11/01/96 0
1567168834 O 10/01/26
0
1534190 074/G01 F 213,750.00 ZZ
360 213,627.01 1
1
4743 EAST FOOTHILLS DRIVE 8.750 1,681.58 75
8.500 1,681.58 285,000.00
PARADISE VALLEY AZ 85253 1 09/03/96 00
0430062836 05 11/01/96 0
1569148827 O 10/01/26
0
1534191 074/G01 F 517,500.00 ZZ
360 517,161.48 1
LA BARBARIA ROAD, ROUTE 7 8.125 3,842.43 75
BOX 124 AM 7.875 3,842.43 690,000.00
SANTA FE NM 87505 1 09/06/96 00
0430062869 05 11/01/96 0
1569149386 O 10/01/26
0
1534192 074/G01 F 77,000.00 ZZ
360 76,906.37 1
1817 EAST HARVARD DRIVE 8.500 592.07 72
8.250 592.07 107,000.00
TEMPE AZ 85283 1 08/27/96 00
0430063248 05 10/01/96 0
1569149524 O 09/01/26
0
1534193 074/G01 F 117,500.00 ZZ
360 117,349.63 1
310 EAST PORT AU PRINCE LANE 8.250 882.74 75
8.000 882.74 157,500.00
PHOENIX AZ 85022 1 08/29/96 00
0430063263 05 10/01/96 0
1569149535 O 09/01/26
0
1534194 074/G01 F 50,000.00 ZZ
360 49,945.16 1
442 DESERT POPPY DRIVE 9.000 402.32 53
8.750 402.32 96,000.00
SEDONA AZ 86336 1 08/23/96 00
0430063644 09 10/01/96 0
1569150002 O 09/01/26
0
1534195 074/G01 F 315,000.00 ZZ
360 314,607.05 1
311 EDGECLIFF WAY 8.375 2,394.23 56
8.125 2,394.23 565,000.00
TAHOE CITY CA 96145 1 08/26/96 00
0430063610 05 10/01/96 0
1
1573156873 O 09/01/26
0
1534196 074/G01 F 454,450.00 T
360 453,883.09 1
6502 NORTH LAKE BOULEVARD 8.375 3,454.15 59
8.125 3,454.15 775,000.00
TAHOE VISTA CA 96148 2 08/23/96 00
0430063602 05 10/01/96 0
1573156884 O 09/01/26
0
1534197 074/G01 F 105,600.00 ZZ
360 105,464.86 1
3188 VENADO DRIVE 8.250 793.34 80
8.000 793.34 132,000.00
ARNOLD CA 95223 5 08/22/96 00
0430063594 05 10/01/96 0
1573157286 O 09/01/26
0
1534198 074/G01 F 251,500.00 ZZ
360 251,161.37 1
9571 ROSS STATION ROAD 8.000 1,845.42 69
7.750 1,845.42 365,000.00
SEBASTOPOL CA 95472 2 08/23/96 00
0430063651 05 10/01/96 0
1573157570 O 09/01/26
0
1534199 074/G01 F 333,400.00 ZZ
360 332,962.34 1
13 SKYCREST WAY 8.125 2,475.49 80
7.875 2,475.49 416,794.00
NAPA CA 94558 1 08/23/96 00
0430063628 03 10/01/96 0
1573158085 O 09/01/26
0
1534201 074/G01 F 223,200.00 ZZ
360 223,061.26 1
7820 SIERRA DRIVE 8.375 1,696.49 90
8.125 1,696.49 248,000.00
GRANITE BAY CA 95746 1 09/10/96 10
0430063529 05 11/01/96 25
1573158755 O 10/01/26
0
1
1534202 074/G01 F 226,800.00 ZZ
360 226,538.07 1
4577 BEECHWOOD DRIVE 8.750 1,784.24 90
8.500 1,784.24 252,000.00
EL DORADO HILLS CA 95762 1 08/29/96 11
0430063537 05 10/01/96 25
1573158948 O 09/01/26
0
1534203 074/G01 F 261,250.00 ZZ
360 260,948.28 1
4963 EAST PIKE LAKE ROAD 8.750 2,055.26 95
8.500 2,055.26 275,000.00
DULUTH MN 55811 1 08/30/96 04
0430063545 05 10/01/96 30
1576021600 O 09/01/26
0
1534204 074/G01 F 251,050.00 ZZ
360 250,744.74 1
9245 TEWSBURY GATE NORTH 8.500 1,930.36 80
8.250 1,930.36 313,837.00
MAPLE GROVE MN 55311 1 08/30/96 00
0430063552 05 10/01/96 0
1576024631 O 09/01/26
0
1534205 074/G01 F 236,000.00 ZZ
360 235,717.85 1
5532 HANREHAN LAKE BOULEVARD 9.125 1,920.18 80
8.875 1,920.18 298,000.00
PRIOR LAKE MN 55372 1 08/29/96 00
0430063560 05 10/01/96 0
1576025419 O 09/01/26
0
1534208 074/G01 F 235,100.00 ZZ
360 234,806.72 1
2708 OLD SUGAR ROAD 8.375 1,786.93 95
8.125 1,786.93 247,500.00
DURHAM NC 27707 1 08/26/96 04
0430063859 05 10/01/96 30
1577047494 O 09/01/26
0
1534209 074/G01 F 205,000.00 ZZ
360 204,878.97 1
4604 ARCHER DRIVE 8.625 1,594.47 64
8.375 1,594.47 324,900.00
1
WILMINGTON NC 28409 1 09/06/96 00
0430063867 05 11/01/96 0
1577048056 O 10/01/26
0
1534210 074/G01 F 73,600.00 ZZ
240 73,364.39 1
221 ROCKWELL ROAD 8.500 638.72 80
8.250 638.72 92,000.00
WILMINGTON NC 28405 5 08/28/96 00
0430063776 05 10/01/96 0
1577048318 O 09/01/16
0
1534211 074/G01 F 326,000.00 ZZ
360 325,613.67 1
645 NORTH COVENTRY LANE 8.625 2,535.60 73
8.375 2,535.60 450,000.00
ALPINE UT 84004 2 08/16/96 00
0430063784 05 10/01/96 0
1579023792 O 09/01/26
0
1534212 074/G01 F 61,000.00 T
360 60,936.49 1
240 VASQUEZ ROAD 9.250 501.84 55
WINTERMOOR TWNHMS BLDG C #4 9.000 501.84 111,000.00
WINTER PARK CO 80482 1 08/30/96 00
0430063792 01 10/01/96 0
1579029267 O 09/01/26
0
1534213 074/G01 F 300,000.00 ZZ
360 299,635.21 1
7156 JOHNSON CIRCLE 8.500 2,306.75 95
8.250 2,306.75 317,500.00
NIWOT CO 80513 1 08/30/96 12
0430063800 05 10/01/96 30
1579029777 O 09/01/26
0
1534214 074/G01 F 258,000.00 ZZ
360 257,702.04 1
11711 SOUTH STONE CREST CIRCLE 8.750 2,029.69 70
8.500 2,029.69 369,000.00
RIVERTON UT 84065 2 08/30/96 00
0430063818 05 10/01/96 0
1579029857 O 09/01/26
0
1
1534215 074/G01 F 153,000.00 ZZ
360 152,818.69 1
774 RIDGESIDE DRIVE 8.625 1,190.02 60
8.375 1,190.02 255,000.00
GOLDEN CO 80401 5 08/30/96 00
0430063941 01 10/01/96 0
1579029879 O 09/01/26
0
1534216 074/G01 F 316,000.00 ZZ
360 315,822.84 1
6733 S COSTA COVE 8.875 2,514.24 80
8.625 2,514.24 395,000.00
SALT LAKE CITY UT 84121 2 09/04/96 00
0430063958 05 11/01/96 0
1579030040 O 10/01/26
0
1534217 074/G01 F 124,000.00 ZZ
360 123,841.30 1
1477 KENNEDY AVENUE 8.250 931.58 80
8.000 931.58 155,000.00
LOUISVILLE CO 80027 5 08/23/96 00
0430063966 05 10/01/96 0
1579030302 O 09/01/26
0
1534218 074/G01 F 104,000.00 ZZ
360 103,870.25 1
18765 EAST RADCLIFF PLACE 8.375 790.48 80
8.125 790.48 130,000.00
AURORA CO 80015 5 08/28/96 00
0430063974 05 10/01/96 0
1579030492 O 09/01/26
0
1534219 074/G01 F 750,000.00 T
360 748,675.21 1
104 BERMUDA DRIVE 8.250 5,634.50 71
8.000 5,634.50 1,057,867.00
EDWARDS CO 81632 1 08/29/96 00
0430067868 03 10/01/96 0
1579031190 O 09/01/26
0
1534221 074/G01 F 115,000.00 ZZ
360 114,789.48 1
1
116 NORTH WEEDEN ROAD 8.500 884.26 64
8.250 884.26 180,000.00
SOUTH KINGSTOWN RI 02879 5 07/03/96 00
0430063982 05 09/01/96 0
1580031572 O 08/01/26
0
1534222 074/G01 F 129,000.00 ZZ
360 128,781.41 1
8 BALDWIN DRIVE 8.875 1,026.39 75
8.625 1,026.39 172,000.00
JOHNSTON RI 02919 2 07/26/96 00
0430063875 05 09/01/96 0
1580034049 O 08/01/26
0
1534223 074/G01 F 299,250.00 ZZ
360 298,876.70 1
101 NANCY LANE 8.375 2,274.52 95
8.125 2,274.52 315,000.00
BURRILLVILLE RI 02830 1 08/20/96 14
0430058024 05 10/01/96 30
1580034490 O 09/01/26
0
1534224 074/G01 F 165,750.00 ZZ
360 165,467.49 1
3 RIVER RUN 9.000 1,333.67 65
8.750 1,333.67 255,000.00
EAST GREENWICH RI 02818 5 08/26/96 00
0430063883 05 10/01/96 0
1580035370 O 09/01/26
0
1534225 074/G01 F 238,500.00 T
360 238,238.46 1
36 CEDAR ISLAND ROAD 9.000 1,919.03 80
8.750 1,919.03 298,500.00
NARRAGANSETT RI 02882 1 08/20/96 00
0430063891 05 10/01/96 0
1580035700 O 09/01/26
0
1534226 074/G01 F 85,000.00 ZZ
360 84,855.98 1
3890 PARADISE ROAD 8.875 676.30 63
8.625 676.30 135,000.00
MONTVILLE TWP. OH 44256 1 07/31/96 00
0430063909 05 09/01/96 0
1
1581059136 O 08/01/26
0
1534227 074/G01 F 182,000.00 ZZ
360 181,800.41 1
3860 D'ABATE COURT 9.000 1,464.42 65
8.750 1,464.42 280,000.00
MILFORD MI 48381 5 08/07/96 00
0430064360 05 10/01/96 0
1581060215 O 09/01/26
0
1534228 074/G01 F 300,000.00 ZZ
360 299,606.17 1
8520 ASHTON DRIVE 8.125 2,227.50 58
7.875 2,227.50 520,000.00
LAURINBURG NC 28352 2 08/23/96 00
0430064378 05 10/01/96 0
1581065310 O 09/01/26
0
1534229 074/G01 F 108,000.00 ZZ
360 107,865.27 1
365 KNOLLWOOD COURT 8.375 820.88 80
8.125 820.88 135,000.00
LANCASTER OH 43130 5 08/30/96 00
0430064386 05 10/01/96 0
1581065569 O 09/01/26
0
1534230 074/G01 F 44,000.00 ZZ
360 43,950.47 1
1403 EAST EVELYN 8.875 350.09 80
8.625 350.09 55,000.00
HAZEL PARK MI 48030 5 08/29/96 00
0430064394 05 10/01/96 0
1581065897 O 09/01/26
0
1534232 074/G01 F 220,000.00 ZZ
360 219,863.26 1
112 DORAL LANE 8.375 1,672.16 74
8.125 1,672.16 300,000.00
HENDERSONVILLE TN 37075 2 09/05/96 00
0430064055 03 11/01/96 0
1585033214 O 10/01/26
0
1
1534233 074/G01 F 76,500.00 ZZ
360 76,455.98 1
500 WESTGATE DRIVE 8.750 601.83 79
8.500 601.83 97,000.00
SOMERSET KY 42501 5 08/30/96 00
0430064048 05 11/01/96 0
1585033349 O 10/01/26
0
1534234 074/G01 F 271,350.00 ZZ
360 271,176.96 1
1503 PEAR TREE CIRCLE 8.250 2,038.57 80
8.000 2,038.57 341,000.00
BRENTWOOD TN 37027 1 09/05/96 00
0430064063 05 11/01/96 0
1585033600 O 10/01/26
0
1534235 074/G01 F 497,000.00 ZZ
360 496,657.96 1
1800 KAGAN COURT 7.875 3,603.60 80
7.625 3,603.60 621,244.00
MCLEAN VA 22101 1 09/06/96 00
0430064071 05 11/01/96 0
1587031683 O 10/01/26
0
1534236 074/G01 F 300,000.00 ZZ
360 299,644.49 1
16915 5TH AVENUE NORTH 8.625 2,333.37 80
8.375 2,333.37 375,000.00
PLYMOUTH MN 55447 1 08/22/96 00
0430064097 05 10/01/96 0
1587035629 O 09/01/26
0
1534237 074/G01 F 236,550.00 ZZ
360 236,082.63 1
3217 PATRICK HENRY DRIVE 8.125 1,756.38 95
7.875 1,756.38 249,000.00
FALLS CHURCH VA 22044 1 07/16/96 11
0430063990 05 09/01/96 30
1587036676 O 08/01/26
0
1534238 074/G01 F 129,500.00 ZZ
360 129,350.44 1
900 NORTH STAFFORD STREET 8.750 1,018.78 72
UNIT #2526 8.500 1,018.78 180,000.00
1
ARLINGTON VA 22203 2 08/23/96 00
0430058065 06 10/01/96 0
1587039448 O 09/01/26
0
1534239 074/G01 F 248,000.00 ZZ
360 247,713.58 1
11112 LAKENHEATH WAY 8.750 1,951.02 80
8.500 1,951.02 310,000.00
OAKTON VA 22124 5 08/26/96 00
0430058032 05 10/01/96 0
1587041010 O 09/01/26
0
1534240 074/G01 F 348,000.00 ZZ
360 347,587.60 1
4719 RIPPLING POND DRIVE 8.625 2,706.71 89
8.375 2,706.71 394,000.00
FAIRFAX VA 22033 2 08/30/96 04
0430064006 05 10/01/96 25
1587041836 O 09/01/26
0
1534241 074/G01 F 650,000.00 ZZ
360 649,189.16 1
1421 LABURNUM STREET 8.375 4,940.47 79
8.125 4,940.47 825,000.00
MCLEAN VA 22101 2 08/22/96 00
0430057992 05 10/01/96 0
1587042544 O 09/01/26
0
1534242 074/G01 F 382,000.00 ZZ
360 381,796.71 1
10232 COPPER FOX LANE 9.125 3,108.08 63
8.875 3,108.08 610,000.00
MIDLAND VA 22728 2 09/04/96 00
0430064014 05 11/01/96 0
1587043274 O 10/01/26
0
1534243 074/G01 F 105,000.00 ZZ
360 104,934.73 1
224 BLOOMINGDALE AVENUE 8.375 798.08 66
8.125 798.08 160,000.00
WAYNE PA 19087 1 09/05/96 00
0430064022 05 11/01/96 0
1587043401 O 10/01/26
0
1
1534244 074/G01 F 562,500.00 ZZ
360 561,816.05 1
255 HARBOR DRIVE 8.500 4,325.14 75
8.250 4,325.14 750,000.00
KEY BISCAYNE FL 33149 1 08/14/96 00
0430058008 05 10/01/96 0
1589059071 O 09/01/26
0
1534245 074/G01 F 70,000.00 ZZ
360 69,921.21 1
10771 SW 14TH COURT 8.875 556.96 50
8.625 556.96 142,779.00
DAVIE FL 33324 1 08/30/96 00
0430064410 03 10/01/96 0
1589061798 O 09/01/26
0
1534247 074/G01 F 250,000.00 ZZ
360 249,688.12 1
3420 NORTH 31ST TERRACE 8.375 1,900.19 68
8.125 1,900.19 370,000.00
HOLLYWOOD FL 33021 1 08/29/96 00
0430064436 05 10/01/96 0
1589065154 O 09/01/26
0
1534248 074/G01 F 394,000.00 ZZ
360 393,533.08 1
8845 SOUTHWEST 113TH TERRACE 8.625 3,064.50 80
8.375 3,064.50 492,500.00
MIAMI FL 33176 1 08/29/96 00
0430064469 05 10/01/96 0
1589065176 O 09/01/26
0
1534250 074/G01 F 216,600.00 ZZ
360 216,343.30 1
12201 SW 102ND AVENUE 8.625 1,684.70 95
8.375 1,684.70 228,000.00
MIAMI FL 33176 1 09/04/96 14
0430058115 05 10/01/96 30
1589065675 O 09/01/26
0
1534251 074/G01 F 108,000.00 ZZ
360 107,884.60 1
1
9922 NW 47TH TERRACE 9.125 878.73 54
8.875 878.73 200,000.00
MIAMI FL 33178 2 08/21/96 00
0430064220 05 10/01/96 0
1589065992 O 09/01/26
0
1534253 074/G01 F 460,000.00 ZZ
360 459,714.08 1
4310 NE 23RD AVENUE 8.375 3,496.34 78
8.125 3,496.34 590,000.00
FORT LAUDERDALE FL 33308 1 09/09/96 00
0430064246 05 11/01/96 0
1589066805 O 10/01/26
0
1534254 074/G01 F 450,000.00 ZZ
360 449,438.64 1
332 LOS PINOS PLACE 8.375 3,420.33 70
8.125 3,420.33 647,000.00
CORAL GABLES FL 33143 1 08/23/96 00
0430064253 05 10/01/96 0
1589067171 O 09/01/26
0
1534255 074/G01 F 334,800.00 ZZ
360 334,382.34 1
213 LANDINGS BLVD 8.375 2,544.73 90
8.125 2,544.73 372,000.00
FORT LAUDERDALE FL 33327 1 08/29/96 14
0430064626 03 10/01/96 25
1589067230 O 09/01/26
0
1534256 074/G01 F 144,300.00 T
360 144,145.82 1
538 PORTER LANE 9.125 1,174.08 65
8.875 1,174.08 222,000.00
KEY WEST FL 33040 1 08/30/96 00
0430064634 09 10/01/96 0
1589068323 O 09/01/26
0
1534257 074/G01 F 93,000.00 ZZ
360 92,951.78 1
6300 NW 2ND STREET 9.250 765.09 75
9.000 765.09 124,000.00
MIAMI FL 33126 1 09/09/96 00
0430064642 05 11/01/96 0
1
1589069723 O 10/01/26
0
1534258 074/G01 F 222,450.00 ZZ
360 222,337.66 1
1821 PONDSIDE LANE 9.375 1,850.23 80
9.125 1,850.23 278,065.00
NAPLES FL 34109 1 09/09/96 00
0430064659 03 11/01/96 0
1589070096 O 10/01/26
0
1534259 074/G01 F 80,000.00 ZZ
360 79,947.67 1
4457 WYNDCLIFF CIRCLE 8.125 594.00 57
7.875 594.00 141,000.00
ORLANDO FL 32817 1 09/06/96 00
0430064667 05 11/01/96 0
1590019518 O 10/01/26
0
1534260 074/G01 F 240,000.00 ZZ
360 239,708.17 1
310 TARPON STREET 8.500 1,845.40 72
8.250 1,845.40 335,000.00
ANNA MARIA FL 34216 1 08/30/96 00
0430064683 05 10/01/96 0
1590020426 O 09/01/26
0
1534261 074/G01 F 94,100.00 ZZ
360 94,047.24 1
21981 CEDAR LANE 8.875 748.71 75
8.625 748.71 125,500.00
SILVERHILL AL 36576 4 09/06/96 00
0430064261 05 11/01/96 0
1590020798 O 10/01/26
0
1534262 074/G01 F 294,500.00 ZZ
360 294,168.56 1
105 E BALBOA BLVD 8.875 2,343.18 95
8.625 2,343.18 310,000.00
NEWPORT BEACH CA 92661 1 08/23/96 10
0430064279 05 10/01/96 30
1595006783 O 09/01/26
0
1
1534263 074/G01 F 297,000.00 ZZ
360 296,638.87 1
28030 BLACKBERRY WAY 8.500 2,283.68 90
8.250 2,283.68 330,000.00
YORBA LINDA CA 92687 1 09/03/96 10
0430064287 05 10/01/96 25
1595008494 O 09/01/26
0
1534264 074/G01 F 236,200.00 ZZ
360 235,905.33 1
14910 RUNNING BROOK WAY 8.375 1,795.30 80
8.125 1,795.30 295,345.00
CHINO HILLS CA 91709 1 08/21/96 00
0430064295 05 10/01/96 0
1595008563 O 09/01/26
0
1534265 074/G01 F 225,000.00 ZZ
360 224,726.41 1
1233 BLUE GUM LANE 8.500 1,730.06 57
8.250 1,730.06 400,000.00
NEWPORT BEACH CA 92660 1 08/20/96 00
0430064808 05 10/01/96 0
1595008971 O 09/01/26
0
1534266 074/G01 F 1,000,000.00 ZZ
360 998,752.54 1
1015 NORTH ROXBURY DRIVE 8.375 7,600.73 47
8.125 7,600.73 2,150,000.00
BEVERLY HILLS CA 90210 1 08/14/96 00
0430067876 05 10/01/96 0
1596007613 O 09/01/26
0
1534267 074/G01 F 253,900.00 ZZ
360 253,482.54 1
21904 PLACERITOS BOULEVARD 8.250 1,907.47 80
8.000 1,907.47 317,400.00
NEWHALL CA 91321 1 08/13/96 00
0430064816 05 10/01/96 0
1596009517 O 09/01/26
0
1534268 074/G01 F 316,000.00 ZZ
360 315,595.59 1
700 RIDGE DRIVE 8.250 2,374.01 80
8.000 2,374.01 395,000.00
1
GLENDALE CA 91206 1 08/30/96 00
0430064824 05 10/01/96 0
1596010163 O 09/01/26
0
1534269 074/G01 F 650,000.00 ZZ
360 649,541.24 1
607 NORTH BEDFORD DRIVE 7.750 4,656.68 52
7.500 4,656.68 1,250,000.00
BEVERLY HILLS CA 90210 5 09/01/96 00
0430058107 05 11/01/96 0
1596010855 O 10/01/26
0
1534270 074/G01 F 320,000.00 ZZ
360 319,801.09 1
6014 SOUTH HALM AVE 8.375 2,432.24 80
8.125 2,432.24 400,000.00
LOS ANGELES CA 90056 1 09/03/96 00
0430064832 05 11/01/96 0
1596011010 O 10/01/26
0
1534272 074/G01 F 202,500.00 ZZ
360 200,445.94 1
1401 S WILLIAMS 8.375 1,539.15 90
8.125 1,539.15 225,000.00
WESTMONT IL 60559 1 08/30/96 14
0430064709 05 10/01/96 25
1606067110 O 09/01/26
0
1534273 074/G01 F 252,000.00 ZZ
360 251,693.60 1
8 GREENBRIAR 8.500 1,937.66 80
8.250 1,937.66 315,000.00
HAWTHORN WOODS IL 60047 1 08/29/96 00
0430064717 05 10/01/96 0
1606071130 O 09/01/26
0
1534276 074/G01 F 285,500.00 ZZ
360 284,280.79 1
12805 SHADOW OAK LANE 7.625 2,020.75 79
7.375 2,020.75 364,055.00
FAIRFAX VA 22033 1 08/30/96 00
0430064741 03 10/01/96 0
1761088703 O 09/01/26
0
1
1534277 074/G01 F 508,900.00 ZZ
360 508,197.26 1
1429 MAYHURST BOULEVARD 7.875 3,689.88 80
7.625 3,689.88 636,170.00
MCLEAN VA 22101 1 08/30/96 00
0430064758 03 10/01/96 0
1761091184 O 09/01/26
0
1534278 074/G01 F 236,800.00 ZZ
360 236,473.01 1
14814 GREEN POST COURT 7.875 1,716.96 80
7.625 1,716.96 296,000.00
CENTREVILLE VA 20120 1 08/28/96 00
0430064766 03 10/01/96 0
1761093033 O 09/01/26
0
1534281 074/G01 F 284,000.00 ZZ
360 283,818.90 1
11416 EASTWOOD CT 8.250 2,133.60 80
8.000 2,133.60 355,000.00
HAGERSTOWN MD 21742 1 09/06/96 00
0430064790 05 11/01/96 0
1821109060 O 10/01/26
0
1534282 686/G01 F 95,000.00 ZZ
360 95,000.00 1
950 TUTTLE AVENUE 8.000 697.08 48
7.750 697.08 199,000.00
WATSONVILLE CA 95076 1 10/04/96 00
0430065805 05 12/01/96 0
817718182 O 11/01/26
0
1534283 686/G01 F 153,950.00 ZZ
360 153,950.00 1
3709 SELLERS STREET 8.250 1,156.58 70
8.000 1,156.58 220,000.00
GIG HARBOR WA 98332 5 10/03/96 00
0430065839 05 12/01/96 0
817845704 O 11/01/26
0
1534284 686/G01 F 68,250.00 ZZ
360 68,250.00 1
1
40 AMESBURY AVENUE 8.550 527.21 75
8.300 527.21 91,000.00
AMESBURY MA 01913 1 10/11/96 00
0430065896 05 12/01/96 0
817603822 O 11/01/26
0
1534285 686/G01 F 52,000.00 ZZ
360 52,000.00 1
1301 NW 2ND AVENUE 8.750 409.09 42
8.500 409.09 126,203.00
BATTLE GROUND WA 98604 1 10/07/96 00
0430065904 05 12/01/96 0
817911290 O 11/01/26
0
1534287 686/686 F 240,000.00 ZZ
360 240,000.00 1
701 SOUTH STREET 8.400 1,828.42 87
8.000 1,828.42 278,000.00
KEY WEST FL 33040 1 10/11/96 10
817898018 05 12/01/96 25
817898018 O 11/01/26
0
1534289 686/G01 F 179,400.00 ZZ
360 179,400.00 1
3911 125TH PLACE SOUTHEAST 8.500 1,379.44 68
8.250 1,379.44 265,000.00
EVERETT WA 98208 5 10/01/96 00
0430065938 03 12/01/96 0
817895774 O 11/01/26
0
1534294 074/074 F 60,000.00 ZZ
360 59,962.70 1
133 WEST 28TH STREET 6B 8.375 456.05 39
8.125 456.05 157,000.00
NEW YORK NY 10001 5 08/28/96 00
1111035624 11 11/01/96 0
1111035624 O 10/01/26
0
1534295 074/074 F 85,000.00 ZZ
360 84,896.64 1
656 CARROLL STREET 4L 8.500 653.58 74
8.250 653.58 115,000.00
BROOKLYN NY 11215 2 08/23/96 00
1111048400 11 10/01/96 0
1
1111048400 O 09/01/26
0
1534296 074/074 F 80,000.00 ZZ
360 79,897.61 1
300 EAST 40TH STREET APT 5D 8.250 601.02 80
8.000 601.02 100,000.00
NEW YORK NY 10016 5 08/21/96 00
1111049356 11 10/01/96 0
1111049356 O 09/01/26
0
1534297 074/074 F 55,000.00 ZZ
360 54,875.26 1
9701 SHORE ROAD 2E 8.875 437.61 74
8.625 437.61 75,000.00
BROOKLYN NY 11209 1 07/24/96 00
1111051711 11 09/01/96 0
1111051711 O 08/01/26
0
1534299 074/074 F 176,400.00 ZZ
360 176,211.54 1
APT 20K 270 10 GRAND CENTRAL 9.125 1,435.25 70
PARKWAY 8.875 1,435.25 252,000.00
FLORAL PARK NY 11005 1 08/15/96 00
1111054618 12 10/01/96 0
1111054618 O 09/01/26
0
1534300 074/074 F 67,400.00 T
360 67,324.14 1
405 WEST 23RD STREET 3L 8.875 536.27 77
8.625 536.27 88,000.00
NEW YORK NY 10011 2 08/19/96 00
1111056544 11 10/01/96 0
1111056544 O 09/01/26
0
1534301 074/074 F 242,250.00 ZZ
360 242,106.97 1
88 REGENT DRIVE 8.625 1,884.20 85
8.375 1,884.20 285,000.00
LIDO BEACH NY 11561 1 09/10/96 10
1111056817 05 11/01/96 25
1111056817 O 10/01/26
0
1
1534303 074/074 F 230,000.00 ZZ
360 229,880.76 1
15 HILL LANE 9.250 1,892.16 92
9.000 1,892.16 250,000.00
GLEN HEAD NY 11545 1 09/12/96 01
1111056974 05 11/01/96 30
1111056974 O 10/01/26
0
1534304 074/074 F 46,000.00 ZZ
360 45,950.84 1
134 WEST 82ND STREET APT 2C 9.125 374.28 50
8.875 374.28 93,000.00
NEW YORK NY 10024 2 08/21/96 00
1111058459 11 10/01/96 0
1111058459 O 09/01/26
0
1534307 074/074 F 59,000.00 ZZ
360 58,933.58 1
148 WEST 23RD STREET 8.875 469.44 45
2K 3K 8.625 469.44 131,500.00
NEW YORK NY 10011 1 08/08/96 00
1111058980 11 10/01/96 0
1111058980 O 09/01/26
0
1534308 074/074 F 289,250.00 ZZ
360 289,096.07 1
15 OAK LANE 9.125 2,353.44 65
8.875 2,353.44 445,000.00
NEW HYDE PARK NY 11040 5 09/09/96 00
1111059032 05 11/01/96 0
1111059032 O 10/01/26
0
1534309 074/074 F 105,000.00 ZZ
360 104,934.73 1
208 VAN SICKLEN STREET 8.375 798.08 75
8.125 798.08 140,000.00
BROOKLYN NY 11223 1 09/04/96 00
1111059724 07 11/01/96 0
1111059724 O 10/01/26
0
1534310 074/074 F 309,600.00 ZZ
360 309,402.57 1
10 LOUIS DRIVE 8.250 2,325.93 80
8.000 2,325.93 387,000.00
1
MELVILLE NY 11747 1 09/10/96 00
1111059735 05 11/01/96 0
1111059735 O 10/01/26
0
1534311 074/074 F 120,000.00 ZZ
360 119,927.30 1
250 WEST 89TH STREET 8.500 922.70 40
APT 4M 8.250 922.70 300,000.00
NEW YORK NY 10024 1 09/05/96 00
1111063889 11 11/01/96 0
1111063889 O 10/01/26
0
1534312 074/074 F 310,000.00 ZZ
360 309,816.98 1
518 CORTLANDT AVENUE 8.625 2,411.15 73
8.375 2,411.15 425,000.00
MAMARONECK NY 10543 1 09/10/96 00
1111064815 05 11/01/96 0
1111064815 O 10/01/26
0
1534313 074/074 F 338,000.00 ZZ
360 337,184.30 1
32 FOUNTAYNE LANE 7.125 2,277.17 80
6.875 2,277.17 427,000.00
SKILLMAN NJ 08558 1 07/10/96 00
1113006376 05 09/01/96 0
1113006376 O 08/01/26
0
1534314 074/074 F 240,750.00 ZZ
360 240,433.97 1
2198 LAKE MARIE DRIVE 8.125 1,787.56 90
7.875 1,787.56 267,500.00
SANTA MARIA CA 93455 1 08/27/96 21
1485000756 05 10/01/96 25
1485000756 O 09/01/26
0
1534315 074/074 F 208,000.00 ZZ
360 207,771.91 2
4817 AVENUE J 9.000 1,673.62 86
8.750 1,673.62 243,000.00
BROOKLYN NY 11234 1 08/28/96 11
1500234488 05 10/01/96 25
1500234488 O 09/01/26
0
1
1534316 074/074 F 369,000.00 ZZ
360 368,584.73 1
189 MCNAMARA ROAD 8.875 2,935.93 90
8.625 2,935.93 410,000.00
WESLEY HILLS NY 10977 2 08/16/96 14
1500236745 05 10/01/96 25
1500236745 O 09/01/26
0
1534318 074/074 F 144,000.00 ZZ
360 143,905.80 1
11 GEORGETOWN ROAD 8.125 1,069.20 80
7.875 1,069.20 180,000.00
BORDENTOWN NJ 08505 5 09/05/96 00
1587041803 05 11/01/96 0
1587041803 O 10/01/26
0
1534320 076/076 F 245,250.00 ZZ
360 245,093.61 1
3948 SOUTHWEST ARROYO DRIVE 8.250 1,842.48 90
8.000 1,842.48 272,500.00
SEATTLE WA 98146 1 09/13/96 12
6367742 05 11/01/96 25
6367742 O 10/01/26
0
1534321 076/076 F 488,000.00 ZZ
360 487,436.42 1
1425 NEWPORT AVENUE 8.750 3,839.10 80
8.500 3,839.10 610,000.00
SAN JOSE CA 95125 1 08/30/96 00
6367862 05 10/01/96 0
6367862 O 09/01/26
0
1534331 076/076 F 218,150.00 ZZ
360 217,898.06 1
223 SILVER AVENUE 8.750 1,716.19 88
8.500 1,716.19 250,000.00
SAN FRANCISCO CA 94112 2 08/30/96 11
6367912 05 10/01/96 25
6367912 O 09/01/26
0
1534335 003/G01 F 253,000.00 ZZ
360 253,000.00 1
1
11380 LAKESHORE DRIVE 8.250 1,900.71 65
8.000 1,900.71 395,000.00
COOPER CITY FL 33026 2 10/17/96 00
0430068957 03 12/01/96 0
3744158 O 11/01/26
0
1534339 375/G01 F 117,600.00 ZZ
360 117,256.26 1
1360 BAYCLIFF DR 7.625 832.37 70
7.375 832.37 168,000.00
VIRGINIA BEACH VA 23454 1 06/18/96 00
0430061119 05 08/01/96 0
415485 O 07/01/26
0
1534347 076/076 F 512,000.00 ZZ
360 511,689.83 1
129 SMITH CREEK DRIVE 8.500 3,936.84 80
8.250 3,936.84 640,000.00
LOS GATOS CA 95030 1 09/13/96 00
6348282 05 11/01/96 0
6348282 O 10/01/26
0
1534356 076/076 F 224,350.00 ZZ
360 224,084.14 1
3405 WESTCLARKE DRIVE 8.625 1,744.97 95
8.375 1,744.97 236,200.00
PLANO TX 75093 1 08/30/96 11
6350062 03 10/01/96 30
6350062 O 09/01/26
0
1534365 076/076 F 250,000.00 ZZ
360 249,827.95 1
1550 RELIEZ VALLEY ROAD 7.875 1,812.68 56
7.625 1,812.68 450,000.00
LAFAYETTE CA 94549 2 09/05/96 00
17053347 05 11/01/96 0
17053347 O 10/01/26
0
1534370 076/076 F 300,000.00 ZZ
360 299,625.76 1
1758 COCOPLUM COURT 8.375 2,280.22 90
8.125 2,280.22 333,350.00
LONGWOOD FL 32779 1 08/23/96 11
UNKNOWN 03 10/01/96 25
1
UNKNOWN O 09/01/26
0
1534374 936/G01 F 144,000.00 ZZ
360 143,736.42 1
3542 MOUNT ABBEY AVENUE 8.500 1,107.24 80
8.250 1,107.24 180,000.00
SAN DIEGO CA 92111 1 07/26/96 00
0430061093 05 09/01/96 0
6099634 O 08/01/26
0
1534394 076/076 F 324,000.00 ZZ
360 324,000.00 1
25939 COLT LANE 8.750 2,548.91 80
8.500 2,548.91 405,000.00
CARMEL VALLEY CA 93924 1 10/08/96 00
6404542 05 12/01/96 0
6404542 O 11/01/26
0
1534402 076/076 F 240,000.00 ZZ
360 239,854.60 1
15 MANOR DRIVE 8.500 1,845.40 80
8.250 1,845.40 301,500.00
YONKERS NY 10710 1 09/11/96 00
17039929 05 11/01/96 0
17039929 O 10/01/26
0
1534406 076/076 F 405,500.00 ZZ
360 404,981.06 1
177 BROOKSIDE DRIVE 8.250 3,046.39 53
8.000 3,046.39 775,500.00
PORTOLA VALLEY CA 94028 1 08/22/96 00
6316362 05 10/01/96 0
6316362 O 09/01/26
0
1534410 685/G01 F 204,800.00 ZZ
360 204,800.00 1
4670 VIA DE LA MULA 8.750 1,611.16 80
8.500 1,611.16 256,000.00
YORBA LINDA CA 92886 1 10/15/96 00
0430056689 03 12/01/96 0
105737 O 11/01/26
0
1
1534428 076/076 F 270,400.00 ZZ
360 270,079.55 1
6045 CORBIN AVENUE 8.625 2,103.15 80
8.375 2,103.15 338,000.00
TARZANA AREA CA 91356 1 08/15/96 00
17053055 05 10/01/96 0
17053055 O 09/01/26
0
1534436 076/076 F 223,500.00 ZZ
360 223,246.73 1
562 RICHARDSON LANE 8.875 1,778.27 75
8.625 1,778.27 298,000.00
GLENDORA CA 91741 1 08/16/96 00
17052789 05 10/01/96 0
17052789 O 09/01/26
0
1534442 076/076 F 214,300.00 ZZ
360 214,052.51 1
1402 ALLSTON STREET 8.750 1,685.90 90
8.500 1,685.90 238,145.00
HOUSTON TX 77008 1 08/29/96 14
17055059 05 10/01/96 25
17055059 O 09/01/26
0
1534447 573/G01 F 225,000.00 ZZ
360 225,000.00 1
1700 BUCKRIDGE COURT 8.750 1,770.08 78
8.500 1,770.08 290,000.00
COLFAX CA 95713 4 10/16/96 00
0430066415 05 12/01/96 0
730147 O 11/01/26
0
1534448 076/076 F 256,500.00 ZZ
360 256,203.77 1
17088 BONEFISH LANE WEST 8.750 2,017.89 90
8.500 2,017.89 285,000.00
SUGARLOAF KEY FL 33042 1 08/30/96 11
7053988 05 10/01/96 25
7053988 O 09/01/26
0
1534451 076/076 F 296,650.00 ZZ
360 296,504.09 1
2950 NEILSON WAY #508 9.500 2,494.39 85
9.250 2,494.39 349,000.00
1
CITY OF SANTA M CA 90405 1 09/05/96 01
6347032 08 11/01/96 25
6347032 O 10/01/26
0
1534461 696/G01 F 217,600.00 ZZ
360 217,600.00 1
8514 HAZELWOOD DRIVE 8.500 1,673.16 80
8.250 1,673.16 272,000.00
BETHESDA MD 20814 1 10/18/96 00
0430060111 05 12/01/96 0
3124650 O 11/01/26
0
1534463 076/076 F 398,700.00 ZZ
360 398,274.03 1
28471 FIELDBROOK 9.125 3,243.96 90
8.875 3,243.96 443,000.00
MISSION VIEJO CA 92692 1 08/23/96 14
7053956 03 10/01/96 25
7053956 O 09/01/26
0
1534466 731/G01 F 124,400.00 ZZ
360 124,400.00 1
1620 SOUTH FAYWOOD STREET 8.375 945.53 80
8.125 945.53 155,500.00
ANAHEIM CA 92804 1 10/10/96 00
0430063685 05 12/01/96 0
411612481 O 11/01/26
0
1534467 731/G01 F 195,600.00 ZZ
360 195,600.00 1
22840 COVELLO STREET 8.750 1,538.79 80
WEST HILLS AREA 8.500 1,538.79 244,500.00
LOS ANGELES CA 91307 1 10/11/96 00
0430065052 05 12/01/96 0
411912396 O 11/01/26
0
1534471 765/G01 F 250,000.00 ZZ
360 250,000.00 1
12815 STEBICK COURT 8.250 1,878.17 51
8.000 1,878.17 494,000.00
SAN DIEGO CA 92130 1 10/07/96 00
0430060731 05 12/01/96 0
140047 O 11/01/26
0
1
1534476 076/076 F 245,100.00 ZZ
360 244,844.88 1
22231 TREERIDGE LANE 9.250 2,016.38 95
9.000 2,016.38 258,000.00
LAKE FOREST CA 92630 1 08/29/96 04
17055554 03 10/01/96 30
17055554 O 09/01/26
0
1534477 E19/G01 F 246,000.00 T
360 246,000.00 1
1961 GALERITA DRIVE 8.250 1,848.12 80
8.000 1,848.12 307,500.00
RANCHO PALOS VE CA 90275 1 10/15/96 00
0430060780 05 12/01/96 0
13075 O 11/01/26
0
1534481 814/G01 F 181,600.00 ZZ
360 181,600.00 1
354 NEWMAN DRIVE 8.375 1,380.30 80
8.125 1,380.30 227,000.00
SOUTH SAN FRANC CA 94080 1 10/17/96 00
0430061622 05 12/01/96 0
809610078 O 11/01/26
0
1534482 076/076 F 270,000.00 ZZ
360 269,671.70 1
11114 S W 37TH MANOR 8.500 2,076.07 90
8.250 2,076.07 300,087.00
DAVIE FL 33328 1 08/30/96 10
7055190 03 10/01/96 25
7055190 O 09/01/26
0
1534495 975/G01 F 275,000.00 ZZ
360 275,000.00 1
6211 NORTH MUSCATEL AVENUE 8.375 2,090.20 58
8.125 2,090.20 475,000.00
TEMPLE CITY CA 91775 1 10/15/96 00
0430060491 05 12/01/96 0
926449 O 11/01/26
0
1534497 E22/G01 F 213,750.00 ZZ
360 213,750.00 1
1
5036 VALLEY RIDGE AVENUE 8.875 1,700.69 95
8.625 1,700.69 225,000.00
LOS ANGELES CA 90043 1 10/14/96 01
0410283725 05 12/01/96 30
410283725 O 11/01/26
0
1534504 076/076 F 252,000.00 ZZ
360 251,693.58 1
18 WOODLAND ROAD 8.500 1,937.67 75
8.250 1,937.67 336,000.00
BARRINGTON RI 02806 1 08/16/96 00
6268592 05 10/01/96 0
6268592 O 09/01/26
0
1534505 076/076 F 225,000.00 ZZ
360 224,689.29 1
806 HAMPTON COURT 7.875 1,631.41 87
7.625 1,631.41 260,000.00
WESTBURY NY 11590 1 08/30/96 01
6337262 05 10/01/96 25
6337262 O 09/01/26
0
1534506 076/076 F 256,500.00 ZZ
360 256,340.57 1
275 S 13TH STREET 8.375 1,949.59 90
8.125 1,949.59 285,000.00
SAN JOSE CA 95112 1 08/27/96 14
6343792 05 11/01/96 25
6343792 O 10/01/26
0
1534507 076/076 F 272,000.00 T
360 271,669.27 1
473 MORRIS AVENUE 8.500 2,091.45 80
8.250 2,091.45 340,000.00
RIVERSIDE AL 35135 1 08/27/96 00
673722 05 10/01/96 0
673722 O 09/01/26
0
1534509 076/076 F 723,750.00 ZZ
360 723,311.54 1
8321 PERSIMMON TREE ROAD 8.500 5,565.02 75
8.250 5,565.02 965,000.00
BETHESDA MD 20817 1 09/16/96 00
6334992 05 11/01/96 0
1
6334992 O 10/01/26
0
1534514 076/076 F 224,000.00 ZZ
360 223,747.93 1
1811 WEST MOUNTAIN STREET 8.875 1,782.24 80
8.625 1,782.24 280,000.00
GLENDALE CA 91201 1 08/01/96 00
6256442 05 10/01/96 0
6256442 O 09/01/26
0
1534516 076/076 F 450,000.00 ZZ
360 449,713.05 1
2516 GOUGH STREET 8.250 3,380.70 75
8.000 3,380.70 600,000.00
SAN FRANCISCO CA 94123 1 09/03/96 00
6307732 05 11/01/96 0
6307732 O 10/01/26
0
1534517 076/076 F 414,000.00 ZZ
360 413,428.31 1
710 BURNT MILLS AVENUE 7.875 3,001.79 90
7.625 3,001.79 460,000.00
SILVER SPRING MD 20901 1 08/16/96 14
6313742 05 10/01/96 25
6313742 O 09/01/26
0
1534519 076/076 F 274,500.00 ZZ
360 274,337.93 1
335 COUNTRY WAY 8.625 2,135.04 90
8.375 2,135.04 305,000.00
SCITUATE MA 02066 1 09/12/96 10
6236422 05 11/01/96 25
6236422 O 10/01/26
0
1534521 076/076 F 355,000.00 ZZ
360 354,784.93 1
5112 DUVALL DRIVE 8.500 2,729.65 79
8.250 2,729.65 450,000.00
BETHESDA MD 20816 1 09/12/96 00
6205932 05 11/01/96 0
6205932 O 10/01/26
0
1
1534525 076/076 F 269,700.00 ZZ
360 269,540.77 1
6160 ASHTON PLACE 8.625 2,097.70 80
8.375 2,097.70 337,183.00
RANCHO CUCAMONG CA 91739 1 09/05/96 00
963128 05 11/01/96 0
963128 O 10/01/26
0
1534530 076/076 F 328,500.00 ZZ
360 328,306.05 1
16 MALS WAY 8.625 2,555.04 90
8.375 2,555.04 365,000.00
FARMINGTON CT 06085 2 09/17/96 11
6301342 05 11/01/96 25
6301342 O 10/01/26
0
1534533 076/076 F 332,800.00 ZZ
360 332,570.96 1
14314 CARTWRIGHT WAY 7.875 2,413.04 80
7.625 2,413.04 416,000.00
NORTH POTOMAC MD 20878 1 09/05/96 00
6305102 05 11/01/96 0
6305102 O 10/01/26
0
1534536 076/076 F 290,000.00 ZZ
360 289,837.42 1
12831 CHESDIN POINT COURT 8.875 2,307.37 73
8.625 2,307.37 402,110.00
CHESTERFIELD VA 23838 1 09/09/96 00
UNKNOWN 05 11/01/96 0
UNKNOWN O 10/01/26
0
1534542 076/076 F 239,200.00 ZZ
360 238,885.98 1
48 MCINTOSH LANE 8.125 1,776.06 80
7.875 1,776.06 299,000.00
BEDFORD NH 03110 1 08/30/96 00
UNKNOWN 05 10/01/96 0
UNKNOWN O 09/01/26
0
1534545 076/076 F 311,800.00 ZZ
360 311,430.50 1
501 NW 14TH STREET 8.625 2,425.15 90
8.375 2,425.15 347,000.00
1
OKLAHOMA CITY OK 73106 2 08/13/96 01
32446 05 10/01/96 25
32446 O 09/01/26
0
1534546 076/076 F 463,200.00 ZZ
360 462,904.63 1
357 LENNOX AVENUE 8.250 3,479.87 80
8.000 3,479.87 579,000.00
MENLO PARK CA 94025 1 09/17/96 00
6176952 05 11/01/96 0
6176952 O 10/01/26
0
1534554 076/076 F 251,900.00 ZZ
360 251,255.02 1
7740 ISLAND CREEK COURT 8.125 1,870.35 80
7.875 1,870.35 314,965.00
ALEXANDRIA VA 22315 1 08/23/96 00
5924262 03 10/01/96 0
5924262 O 09/01/26
0
1534565 076/076 F 300,000.00 ZZ
360 299,653.52 1
111 RIVERS EDGE DRIVE 8.750 2,360.11 80
8.500 2,360.11 375,000.00
SAVANNAH GA 31406 2 08/29/96 00
6064512 03 10/01/96 0
6064512 O 09/01/26
0
1534568 076/076 F 332,000.00 ZZ
360 331,635.94 1
2927 HOPETON ROAD 9.000 2,671.35 80
8.750 2,671.35 415,000.00
LA CRESCENTA CA 91214 1 08/01/96 00
5924942 05 10/01/96 0
5924942 O 09/01/26
0
1534589 076/076 F 590,400.00 ZZ
360 589,563.91 1
926 LULLWATER ROAD 7.750 4,229.70 80
7.500 4,229.70 738,000.00
ATLANTA GA 30307 1 08/29/96 00
UNKNOWN 05 10/01/96 0
UNKNOWN O 09/01/26
0
1
1534593 076/076 F 270,750.00 ZZ
360 270,590.15 1
5405 HULEN DRIVE 8.625 2,105.87 95
8.375 2,105.87 285,000.00
CORPUS CHRISTI TX 78413 1 09/12/96 10
LIRA 03 11/01/96 30
LIRA O 10/01/26
0
1534596 076/076 F 317,250.00 ZZ
360 317,067.47 1
6009 OAK FOREST ROAD 8.750 2,495.81 90
8.500 2,495.81 352,500.00
EDMOND OK 73003 1 09/13/96 12
6368972 03 11/01/96 25
6368972 O 10/01/26
0
1534600 076/076 F 267,200.00 ZZ
360 267,042.25 1
628 BANCROFT STREET 8.625 2,078.25 80
8.375 2,078.25 334,000.00
SANTA CLARA CA 95051 1 09/17/96 00
6378842 05 11/01/96 0
6378842 O 10/01/26
0
1534602 076/076 F 245,600.00 ZZ
352 245,252.24 1
2855 DEERHOUND WAY 8.500 1,897.88 80
8.250 1,897.88 310,000.00
PALM HARBOR FL 34618 1 08/23/96 00
283782 03 10/01/96 0
283782 O 01/01/26
0
1534605 076/076 F 264,000.00 ZZ
360 263,863.14 1
4160 BARRETT ROAD 9.250 2,171.86 80
9.000 2,171.86 330,000.00
LOS ANGELES CA 90032 1 09/03/96 00
6360082 05 11/01/96 0
6360082 O 10/01/26
0
1534614 668/G01 F 307,900.00 ZZ
360 307,900.00 1
1
1066 GRIZZLY PEAK BLVD 8.125 2,286.15 70
7.875 2,286.15 440,000.00
BERKELEY CA 94708 1 10/01/96 00
0430071506 05 12/01/96 0
6945810 O 11/01/26
0
1534625 076/076 F 532,000.00 ZZ
360 531,701.74 1
65 BEECH ROAD 8.875 4,232.84 80
8.625 4,232.84 665,000.00
NEW CANAAN CT 06840 1 09/10/96 00
7052146 05 11/01/96 0
7052146 O 10/01/26
0
1534626 375/G01 F 22,000.00 ZZ
360 21,966.40 1
106 TIMBER LANE 9.375 182.99 31
9.125 182.99 72,000.00
TRAFFORD PA 15085 1 07/30/96 00
0430061010 09 09/01/96 0
20270 O 08/01/26
0
1534630 076/076 F 318,000.00 ZZ
360 317,821.72 1
11020 SW 77 CT CIRCLE 8.875 2,530.15 77
8.625 2,530.15 418,000.00
MIAMI FL 33149 1 09/04/96 00
7051235 05 11/01/96 0
7051235 O 10/01/26
0
1534635 480/G01 F 90,000.00 ZZ
360 90,000.00 1
5206 FRIAR TUCK COURT 8.875 716.08 59
8.625 716.08 153,500.00
TAMPA FL 33647 1 09/30/96 00
0430060798 03 12/01/96 0
1929322 O 11/01/26
0
1534641 076/076 F 265,000.00 ZZ
360 264,685.95 1
1554 POPLAR AVE 8.625 2,061.15 90
8.375 2,061.15 295,000.00
MUNSTER IN 46321 1 08/28/96 12
7052236 05 10/01/96 25
1
7052236 O 09/01/26
0
1534649 076/076 F 233,100.00 ZZ
360 232,982.28 1
94 PINE LAKE DRIVE 9.375 1,938.81 90
9.125 1,938.81 259,000.00
AMHERST NY 14421 1 09/09/96 04
7052372 05 11/01/96 25
7052372 O 10/01/26
0
1534657 076/076 F 493,600.00 ZZ
360 493,277.11 1
1142 ASCOTT VALLEY DRIVE 8.125 3,664.97 80
7.875 3,664.97 617,000.00
DULUTH GA 30155 1 09/23/96 00
7052178 03 11/01/96 0
7052178 O 10/01/26
0
1534665 526/526 F 416,000.00 ZZ
360 415,760.65 1
5607 STARFISH COURT 8.750 3,272.68 80
8.500 3,272.68 520,000.00
DISCOVERY BAY CA 94514 4 03/28/96 00
098765 05 11/01/96 0
098765 O 10/01/26
0
1534679 526/526 F 315,000.00 T
360 314,636.21 1
HIGH RIDGE ROAD 8.750 2,478.11 79
8.500 2,478.11 400,000.00
EAST HAMPTON NY 11937 1 08/26/96 00
0089451 05 10/01/96 0
0089451 O 09/01/26
0
1534698 180/G01 F 233,400.00 ZZ
360 233,400.00 1
16261 SUN SUMMIT DRIVE 8.625 1,815.36 95
8.375 1,815.36 245,720.00
RIVERSIDE CA 92503 1 10/11/96 19
0430062190 03 12/01/96 30
4562641 O 11/01/26
0
1
1534700 076/076 F 302,000.00 ZZ
360 301,797.36 1
3825 FENWICK ISLAND DRIVE 8.000 2,215.97 89
7.750 2,215.97 342,000.00
JACKSONVILLE FL 32224 1 09/12/96 11
7052393 03 11/01/96 25
7052393 O 10/01/26
0
1534712 737/G01 F 127,200.00 ZZ
360 127,200.00 1
3139 E PIUTE AVENUE 8.500 978.06 76
8.250 978.06 169,272.00
PHOENIX AZ 85024 4 10/17/96 00
0430063164 05 12/01/96 0
511884 O 11/01/26
0
1534714 076/076 F 218,500.00 ZZ
360 218,389.65 1
20810 BRYANT STREET 9.375 1,817.38 95
9.125 1,817.38 230,000.00
CANOGA PARK ARE CA 91306 1 09/19/96 01
7057735 05 11/01/96 30
7057735 O 10/01/26
0
1534717 757/757 F 165,600.00 ZZ
360 165,600.00 1
345 AMICALOLA RIDGE 8.875 1,317.59 59
8.625 1,317.59 281,000.00
MARBLE HILL GA 30148 2 10/22/96 00
2868842 05 12/01/96 0
2868842 O 11/01/26
0
1534724 455/G01 F 152,800.00 ZZ
360 152,800.00 1
100 RAMEY RD 9.000 1,229.47 62
8.750 1,229.47 250,000.00
SUGAR HILL GA 30518 2 10/14/96 00
0430061317 05 12/01/96 0
52851 O 11/01/26
0
1534726 076/076 F 247,500.00 ZZ
360 247,500.00 1
1420 OAK HOLLOW DR 9.250 2,036.13 73
9.000 2,036.13 340,000.00
1
MILFORD TWP MI 48380 2 10/07/96 00
7057787 05 12/01/96 0
7057787 O 11/01/26
0
1534733 685/G01 F 75,000.00 ZZ
360 75,000.00 1
2830 SOUTHEAST 47TH AVENUE 8.375 570.05 63
8.125 570.05 120,000.00
PORTLAND OR 97206 2 10/10/96 00
0430057760 05 12/01/96 0
105771 O 11/01/26
0
1534735 685/G01 F 199,150.00 ZZ
360 199,150.00 1
3185 CLARITA COURT 8.500 1,531.29 80
8.250 1,531.29 248,990.00
THOUSAND OAKS CA 91362 1 10/22/96 00
0430057869 05 12/01/96 0
105894 O 11/01/26
0
1534736 076/076 F 262,200.00 ZZ
360 261,904.93 1
1261 GREENVIEW LANE 8.875 2,086.18 95
8.625 2,086.18 276,000.00
GULF BREEZE FL 32561 1 08/30/96 11
7050530 03 10/01/96 30
7050530 O 09/01/26
0
1534738 685/G01 F 185,600.00 ZZ
360 185,600.00 1
2606 MABURY SQUARE 8.500 1,427.10 80
8.250 1,427.10 232,000.00
SAN JOSE CA 95133 1 10/14/96 00
0430057877 03 12/01/96 0
105765 O 11/01/26
0
1534747 668/G01 F 310,500.00 ZZ
360 310,500.00 1
2053 WEST SPRUCE AVENUE 8.375 2,360.02 90
8.125 2,360.02 345,000.00
FRESNO CA 93720 1 10/03/96 04
0430062802 05 12/01/96 25
6945588 O 11/01/26
0
1
1534796 A17/G01 F 340,000.00 ZZ
360 340,000.00 1
53 LAWRENCE ROAD 8.125 2,524.49 80
7.875 2,524.49 430,000.00
BOXFORD MA 01921 1 11/01/96 00
0430069930 05 12/01/96 0
1534796 O 11/01/26
0
1534890 076/076 F 254,250.00 ZZ
360 253,971.19 1
4634 GLENCOE AVENUE #5 9.000 2,045.76 90
8.750 2,045.76 282,500.00
MARINA DEL REY CA 90292 1 08/07/96 12
7050864 01 10/01/96 25
7050864 O 09/01/26
0
1534904 076/076 F 247,500.00 ZZ
360 247,206.71 1
2751 TERN CIRCLE 8.625 1,925.03 90
8.375 1,925.03 275,000.00
COSTA MESA CA 92626 1 08/08/96 04
7046519 05 10/01/96 25
7046519 O 09/01/26
0
1534908 076/076 F 296,250.00 ZZ
360 295,898.92 1
21241 148TH AVENUE SOUTHEAST 8.625 2,304.21 75
8.375 2,304.21 395,000.00
KENT WA 98042 5 08/14/96 00
7047932 05 10/01/96 0
7047932 O 09/01/26
0
1534916 076/076 F 300,000.00 ZZ
360 299,146.52 1
29 BAYVIEW ROAD 8.875 2,386.94 60
8.625 2,386.94 500,000.00
NORTH TRURO MA 02652 5 05/31/96 00
7038240 05 07/01/96 0
7038240 O 06/01/26
0
1534920 E26/G01 F 154,000.00 ZZ
360 153,909.08 1
1
15103 SOUTH JENKINS COURT 8.625 1,197.80 80
8.375 1,197.80 192,500.00
ACCOKEEK MD 20607 1 09/30/96 00
0430061689 05 11/01/96 0
424728 O 10/01/26
0
1534925 076/076 F 227,400.00 ZZ
350 226,961.52 1
4758 BAYSIDE BLVD 8.625 1,779.55 90
8.375 1,779.55 252,675.00
MILTON FL 32583 1 08/01/96 01
7031849 05 09/01/96 25
7031849 O 10/01/25
0
1534958 731/G01 F 156,750.00 ZZ
360 156,750.00 1
114 WEST BASELINE ROAD 8.375 1,191.41 95
8.125 1,191.41 165,000.00
SAN DIMAS CA 91773 2 10/10/96 01
0430064873 05 12/01/96 30
412410181 O 11/01/26
0
1534964 B57/G01 F 200,000.00 ZZ
360 200,000.00 1
2814 LAMBERT DRIVE 9.250 1,645.36 80
9.000 1,645.36 250,000.00
LOS ANGELES CA 90068 1 10/08/96 00
0430061713 05 12/01/96 0
9611637 O 11/01/26
0
1534967 976/G01 F 263,200.00 ZZ
360 262,916.86 1
176 HIGHLAND AVENUE 8.250 1,977.34 80
8.000 1,977.34 329,000.00
WINCHESTER MA 01890 1 09/30/96 00
0430070797 05 11/01/96 0
283860 O 10/01/26
0
1534968 976/G01 F 295,650.00 ZZ
360 295,650.00 1
25781 MAPLE VIEW DRIVE 9.000 2,378.87 80
8.750 2,378.87 369,570.00
LAGUNA HILLS CA 92653 1 10/01/96 00
0430062752 03 12/01/96 0
1
247569 O 11/01/26
0
1534969 976/G01 F 300,000.00 ZZ
360 299,803.75 1
11 STEWART STREET 8.125 2,227.50 76
7.875 2,227.50 398,000.00
HOPKINTON MA 01748 1 09/30/96 00
0430067504 05 11/01/96 0
267928 O 10/01/26
0
1534994 E22/G01 F 240,000.00 ZZ
360 240,000.00 1
163 MORAGA WAY 8.875 1,909.55 80
8.625 1,909.55 300,000.00
ORINDA CA 94563 1 10/01/96 00
0410229801 05 12/01/96 0
410229801 O 11/01/26
0
1535005 E22/G01 F 110,200.00 BB
360 110,133.24 1
14 SOUTH LACE ARBOR DR 8.500 847.34 80
8.250 847.34 137,790.00
THE WOODLANDS TX 77382 1 09/27/96 00
0410107908 09 11/01/96 0
410107908 O 10/01/26
0
1535018 B75/G01 F 162,000.00 ZZ
360 162,000.00 1
2621 CEDAR VIEW DRIVE 8.875 1,288.94 75
8.625 1,288.94 217,000.00
ARLINGTON TX 76006 1 10/03/96 00
0430065789 05 12/01/96 0
2730109 O 11/01/26
0
1535021 076/076 F 227,000.00 ZZ
353 226,723.03 1
809 FAIRLANE DRIVE 8.750 1,793.19 76
8.500 1,793.19 300,000.00
LAKELAND FL 33809 2 08/02/96 00
7029782 05 10/01/96 0
7029782 O 02/01/26
0
1
1535045 668/G01 F 270,400.00 ZZ
360 270,248.40 1
20431 EAST PEACH BLOSSOM ROAD 8.875 2,151.43 80
8.625 2,151.43 338,000.00
WALNUT CA 91789 1 09/20/96 00
0430065391 05 11/01/96 0
6927453 O 10/01/26
0
1535062 964/G01 F 244,000.00 ZZ
360 244,000.00 1
3840 FIR CIRCLE 8.250 1,833.09 80
8.000 1,833.09 305,000.00
SEAL BEACH CA 90740 1 10/02/96 00
0430059808 05 12/01/96 0
20371 O 11/01/26
0
1535067 964/G01 F 191,200.00 ZZ
360 191,200.00 1
1817 SPEYER LANE, NO. A 8.750 1,504.17 80
8.500 1,504.17 239,000.00
REDONDO BEACH CA 90278 1 10/03/96 00
0430059857 01 12/01/96 0
20437 O 11/01/26
0
1535071 253/253 F 199,560.00 ZZ
360 199,560.00 1
46832 BACKWATER DR 8.000 1,464.31 80
7.750 1,464.31 249,450.00
STERLING VA 20164 1 10/17/96 00
322596 03 12/01/96 0
322596 O 11/01/26
0
1535089 964/G01 F 261,000.00 ZZ
360 261,000.00 1
90 GARZAS ROAD 8.375 1,983.79 60
8.125 1,983.79 440,000.00
CARMEL VALLEY CA 93924 5 10/02/96 00
0430059840 05 12/01/96 0
20379 O 11/01/26
0
1535091 964/G01 F 332,100.00 ZZ
360 332,100.00 1
1099 SOUTH OAKLAND AVENUE 8.750 2,612.63 90
8.500 2,612.63 369,000.00
1
PASADENA CA 91106 1 10/03/96 01
0430059865 05 12/01/96 25
20436 O 11/01/26
0
1535093 685/G01 F 256,900.00 ZZ
360 256,900.00 1
22758 RANCHO PALOMARES PLACE 8.250 1,930.00 80
8.000 1,930.00 321,162.00
CASTRO VALLEY CA 94552 1 10/21/96 00
0430060129 05 12/01/96 0
105455 O 11/01/26
0
1535157 387/387 F 300,050.00 ZZ
360 299,877.37 1
2451 CRESTVIEW DRIVE 8.750 2,360.49 64
8.500 2,360.49 475,000.00
NEWPORT BEACH CA 92663 2 09/23/96 00
816603 03 11/01/96 0
816603 O 10/01/26
0
1535158 387/387 F 300,000.00 ZZ
360 299,798.71 1
5265 WOORDIGE FOREST TRAIL 8.000 2,201.29 48
7.750 2,201.29 635,000.00
ATLANTA GA 30327 1 09/23/96 00
816587 05 11/01/96 0
816587 O 10/01/26
0
1535161 387/387 F 275,000.00 ZZ
360 274,824.65 1
1325 DANIELSON ROAD 8.250 2,065.98 69
8.000 2,065.98 400,000.00
SANTA BARBARA CA 93108 1 09/27/96 00
821363 05 11/01/96 0
821363 O 10/01/26
0
1535163 387/387 F 389,600.00 ZZ
360 389,369.98 1
5362 RENAISSANCE AVENUE 8.625 3,030.27 90
8.375 3,030.27 433,000.00
SAN DIEGO CA 92122 1 09/23/96 10
807933 01 11/01/96 25
807933 O 10/01/26
0
1
1535164 387/387 F 220,000.00 ZZ
360 219,866.72 1
13064 VENTURA BLVD 8.500 1,691.61 68
8.250 1,691.61 325,000.00
STUDIO CITY CA 91604 2 09/23/96 00
818617 05 11/01/96 0
818617 O 10/01/26
0
1535169 776/G01 F 239,500.00 ZZ
360 239,500.00 1
713 SOUTH CUMBERLAND COURT 8.750 1,884.15 80
8.500 1,884.15 299,640.00
ALPINE UT 84004 1 10/14/96 00
0430061028 05 12/01/96 0
2536482 O 11/01/26
0
1535175 776/G01 F 300,000.00 ZZ
360 300,000.00 1
107 VIA SODERINI 8.625 2,333.37 80
8.375 2,333.37 375,000.00
APTOS CA 95003 1 10/08/96 00
0430060806 05 12/01/96 0
6237515 O 11/01/26
0
1535177 776/G01 F 228,000.00 ZZ
360 228,000.00 1
1962 WILLIAM DRIVE 8.500 1,753.12 80
8.250 1,753.12 285,000.00
PENNGROVE AREA CA 94951 2 10/02/96 00
0430062042 05 12/01/96 0
2135200 O 11/01/26
0
1535181 637/G01 F 323,000.00 ZZ
360 323,000.00 1
104 CAMBRIDGE WAY 8.250 2,426.60 76
8.000 2,426.60 427,500.00
PIEDMONT CA 94611 2 10/04/96 00
0430068189 05 12/01/96 0
9081217 O 11/01/26
0
1535182 637/G01 F 252,000.00 ZZ
360 252,000.00 1
1
10125 SE 147TH AVENUE 8.375 1,915.39 80
8.125 1,915.39 315,000.00
PORTLAND OR 97236 1 10/07/96 00
0430067249 05 12/01/96 0
9132432 O 11/01/26
0
1535183 637/G01 F 310,000.00 ZZ
360 310,000.00 1
6608 SE 32ND AVENUE 8.375 2,356.23 70
8.125 2,356.23 445,000.00
PORTLAND OR 97202 5 10/10/96 00
0430066464 05 12/01/96 0
9081217 O 11/01/26
0
1535201 731/G01 F 350,000.00 ZZ
360 350,000.00 1
24027 FALCONS VIEW DRIVE 8.250 2,629.43 79
8.000 2,629.43 448,560.00
DIAMOND BAR CA 91765 1 10/14/96 00
0430060947 03 12/01/96 0
411112592 O 11/01/26
0
1535206 731/G01 F 175,920.00 ZZ
360 175,920.00 1
28757 PARK WOODLAND PLACE 8.750 1,383.96 80
8.500 1,383.96 219,900.00
SAUGUS AREA CA 91350 1 09/30/96 00
0430068395 05 12/01/96 0
411912412 O 11/01/26
0
1535208 961/G01 F 143,500.00 ZZ
360 143,500.00 1
1538 REEF 8.625 1,116.13 72
8.375 1,116.13 200,000.00
WEST COVINA CA 91790 2 10/03/96 00
0430062117 03 12/01/96 0
09109201 O 11/01/26
0
1535211 B57/G01 F 274,400.00 ZZ
360 274,400.00 1
3361 SCADLOCK LANE 8.250 2,061.48 80
SHERMAN OAKS AREA 8.000 2,061.48 343,000.00
LOS ANGELES CA 91403 1 10/18/96 00
0430070763 05 12/01/96 0
1
9611707 O 11/01/26
0
1535212 069/G01 F 271,250.00 ZZ
360 271,250.00 1
4805 LINARO DRIVE 8.250 2,037.82 80
8.000 2,037.82 339,066.00
CYPRESS CA 90630 1 10/11/96 00
0430061671 05 12/01/96 0
2362138279 O 11/01/26
0
1535290 737/G01 F 387,600.00 ZZ
360 387,600.00 1
10371 N 117TH PLACE 8.500 2,980.31 90
8.250 2,980.31 430,700.00
SCOTTSDALE AZ 85259 1 10/09/96 04
0430067496 03 12/01/96 25
511887 O 11/01/26
0
1535321 E22/G01 F 188,000.00 ZZ
360 188,000.00 1
21652 FLAMENCO 8.500 1,445.56 80
8.250 1,445.56 235,000.00
MISSION VIEJO CA 92692 2 10/11/96 00
0410283584 03 12/01/96 0
410283584 O 11/01/26
0
1535324 E22/G01 F 97,500.00 ZZ
360 97,500.00 1
1909 SOUTHEAST 80TH AVENUE 9.125 793.29 75
8.875 793.29 130,000.00
PORTLAND OR 97215 5 10/01/96 00
0410283105 05 12/01/96 0
410283105 O 11/01/26
0
1535326 E22/G01 F 141,600.00 ZZ
360 141,600.00 1
1011 EAST FERNROCK ST 8.875 1,126.63 80
8.625 1,126.63 177,000.00
CARSON CA 90746 2 10/03/96 00
0410226625 05 12/01/96 0
410226625 O 11/01/26
0
1
1535337 E22/G01 F 250,000.00 T
360 250,000.00 1
1803 WOODS POINT WAY 8.875 1,989.11 52
8.625 1,989.11 487,000.00
TRUCKEE CA 96161 2 10/10/96 00
0410273072 03 12/01/96 0
410273072 O 11/01/26
0
1535345 E22/G01 F 222,500.00 ZZ
360 222,500.00 1
40 MIDVALE COURT 9.250 1,830.45 79
9.000 1,830.45 282,000.00
WALNUT CREEK CA 94596 2 10/02/96 00
0410153308 05 12/01/96 0
410153308 O 11/01/26
0
1535368 964/G01 F 220,000.00 ZZ
360 220,000.00 1
12517 ECLIPSE PLACE 8.750 1,730.74 70
8.500 1,730.74 315,337.00
SAN DIEGO CA 92129 1 10/10/96 00
0430061135 03 12/01/96 0
20420 O 11/01/26
0
1535371 696/G01 F 478,600.00 ZZ
360 478,600.00 1
10248 BRITTENFORD DRIVE 8.875 3,807.96 80
8.625 3,807.96 598,757.00
VIENNA VA 22182 1 10/18/96 00
0430060152 05 12/01/96 0
3194486 O 11/01/26
0
1535373 593/593 F 236,000.00 ZZ
360 235,853.30 1
3179 S WHITEPOST WAY 8.375 1,793.78 80
8.125 1,793.78 295,000.00
EAGLE ID 83616 1 09/26/96 00
6012975 03 11/01/96 0
6012975 O 10/01/26
0
1535382 E23/G01 F 200,000.00 ZZ
360 200,000.00 1
24241 ROBLEDO CIRCLE 8.375 1,520.15 80
8.125 1,520.15 250,000.00
1
MISSION VIEJO CA 92691 1 10/17/96 00
0430070276 05 12/01/96 0
107577 O 11/01/26
0
1535387 E26/G01 F 108,000.00 ZZ
360 108,000.00 1
3012 WEST GORDON STREET 7.750 773.73 80
7.500 773.73 135,000.00
ALLENTOWN PA 18104 1 10/08/96 00
0430063321 05 12/01/96 0
447036 O 11/01/26
0
1535390 387/387 F 263,200.00 ZZ
360 263,048.57 1
10412 MIRA VISTA DRIVE 8.750 2,070.60 80
8.500 2,070.60 329,000.00
SANTA ANA CA 92705 1 09/20/96 00
815258 05 11/01/96 0
815258 O 10/01/26
0
1535391 387/387 F 336,600.00 ZZ
360 336,600.00 1
856 MORNING SUN DRIVE 8.500 2,588.16 85
8.250 2,588.16 396,000.00
ENCINITAS CA 92024 1 10/01/96 11
809079 05 12/01/96 12
809079 O 11/01/26
0
1535395 975/G01 F 344,000.00 ZZ
360 344,000.00 1
25821 CEDARBLUFF TERRACE 8.250 2,584.36 77
8.000 2,584.36 450,000.00
LAGUNA HILLS CA 92653 1 10/01/96 00
0430066217 09 12/01/96 0
962456 O 11/01/26
0
1535397 731/G01 F 217,800.00 ZZ
360 217,800.00 1
1024 SOUTH ST. ANDREWS PLACE 8.875 1,732.91 90
8.625 1,732.91 242,000.00
LOS ANGELES CA 90019 1 10/16/96 11
0430064998 05 12/01/96 25
411212574 O 11/01/26
0
1
1535398 562/G01 F 187,500.00 ZZ
360 187,500.00 1
55 WINDSOR TERRACE 9.125 1,525.57 75
8.875 1,525.57 250,000.00
YONKERS NY 10701 1 10/24/96 00
0430063156 05 12/01/96 0
524603 O 11/01/26
0
1535404 685/G01 F 220,000.00 ZZ
360 220,000.00 1
349 DATE AVENUE 8.375 1,672.16 80
8.125 1,672.16 275,000.00
CARLSBAD CA 92008 1 10/18/96 00
0430060368 03 12/01/96 0
105684 O 11/01/26
0
1535424 E22/G01 F 272,250.00 ZZ
360 272,250.00 1
3804 TOMACEE ROAD 8.250 2,045.32 75
8.000 2,045.32 363,000.00
RICHMOND VA 23221 5 10/11/96 00
0410244990 05 12/01/96 0
410244990 O 11/01/26
0
1535438 405/405 F 71,400.00 ZZ
360 71,301.40 1
12375 NORTHWEST 13 COURT 7.875 517.70 70
7.625 517.70 102,000.00
PEMBROKE PINES FL 33026 1 08/20/96 00
3991510 09 10/01/96 0
3991510 O 09/01/26
0
1535439 405/405 F 41,000.00 ZZ
360 40,946.16 1
20304 SOUTHWEST 85 AVENUE 8.125 304.43 34
7.875 304.43 123,000.00
MIAMI FL 33189 5 08/21/96 00
3982568 09 10/01/96 0
3982568 O 09/01/26
0
1535440 405/405 F 155,000.00 ZZ
360 152,855.24 1
1
3704 TRENTON AVENUE 7.625 1,097.09 74
7.375 1,097.09 210,000.00
SAN DIEGO CA 92117 2 02/08/96 00
3857950 05 04/01/96 0
3857950 O 03/01/26
0
1535442 405/405 F 52,850.00 ZZ
360 52,690.85 1
285 N. BURNT HICKORY ROAD 9.500 444.40 70
9.250 444.40 75,500.00
DOUGLASVILLE GA 30134 5 04/16/96 00
3912342 05 06/01/96 0
3912342 O 05/01/26
0
1535465 964/G01 F 219,200.00 ZZ
360 219,200.00 1
2427 BYRON PLACE 8.250 1,646.78 80
8.000 1,646.78 274,000.00
CARLSBAD CA 92008 1 10/14/96 00
0430061846 03 12/01/96 0
20510 O 11/01/26
0
1535524 E22/G01 F 173,000.00 ZZ
360 173,000.00 1
1040 NORTH WEBER STREET 9.250 1,423.23 58
9.000 1,423.23 300,000.00
POMONA CA 91768 5 10/02/96 00
0410228324 05 12/01/96 0
410228324 O 11/01/26
0
1535528 405/405 F 386,000.00 ZZ
360 385,777.91 1
5-0785 C KUHIO HIGHWAY 8.750 3,036.67 86
8.500 3,036.67 450,000.00
KILAUEA HI 96754 2 09/03/96 21
3993623 01 11/01/96 25
3993623 O 10/01/26
0
1535534 E22/G01 F 203,200.00 ZZ
360 203,200.00 1
35692 FARNHAM DRIVE 9.000 1,634.99 80
8.750 1,634.99 254,000.00
NEWARK CA 94560 2 10/03/96 00
0410229025 09 12/01/96 0
1
410229025 O 11/01/26
0
1535539 405/405 F 247,500.00 ZZ
360 247,166.75 1
14452 GREENLEAF STREET 8.000 1,816.07 75
SHERMAN OAKS AREA 7.750 1,816.07 330,000.00
LOS ANGELES CA 91423 1 08/20/96 00
3983517 05 10/01/96 0
3983517 O 09/01/26
0
1535544 405/405 F 98,500.00 ZZ
360 98,373.95 2
1712 99TH AVE. S.E. 8.250 740.00 66
8.000 740.00 150,000.00
EVERETT WA 98205 2 08/12/96 00
3988250 05 10/01/96 0
3988250 O 09/01/26
0
1535574 731/G01 F 248,400.00 ZZ
360 248,400.00 1
800 CUMBERLAND ROAD 8.625 1,932.03 90
8.375 1,932.03 276,000.00
GLENDALE CA 91202 1 10/17/96 01
0430065003 05 12/01/96 25
411112546 O 11/01/26
0
1535575 356/G01 F 250,000.00 ZZ
360 250,000.00 1
128 MONTE VISTA DRIVE 8.625 1,944.48 67
8.375 1,944.48 375,000.00
MONTEREY CA 93940 1 10/07/96 00
0430066977 05 12/01/96 0
2381440 O 11/01/26
0
1535578 731/G01 F 213,200.00 ZZ
360 213,200.00 1
14980 SWORD DANCER COURT 8.625 1,658.25 80
8.375 1,658.25 266,500.00
MORGAN HILL CA 95037 1 10/18/96 00
0430064980 05 12/01/96 0
112152882 O 11/01/26
0
1
1535585 920/G01 F 220,000.00 ZZ
354 220,000.00 1
14311 CAMERON LANE 8.500 1,697.89 80
8.250 1,697.89 275,000.00
SANTA ANA AREA CA 92705 2 10/22/96 00
0430065516 05 12/01/96 0
964743 O 05/01/26
0
1535588 776/G01 F 187,200.00 ZZ
360 187,200.00 1
12853 TITIAN AVENUE 8.500 1,439.41 80
GRANADA HILLS AREA 8.250 1,439.41 234,000.00
LOS ANGELES CA 91344 2 10/03/96 00
0430064501 05 12/01/96 0
2135290 O 11/01/26
0
1535589 776/G01 F 251,250.00 ZZ
360 251,250.00 1
2157 RADIO AVENUE 8.875 1,999.06 64
8.625 1,999.06 395,000.00
SAN JOSE CA 95125 2 10/02/96 00
0430066142 05 12/01/96 0
6297519 O 11/01/26
0
1535593 776/G01 F 55,200.00 ZZ
360 55,200.00 2
2137-39 CLEVELAND BLVD. 8.750 434.26 80
8.500 434.26 69,000.00
GRANITE CITY IL 62040 1 10/10/96 00
0430064527 05 12/01/96 0
8135585 O 11/01/26
0
1535594 765/G01 F 304,000.00 ZZ
360 304,000.00 1
1054 ORO STREET 8.250 2,283.86 80
8.000 2,283.86 380,000.00
LAGUNA BEACH CA 92651 2 10/14/96 00
0430067363 05 12/01/96 0
317708 O 11/01/26
0
1535690 136/G01 F 150,000.00 ZZ
360 149,909.13 2
3602 AVENUE L 8.500 1,153.37 69
8.250 1,153.37 218,000.00
1
BROOKLYN NY 11210 1 09/20/96 00
0430066225 05 11/01/96 0
1394560 O 10/01/26
0
1535692 696/G01 F 190,400.00 ZZ
360 190,400.00 1
13320 QUEENSTOWN LANE 8.500 1,464.01 80
8.250 1,464.01 238,050.00
GERMANTOWN MD 20874 1 10/25/96 00
0430065995 03 12/01/96 0
3014714 O 11/01/26
0
1535751 707/707 F 350,000.00 ZZ
360 341,805.13 1
132-A ROYAL CIRCLE 8.375 2,660.26 22
8.125 2,660.26 1,650,000.00
HONOLULU HI 96816 2 03/22/96 00
0551601 05 05/01/96 0
0551601 O 04/01/26
0
1535757 668/G01 F 240,300.00 ZZ
360 240,158.13 1
10 SHON COURT 8.625 1,869.03 90
8.375 1,869.03 267,000.00
NOVATO CA 94947 1 09/23/96 04
0430063826 05 11/01/96 25
221459 O 10/01/26
0
1535758 707/707 F 500,000.00 ZZ
360 496,926.17 1
3218 EAST MANOA ROAD 8.375 3,800.36 66
8.125 3,800.36 760,000.00
HONOLULU HI 96822 5 06/24/96 00
0558168 05 08/01/96 0
0558168 O 07/01/26
0
1535762 707/707 F 600,000.00 ZZ
360 597,604.89 1
716 ULILI STREET 8.125 4,454.98 65
7.875 4,454.98 925,000.00
HONOLULU HI 96816 1 04/26/96 00
0551741 05 06/01/96 0
0551741 O 05/01/26
0
1
1535768 707/707 F 400,000.00 ZZ
360 399,513.67 1
100 KAMEHAMEHA NUI ROAD 8.500 3,075.65 69
8.250 3,075.65 581,459.00
KULA HI 96790 5 08/22/96 00
6000207 05 10/01/96 0
6000207 O 09/01/26
0
1535769 369/369 F 300,000.00 ZZ
360 300,000.00 1
1309 DASHER LANE 7.375 2,072.03 71
7.125 2,072.03 425,827.00
RESTON VA 22090 1 10/16/96 00
49474455 03 12/01/96 0
49474455 O 11/01/26
0
1535774 707/707 F 499,000.00 ZZ
360 497,269.37 1
889 KAOHE PLACE 8.625 3,881.17 80
8.375 3,881.17 630,000.00
HONOLULU HI 96825 2 05/23/96 00
0552232 05 07/01/96 0
0552232 O 06/01/26
0
1535781 707/707 F 518,750.00 ZZ
360 518,419.21 1
1075 HOA STREET 8.250 3,897.20 75
8.000 3,897.20 695,000.00
HONOLULU HI 96825 2 08/30/96 00
0552976 05 11/01/96 0
0552976 O 10/01/26
0
1535795 707/707 F 367,000.00 ZZ
360 366,198.06 1
6725 HAHAIONE PLACE 7.625 2,597.60 72
7.375 2,597.60 510,000.00
HONOLULU HI 96825 2 07/08/96 00
0519863 05 09/01/96 0
0519863 O 08/01/26
0
1535813 707/707 F 428,000.00 ZZ
360 425,734.39 1
1
7217 MAKAA STREET 7.500 2,992.64 63
7.250 2,992.64 685,000.00
HONOLULU HI 96825 2 03/20/96 00
0524042 03 05/01/96 0
0524042 O 04/01/26
0
1535815 956/G01 F 364,800.00 ZZ
360 364,800.00 1
6692 LANDERWOOD LANE 8.375 2,772.74 80
8.125 2,772.74 456,000.00
SAN JOSE CA 95120 1 10/15/96 00
0430070011 05 12/01/96 0
609197 O 11/01/26
0
1535824 707/707 F 319,500.00 ZZ
360 317,311.82 1
545 KAUMAKANI STREET 7.500 2,233.99 89
7.250 2,233.99 360,000.00
HONOLULU HI 96825 1 02/13/96 11
0525821 05 04/01/96 25
0525821 O 03/01/26
0
1535825 003/G01 F 349,450.00 ZZ
360 349,450.00 1
705 HAMPTON TRACE LANE 8.250 2,625.31 80
8.000 2,625.31 437,000.00
ALPHARETTA GA 30201 1 10/15/96 00
0430066043 03 12/01/96 0
3724218 O 11/01/26
0
1535828 707/707 F 637,500.00 ZZ
360 634,288.72 1
4780 AUKAI AVENUE 7.750 4,567.13 75
7.500 4,567.13 850,000.00
HONOLULU HI 96816 1 03/20/96 00
0550485 05 05/01/96 0
0550485 O 04/01/26
0
1535832 003/G01 F 94,400.00 ZZ
360 94,400.00 1
133 KNOTTS LANDING DRIVE 8.125 700.92 80
7.875 700.92 118,000.00
WOODSTOCK GA 30188 1 10/09/96 00
0430066191 03 12/01/96 0
1
3743507 O 11/01/26
0
1535833 707/707 F 388,000.00 ZZ
360 386,713.65 2
215 NANILOA DRIVE 8.125 2,880.89 80
7.875 2,880.89 485,000.00
WAILUKU HI 96793 2 05/01/96 00
0520233 05 07/01/96 0
0520233 O 06/01/26
0
1535853 B57/G01 F 288,000.00 ZZ
360 288,000.00 1
700 NORTH AUBURN AVENUE 8.125 2,138.40 80
7.875 2,138.40 360,000.00
SIERRA MADRE CA 91024 1 10/23/96 00
0430066290 05 12/01/96 0
9630369 O 11/01/26
0
1535859 B74/G01 F 208,000.00 ZZ
360 208,000.00 1
1700 MARINE AVENUE 8.375 1,580.95 80
8.125 1,580.95 260,000.00
MANHATTAN BEACH CA 90266 1 10/24/96 00
0430068346 05 12/01/96 0
963564 O 11/01/26
0
1535866 686/G01 F 110,000.00 ZZ
360 110,000.00 1
17325 S. HALLBACKA LANE 9.000 885.09 62
8.750 885.09 179,950.00
MULINO OR 97042 1 10/11/96 00
0430065953 05 12/01/96 0
17911779 O 11/01/26
0
1535871 707/707 F 528,000.00 ZZ
360 527,663.31 1
1623 HOAAINA PLACE 8.250 3,966.69 80
8.000 3,966.69 660,000.00
HONOLULU HI 96821 2 09/16/96 00
0523143 05 11/01/96 0
0523143 O 10/01/26
0
1
1535874 731/G01 F 225,000.00 ZZ
360 225,000.00 1
9001 NORTHEAST 160TH PLACE 9.125 1,830.67 95
8.875 1,830.67 236,950.00
BOTHELL WA 98011 1 10/03/96 11
0430067900 03 12/01/96 30
230232557 O 11/01/26
0
1535877 696/G01 F 188,000.00 ZZ
360 188,000.00 1
26 WESTMORELAND DRIVE 8.250 1,412.38 80
8.000 1,412.38 235,000.00
STERLING VA 20165 1 10/24/96 00
0430064428 03 12/01/96 0
2278841 O 11/01/26
0
1535879 696/G01 F 210,800.00 ZZ
360 210,800.00 1
8016 DAFFODIL COURT 8.000 1,546.78 80
7.750 1,546.78 263,500.00
SPRINGFIELD VA 22152 1 10/25/96 00
0430064444 03 12/01/96 0
2238801 O 11/01/26
0
1535886 964/G01 F 217,600.00 ZZ
360 217,600.00 1
31855 WAGON WHEEL LANE 8.500 1,673.16 80
8.250 1,673.16 272,000.00
TRABUCO CANYON CA 92679 1 10/15/96 00
0430064592 03 12/01/96 0
20654 O 11/01/26
0
1535899 964/G01 F 224,000.00 ZZ
360 224,000.00 1
243 ELVIA COURT 8.125 1,663.19 80
7.875 1,663.19 280,000.00
SAN RAFAEL CA 94903 1 10/18/96 00
0430064907 05 12/01/96 0
20288 O 11/01/26
0
1535903 964/G01 F 279,200.00 ZZ
360 279,200.00 1
33842 VALENCIA PLACE 8.125 2,073.05 80
7.875 2,073.05 349,000.00
1
DANA POINT CA 92629 1 10/18/96 00
0430064899 05 12/01/96 0
20698 O 11/01/26
0
1535912 696/G01 F 205,950.00 ZZ
360 205,950.00 1
3440 VALOR COURT 7.875 1,493.28 80
7.625 1,493.28 257,450.00
ANNANDALE VA 22003 1 10/24/96 00
0430066530 05 12/01/96 0
2178678 O 11/01/26
0
1535917 562/G01 F 157,000.00 ZZ
360 157,000.00 1
4647 BEDFORD AVENUE 9.125 1,277.41 62
8.875 1,277.41 257,000.00
BROOKLYN NY 11235 1 10/28/96 00
0430067082 05 12/01/96 0
523126 O 11/01/26
0
1535927 964/G01 F 564,000.00 ZZ
360 564,000.00 1
17042 BARUNA LANE 8.500 4,336.67 80
8.250 4,336.67 705,000.00
HUNTINGTON BEAC CA 92649 1 10/04/96 00
0430064923 05 12/01/96 0
20234 O 11/01/26
0
1535931 470/G01 F 310,400.00 ZZ
360 310,400.00 1
188 CENTRE STREET 8.375 2,359.27 80
8.125 2,359.27 388,000.00
MOUNTAIN VIEW CA 94041 1 10/18/96 00
0430066175 05 12/01/96 0
25081910 O 11/01/26
0
1535967 299/G01 F 224,000.00 ZZ
360 223,747.92 1
40346 CARMELITA CIRCLE 8.875 1,782.24 90
8.625 1,782.24 248,900.00
TEMECULA CA 92591 1 08/22/96 01
0430069005 03 10/01/96 25
674087 O 09/01/26
0
1
1535970 299/G01 F 217,000.00 ZZ
360 216,736.13 1
5463 PTARMIGAN CIRCLE 8.500 1,668.55 89
8.250 1,668.55 245,000.00
BOULDER CO 80301 2 08/20/96 14
0430066753 05 10/01/96 25
678943 O 09/01/26
0
1535973 299/G01 F 260,000.00 ZZ
360 259,838.39 1
604 NW MARLBOROUGH AVENUE 8.375 1,976.19 37
8.125 1,976.19 720,000.00
PORTLAND OR 97210 5 09/18/96 00
0430068924 05 11/01/96 0
679553 O 10/01/26
0
1535977 299/G01 F 268,000.00 ZZ
360 267,829.10 1
6532 NOVAK WOODS COURT 8.250 2,013.40 80
8.000 2,013.40 335,000.00
BURKE VA 22015 1 09/20/96 00
0430066795 03 11/01/96 0
677605 O 10/01/26
0
1536040 299/G01 F 335,000.00 ZZ
360 334,791.78 2
6556-6558 CROWN BOULEVARD 8.375 2,546.24 77
8.125 2,546.24 440,000.00
SAN JOSE CA 95120 2 09/13/96 00
0430066969 05 11/01/96 0
678018 O 10/01/26
0
1536042 299/G01 F 256,500.00 ZZ
360 256,348.55 1
70 CAMELOT LANE 8.625 1,995.04 85
8.375 1,995.04 305,000.00
TALLEDEGA AL 35160 2 09/24/96 14
0430067116 05 11/01/96 12
666194 O 10/01/26
0
1536048 299/G01 F 442,500.00 ZZ
360 442,270.60 1
1
10015 S STONE MOUNTAIN COVE 9.250 3,640.34 75
9.000 3,640.34 590,000.00
SANDY UT 84092 5 09/25/96 00
0430066936 05 11/01/96 0
682713 O 10/01/26
0
1536056 299/G01 F 260,000.00 ZZ
360 259,854.24 1
10007 WATERFORD DRIVE 8.875 2,068.68 80
8.625 2,068.68 325,000.00
HILLSBORO MO 63050 4 09/26/96 00
0430066928 03 11/01/96 0
297039 O 10/01/26
0
1536058 757/757 F 337,500.00 ZZ
360 337,500.00 1
2217 OXFORD ROAD 8.500 2,595.09 75
8.250 2,595.09 450,000.00
RALEIGH NC 27608 5 10/25/96 00
2865236 05 12/01/96 0
2865236 O 11/01/26
0
1536064 299/G01 F 399,850.00 ZZ
360 399,388.21 1
3406 CHESAPEAKE AVENUE 8.750 3,145.63 80
8.500 3,145.63 499,814.00
ANNAPOLIS MD 21403 4 08/28/96 00
0430067090 05 10/01/96 0
636579 O 09/01/26
0
1536068 375/G01 F 340,000.00 ZZ
360 340,000.00 1
11807 7TH STREET NE 8.625 2,644.49 53
8.375 2,644.49 642,000.00
LAKE STEVENS WA 98258 2 10/02/96 00
0430067009 05 12/01/96 0
3740631477 O 11/01/26
0
1536074 E22/G01 F 240,000.00 ZZ
360 239,858.30 1
13306 BRANDYWYNE COURT 8.625 1,866.70 80
8.375 1,866.70 300,000.00
HOUSTON TX 77077 1 09/30/96 00
0410262018 05 11/01/96 0
1
410262018 O 10/01/26
0
1536080 E19/G01 F 213,300.00 ZZ
360 213,300.00 1
25681 CHRISANTA DRIVE 8.625 1,659.03 90
8.375 1,659.03 237,000.00
MISSION VIEJO CA 92691 2 10/25/96 14
0430071191 03 12/01/96 25
12965 O 11/01/26
0
1536081 E19/G01 F 285,000.00 ZZ
360 285,000.00 1
124 SOUTH IRENA AVENUE UNIT #B 7.875 2,066.45 77
7.625 2,066.45 372,000.00
REDONDO BEACH CA 90277 1 10/21/96 00
0430068312 01 12/01/96 0
10893 O 11/01/26
0
1536092 369/G01 F 227,950.00 BB
360 227,950.00 1
10458 SARANAC STREET 8.625 1,772.97 95
8.375 1,772.97 239,990.00
VENTURA CA 93004 1 10/14/96 11
0430067801 05 12/01/96 30
49154347 O 11/01/26
0
1536095 369/G01 F 278,350.00 ZZ
360 278,350.00 1
7904 WINDSONG DRIVE 8.500 2,140.27 85
8.250 2,140.27 327,500.00
WINDSOR CO 80550 1 10/10/96 11
0430067793 03 12/01/96 12
49316052 O 11/01/26
0
1536102 439/G01 F 266,000.00 ZZ
360 265,846.95 1
10011 NW 59TH COURT 8.750 2,092.63 80
8.500 2,092.63 332,500.00
PARKLAND FL 33067 1 09/30/96 00
0430072314 05 11/01/96 0
1870896 O 10/01/26
0
1
1536104 439/G01 F 291,000.00 ZZ
360 290,825.52 1
82500 AVENUE 54 8.550 2,247.86 66
8.300 2,247.86 440,909.00
THERMAL CA 92274 5 09/25/96 00
0430072322 05 11/01/96 0
1873405 O 10/01/26
0
1536105 439/G01 F 344,000.00 ZZ
360 343,793.73 1
2701 STARFALL DRIVE 8.550 2,657.27 80
8.300 2,657.27 430,000.00
LA CRESCENTA CA 91214 1 09/19/96 00
0430072355 05 11/01/96 0
1875777 O 10/01/26
0
1536106 439/G01 F 540,000.00 ZZ
360 540,000.00 1
7111 MANDARIN DRIVE 8.450 4,133.02 80
8.200 4,133.02 675,000.00
BOCA RATON FL 33433 1 10/03/96 00
0430072371 05 12/01/96 0
1876224 O 11/01/26
0
1536107 439/G01 F 217,500.00 ZZ
360 217,500.00 1
3120 PANMURE COURT 8.500 1,672.39 75
8.250 1,672.39 290,000.00
SAN JOSE CA 95135 5 10/07/96 00
0430072389 05 12/01/96 0
1876371 O 11/01/26
0
1536108 439/G01 F 252,000.00 ZZ
360 252,000.00 1
8532 DACOSTA STREET 8.500 1,937.67 90
8.250 1,937.67 280,000.00
DOWNEY CA 90240 1 10/11/96 10
0430072397 05 12/01/96 25
1876944 O 11/01/26
0
1536110 439/G01 F 268,000.00 ZZ
360 268,000.00 1
30405 GOLDEN GATE DRIVE 8.050 1,975.84 80
7.800 1,975.84 335,000.00
1
CANYON LAKE CA 92587 1 10/15/96 00
0430072405 03 12/01/96 0
1878990 O 11/01/26
0
1536113 776/G01 F 248,000.00 ZZ
360 247,849.76 1
11710 RIDGEGATE DRIVE 8.500 1,906.91 80
8.250 1,906.91 310,000.00
WHITTIER AREA CA 90601 1 09/20/96 00
0430066266 05 11/01/96 0
6137786 O 10/01/26
0
1536116 439/439 F 236,000.00 ZZ
360 236,000.00 1
2020 VERONICA PLACE 8.150 1,756.43 80
7.900 1,756.43 295,000.00
SAN JOSE CA 95124 1 10/04/96 00
1875398 05 12/01/96 0
1875398 O 11/01/26
0
1536119 267/267 F 284,000.00 ZZ
360 284,000.00 1
4775 ALMOND DRIVE 7.750 2,034.62 80
7.500 2,034.62 355,000.00
TEMPLETON CA 93465 1 10/09/96 00
4427262 05 12/01/96 0
4427262 O 11/01/26
0
1536120 267/267 F 254,315.00 ZZ
360 254,315.00 1
2641 ORANGE WAY 8.125 1,888.29 95
7.875 1,888.29 267,700.00
ANTIOCH CA 94509 1 10/14/96 11
4423103 05 12/01/96 30
4423103 O 11/01/26
0
1536122 267/267 F 275,500.00 ZZ
360 275,500.00 1
5406 WILMA ST 8.125 2,045.58 95
7.875 2,045.58 290,000.00
TORRANCE CA 90503 1 10/09/96 10
4227466 05 12/01/96 30
4227466 O 11/01/26
0
1
1536127 299/G01 F 285,000.00 T
360 284,827.35 1
11 OCEAN CREST ROAD 8.500 2,191.40 75
8.250 2,191.40 385,000.00
GLENEDEN BEACH OR 97388 1 09/26/96 00
0430065599 05 11/01/96 0
679982 O 10/01/26
0
1536129 299/G01 F 280,000.00 ZZ
360 279,821.45 1
154 GREENWOOD CREEK ROAD 8.250 2,103.55 80
8.000 2,103.55 350,000.00
QUEENSTOWN MD 21658 1 09/13/96 00
0430065524 05 11/01/96 0
675670 O 10/01/26
0
1536131 299/G01 F 236,000.00 ZZ
360 234,676.97 1
1219 GOLFVIEW DRIVE 7.875 1,711.17 79
7.625 1,711.17 300,000.00
WOODRIDGE IL 60517 2 03/25/96 00
0430065557 05 05/01/96 0
642491 O 04/01/26
0
1536132 299/G01 F 268,000.00 ZZ
360 267,841.77 1
216 GARNET LANE 8.625 2,084.48 80
8.375 2,084.48 335,000.00
BALA CYNWYD PA 19004 1 09/18/96 00
0430065532 05 11/01/96 0
667909 O 10/01/26
0
1536134 299/G01 F 232,800.00 ZZ
360 232,658.96 1
1217 ASHLAND STREET 8.500 1,790.04 80
8.250 1,790.04 291,000.00
HOUSTON TX 77008 1 09/27/96 00
0430065474 05 11/01/96 0
679387 O 10/01/26
0
1536136 299/G01 F 378,000.00 ZZ
360 377,391.91 1
1
113 SILVEROAK WAY 9.125 3,075.54 80
8.875 3,075.54 475,000.00
REEDS SPRING MO 65616 1 07/10/96 00
0430069021 03 09/01/96 0
669775 O 08/01/26
0
1536137 299/G01 F 344,000.00 ZZ
360 343,559.77 1
5212 MASONBORO HARBOUR DRIVE 8.250 2,584.36 80
8.000 2,584.36 430,000.00
WILMINGTON NC 28409 4 08/26/96 00
0430065672 03 10/01/96 0
674847 O 09/01/26
0
1536139 696/G01 F 136,800.00 ZZ
360 136,800.00 1
2702 N STREET NW 8.750 1,076.21 80
NW 8.500 1,076.21 171,000.00
WASHINGTON DC 20007 1 10/28/96 00
0430067983 07 12/01/96 0
3194647 O 11/01/26
0
1536140 299/G01 F 285,000.00 ZZ
360 285,000.00 1
185 SADDLE HILL ROAD 8.625 2,216.71 67
8.375 2,216.71 430,000.00
HOPKINTON MA 01748 2 10/04/96 00
0430065714 05 12/01/96 0
675783 O 11/01/26
0
1536142 299/G01 F 450,000.00 ZZ
360 449,734.33 1
307 E CENTRAL AVENUE 8.625 3,500.05 66
8.375 3,500.05 685,000.00
MOORESTOWN TOWN NJ 08057 1 10/01/96 00
0430065730 05 11/01/96 0
680091 O 10/01/26
0
1536144 299/G01 F 300,000.00 ZZ
360 299,808.70 1
357 SOUTH BELMONT 8.250 2,253.80 72
8.000 2,253.80 420,000.00
ARLINGTON HEIGH IL 60005 1 09/23/96 00
0430065854 05 11/01/96 0
1
675267 O 10/01/26
0
1536163 299/G01 F 318,827.00 ZZ
360 318,449.17 1
822 WILD GINGER 8.625 2,479.81 90
8.375 2,479.81 354,703.00
SUGAR GROVE IL 60554 1 08/30/96 14
0430066134 05 10/01/96 25
669141 O 09/01/26
0
1536164 299/G01 F 228,150.00 ZZ
360 228,004.51 1
8682 MIDDLEWITCH COURT 8.250 1,714.02 90
8.000 1,714.02 254,510.00
BRISTOW VA 20136 1 09/30/96 14
0430066076 03 11/01/96 25
294849 O 10/01/26
0
1536165 299/G01 F 275,000.00 ZZ
360 274,629.71 1
4 DARLENE COURT 8.000 2,017.86 90
7.750 2,017.86 308,000.00
RANDOLPH NJ 07869 2 08/26/96 14
0430066100 05 10/01/96 25
670902 O 09/01/26
0
1536166 299/G01 F 574,400.00 ZZ
360 574,042.97 1
9730 SOARING HAWK CIRCLE 8.375 4,365.86 74
8.125 4,365.86 780,000.00
ZIONSVILLE IN 46077 2 09/25/96 00
0430066118 05 11/01/96 0
679424 O 10/01/26
0
1536167 299/G01 F 518,000.00 ZZ
360 517,417.04 1
1339 CAMINITO DIADEMA 8.875 4,121.44 74
8.625 4,121.44 700,000.00
SAN DIEGO CA 92037 2 08/22/96 00
0430065987 03 10/01/96 0
674074 O 09/01/26
0
1
1536168 299/G01 F 269,500.00 ZZ
360 269,336.73 1
11443 DAYKIN DRIVE 8.500 2,072.23 80
8.250 2,072.23 337,238.00
ST LOUIS MO 63146 1 09/25/96 00
0430066027 03 11/01/96 0
677113 O 10/01/26
0
1536169 299/G01 F 264,000.00 ZZ
360 263,831.66 1
29090 HEATER ROAD 8.250 1,983.34 80
8.000 1,983.34 330,000.00
SHERWOOD OR 97140 1 09/26/96 00
0430066068 05 11/01/96 0
679707 O 10/01/26
0
1536170 299/G01 F 260,000.00 ZZ
360 258,956.75 4
800 S LOOMIS ST 8.875 2,068.68 90
8.625 2,068.68 289,500.00
CHICAGO IL 60607 1 03/29/96 14
0430065920 05 05/01/96 25
647072 O 04/01/26
0
1536171 299/G01 F 345,150.00 ZZ
360 344,951.42 1
1146 LOCKETT ROAD 8.750 2,715.30 80
8.500 2,715.30 431,482.00
DES PERES MO 63131 1 09/13/96 00
0430065961 03 11/01/96 0
677086 O 10/01/26
0
1536189 A39/A39 F 426,900.00 ZZ
360 426,900.00 1
16624 OAK VIEW COURT 9.250 3,512.00 80
9.000 3,512.00 533,650.00
ENCINO CA 91436 1 10/23/96 00
9600706 03 12/01/96 0
9600706 O 11/01/26
0
1536204 076/076 F 217,550.00 ZZ
360 217,550.00 1
5840 BUCKNELL AVENUE 9.250 1,789.73 95
9.000 1,789.73 229,000.00
1
NORTH HOLLYWOOD CA 91607 1 10/02/96 01
6436762 05 12/01/96 30
6436762 O 11/01/26
0
1536219 076/076 F 289,000.00 ZZ
360 289,000.00 1
83 NORTH MAIN STREET 9.000 2,325.36 75
8.500 2,325.36 389,000.00
SHERBORN MA 01770 1 10/15/96 00
6400792 05 12/01/96 0
6400792 O 11/01/26
0
1536225 076/076 F 241,000.00 ZZ
360 241,000.00 1
33 ARGYLE ROAD 8.625 1,874.47 78
8.375 1,874.47 310,000.00
RYE BROOK NY 10573 2 10/08/96 00
6346302 05 12/01/96 0
6346302 O 11/01/26
0
1536265 E22/G01 F 191,400.00 ZZ
360 191,400.00 1
15220 91ST AVENUE SOUTHEAST 8.625 1,488.69 74
8.375 1,488.69 260,000.00
SNOHOMISH WA 98290 2 10/17/96 00
0410222434 05 12/01/96 0
410222434 O 11/01/26
0
1536273 E22/G01 F 170,000.00 ZZ
360 170,000.00 1
4830 SAWYER AVENUE 8.500 1,307.15 74
8.250 1,307.15 230,000.00
CARPINTERIA CA 93013 2 10/17/96 00
0410228563 01 12/01/96 0
410228563 O 11/01/26
0
1536274 992/G01 F 220,000.00 ZZ
360 220,000.00 1
150 LAKE SHORE DRIVE 8.875 1,750.42 78
8.625 1,750.42 285,000.00
PLEASANTVILLE NY 10570 1 10/28/96 00
0430069856 05 12/01/96 0
328210 O 11/01/26
0
1
1536279 B57/G01 F 196,000.00 ZZ
360 196,000.00 1
4014 PATRICK HENRY PLACE 8.250 1,472.49 80
8.000 1,472.49 245,000.00
AGOURA HILLS CA 91301 1 10/28/96 00
0430072348 05 12/01/96 0
9640224 O 11/01/26
0
1536287 731/G01 F 137,000.00 ZZ
360 137,000.00 1
7194 HIGHWAY 9 8.250 1,029.24 70
8.000 1,029.24 196,000.00
FELTON CA 95018 2 10/17/96 00
0430068072 05 12/01/96 0
112152998 O 11/01/26
0
1536300 964/G01 F 275,000.00 ZZ
360 275,000.00 1
17662 MAHONY PLACE 8.500 2,114.51 65
8.250 2,114.51 423,100.00
GRANADA HILLS ( CA 91344 1 10/23/96 00
0430066084 05 12/01/96 0
20293 O 11/01/26
0
1536311 353/353 F 306,750.00 ZZ
360 306,750.00 1
94-505 LUMIAUAU STREET 8.375 2,331.53 75
8.125 2,331.53 409,000.00
WAIPAHU HI 96797 2 10/22/96 00
6297257 03 12/01/96 0
6297257 O 11/01/26
0
1536312 992/G01 F 243,000.00 ZZ
360 243,000.00 1
11 ELIZABETH LANE 8.625 1,890.03 90
8.375 1,890.03 270,000.00
WEST PATERSON NJ 07424 1 10/24/96 01
0430069807 05 12/01/96 25
317992 O 11/01/26
0
1536316 696/G01 F 268,200.00 ZZ
360 268,200.00 1
1
8311 TOLL HOUSE ROAD 8.375 2,038.51 90
8.125 2,038.51 298,000.00
ANNANDALE VA 22003 1 10/25/96 10
0430069823 05 12/01/96 25
2178682 O 11/01/26
0
1536318 964/G01 F 196,000.00 ZZ
360 196,000.00 1
9 MABRY WAY 8.875 1,559.46 80
8.625 1,559.46 245,000.00
SAN RAFAEL CA 94903 1 10/11/96 00
0430066365 05 12/01/96 0
20309 O 11/01/26
0
1536339 405/405 F 434,000.00 ZZ
360 433,472.29 1
2020 MAGINN DRIVE 8.500 3,337.09 80
8.250 3,337.09 542,500.00
GLENDALE CA 91202 1 08/14/96 00
3995693 05 10/01/96 0
3995693 O 09/01/26
0
1536349 405/405 F 384,000.00 ZZ
360 383,779.07 1
4639 ARCOLA AVENUE 8.750 3,020.93 80
NORTH HOLLYWOOD AREA 8.500 3,020.93 480,000.00
LOS ANGELES CA 91602 1 09/16/96 00
4011029 05 11/01/96 0
4011029 O 10/01/26
0
1536358 369/G01 F 381,000.00 ZZ
360 381,000.00 1
9315 PROMONTORY CIRCLE 8.625 2,963.38 73
8.375 2,963.38 525,000.00
INDIANAPOLIS IN 46236 2 10/25/96 00
0430071530 03 12/01/96 0
49757743 O 11/01/26
0
1536382 998/G01 F 311,250.00 ZZ
360 311,051.52 1
5847 SAN JUAN WAY 8.250 2,338.32 75
8.000 2,338.32 415,000.00
PLEASANTON CA 94566 5 09/23/96 00
0430069112 05 11/01/96 0
1
99478059 O 10/01/26
0
1536390 405/405 F 348,450.00 ZZ
360 348,249.52 1
122 BRIARWOOD DRIVE 8.750 2,741.26 75
8.500 2,741.26 464,608.00
WEST WARREN NJ 07059 1 09/05/96 00
3871357 05 11/01/96 0
3871357 O 10/01/26
0
1536407 F67/G01 F 247,500.00 ZZ
360 247,500.00 1
231 WEDGEWOOD AVENUE 8.500 1,903.06 75
8.250 1,903.06 330,000.00
LOS GATOS CA 95030 2 10/22/96 00
0430071340 05 12/01/96 0
961210073 O 11/01/26
0
1536408 F16/G01 F 364,000.00 ZZ
360 364,000.00 1
6805 MONERO DRIVE 8.125 2,702.69 80
7.875 2,702.69 455,000.00
RANCHO PALOS VE CA 90275 1 10/07/96 00
0430071621 05 12/01/96 0
96315792 O 11/01/26
0
1536418 E22/G01 F 364,000.00 ZZ
360 364,000.00 1
505 N LAKE SHORE DRIVE #5510 8.625 2,831.15 76
UNIT # 5510 8.375 2,831.15 485,000.00
CHICAGO IL 60611 2 10/18/96 00
0410177729 01 12/01/96 0
410177729 O 11/01/26
0
1536429 601/G01 F 224,000.00 ZZ
360 224,000.00 1
11806 STUMP RD 8.250 1,682.84 80
8.000 1,682.84 280,000.00
YAKIMA WA 98908 1 10/22/96 00
0430067736 05 12/01/96 0
889215 O 11/01/26
0
1
1536431 998/G01 F 369,600.00 ZZ
360 369,364.31 1
2106 SHIRLEY ROAD 8.250 2,776.69 80
8.000 2,776.69 462,000.00
BELMONT CA 94002 1 09/20/96 00
0430069138 05 11/01/96 0
99614950 O 10/01/26
0
1536433 998/G01 F 235,520.00 ZZ
360 235,377.32 1
1168 RAMBLING ROAD 8.500 1,810.95 80
8.250 1,810.95 294,400.00
SIMI VALLEY CA 93065 1 09/20/96 00
0430069229 03 11/01/96 0
99621104 O 10/01/26
0
1536434 601/G01 F 229,500.00 ZZ
360 229,500.00 1
15956 RIDGE TEE DRIVE 8.500 1,764.66 90
8.250 1,764.66 255,000.00
MORRISON CO 80465 1 10/16/96 10
0430067710 03 12/01/96 25
875752 O 11/01/26
0
1536440 998/G01 F 304,000.00 ZZ
360 304,000.00 1
32 SILVER SPRING DRIVE 7.750 2,177.90 80
7.500 2,177.90 380,000.00
ROLLING HILLS E CA 90274 1 10/11/96 00
0430069146 05 12/01/96 0
99636466 O 11/01/26
0
1536470 696/G01 F 232,000.00 ZZ
360 232,000.00 1
154 NORTH UNION STREET 7.750 1,662.08 80
7.500 1,662.08 290,000.00
ALEXANDRIA VA 22314 1 10/25/96 00
0430068338 01 12/01/96 0
2088617 O 11/01/26
0
1536485 685/G01 F 241,400.00 ZZ
360 241,400.00 1
1564 RANCHO HILLS DRIVE 8.375 1,834.81 80
8.125 1,834.81 301,753.00
1
CHINO HILLS CA 91709 1 10/25/96 00
0430067132 05 12/01/96 0
105828 O 11/01/26
0
1536493 685/G01 F 217,600.00 ZZ
360 217,600.00 1
1125 WEST SHARON ROAD 8.375 1,653.92 80
8.125 1,653.92 272,000.00
SANTA ANA CA 92706 1 10/24/96 00
0430066951 05 12/01/96 0
105948 O 11/01/26
0
1536500 685/G01 F 296,200.00 ZZ
360 296,200.00 1
1554 RANCHO HILLS DRIVE 8.250 2,225.25 80
8.000 2,225.25 370,300.00
CHINO HILLS CA 91709 1 10/16/96 00
0430067017 05 12/01/96 0
105769 O 11/01/26
0
1536505 685/G01 F 280,000.00 ZZ
360 280,000.00 1
1574 RANCHO HILLS DRIVE 8.250 2,103.55 80
8.000 2,103.55 350,000.00
CHINO HILLS CA 91709 1 10/29/96 00
0430067066 05 12/01/96 0
105809 O 11/01/26
0
1536512 685/G01 F 267,600.00 ZZ
360 267,600.00 1
22621 PUNTAL LANA 8.125 1,986.92 80
7.875 1,986.92 334,500.00
MISSION VIEJO CA 92692 1 10/22/96 00
0430067124 03 12/01/96 0
105832 O 11/01/26
0
1536517 685/G01 F 230,100.00 ZZ
360 230,100.00 1
470 STONEFIELD COURT 8.250 1,728.66 80
8.000 1,728.66 287,682.00
SAN JOSE CA 95136 1 10/22/96 00
0430066845 03 12/01/96 0
105869 O 11/01/26
0
1
1536573 E22/G01 F 400,000.00 ZZ
360 400,000.00 1
5631 SUNDOWN LANE 8.250 3,005.07 80
8.000 3,005.07 500,000.00
TRES PINOS CA 95075 1 10/15/96 00
0410229785 03 12/01/96 0
410229785 O 11/01/26
0
1536577 E22/G01 F 164,000.00 ZZ
360 164,000.00 1
20119 ANNALEE AVENUE 8.750 1,290.19 80
8.500 1,290.19 205,000.00
CARSON CA 90746 2 10/17/96 00
0410227151 05 12/01/96 0
410227151 O 11/01/26
0
1536593 765/G01 F 284,000.00 ZZ
360 284,000.00 1
1759 MODOC STREET 8.125 2,108.70 80
7.875 2,108.70 355,000.00
ORANGE CA 92867 1 10/11/96 00
0430069773 05 12/01/96 0
315816 O 11/01/26
0
1536595 369/G01 F 232,000.00 ZZ
360 232,000.00 1
7115 RICH HILL 8.500 1,783.88 80
8.250 1,783.88 290,000.00
BALTIMORE MD 21212 1 10/21/96 00
0430072280 05 12/01/96 0
49072630 O 11/01/26
0
1536596 664/G01 F 260,000.00 ZZ
360 260,000.00 1
14571 VALLEY VISTA BOULEVARD 8.750 2,045.43 69
8.500 2,045.43 380,000.00
SHERMAN OAKS AR CA 91403 2 10/23/96 00
0430070821 05 12/01/96 0
2180636 O 11/01/26
0
1536598 E19/G01 F 247,000.00 ZZ
360 247,000.00 1
1
13681 ESPIRIT WAY 8.250 1,855.63 95
8.000 1,855.63 260,000.00
IRVINE CA 92720 2 10/25/96 10
0430071126 05 12/01/96 30
10013455 O 11/01/26
0
1536605 776/G01 F 112,000.00 ZZ
360 112,000.00 1
499 HUPA DRIVE 8.500 861.18 80
8.250 861.18 140,000.00
VENTURA CA 93001 1 10/17/96 00
0430070813 03 12/01/96 0
1133221 O 11/01/26
0
1536608 776/G01 F 160,000.00 ZZ
360 160,000.00 1
2381 CHRISTMAS TREE DRIVE 8.500 1,230.27 74
8.250 1,230.27 217,761.00
CARSON CITY NV 89701 1 10/04/96 00
0430071944 03 12/01/96 0
7636290 O 11/01/26
0
1536613 776/G01 F 238,500.00 ZZ
360 238,500.00 1
2048 ARDSHEAL DRIVE 8.750 1,876.29 90
8.500 1,876.29 265,000.00
LA HABRA HEIGHT CA 90631 1 10/07/96 10
0430071936 05 12/01/96 25
6137742 O 11/01/26
0
1536614 998/G01 F 236,250.00 ZZ
360 236,250.00 1
5132 MERRILL STREET 8.500 1,816.56 90
8.250 1,816.56 262,500.00
TORRANCE CA 90503 1 10/15/96 04
0430069153 05 12/01/96 25
99637308 O 11/01/26
0
1536615 439/G01 F 252,500.00 ZZ
360 252,500.00 1
19777 SIERRA MEADOW LANE 8.600 1,959.43 80
8.350 1,959.43 315,634.00
NORTHRIDGE CA 91326 1 10/18/96 00
0430072454 03 12/01/96 0
1
18752832 O 11/01/26
0
1536617 450/450 F 144,950.00 ZZ
229 143,395.88 1
7911 BRYN MAWR DRIVE 8.500 1,281.20 58
8.250 1,281.20 250,000.00
DALLAS TX 75225 2 05/06/96 00
3873239 05 06/01/96 0
3873239 O 06/01/15
0
1536618 668/G01 F 251,950.00 ZZ
360 251,950.00 1
2923 HELMSLEY DRIVE 8.500 1,937.28 90
8.250 1,937.28 279,950.00
SAN JOSE CA 95132 1 10/22/96 04
0430069872 05 12/01/96 25
6967202 O 11/01/26
0
1536621 998/G01 F 276,000.00 ZZ
360 275,818.29 1
19650 AUBURN DRIVE 8.125 2,049.30 80
7.875 2,049.30 345,000.00
CUPERTINO CA 95014 1 09/30/96 00
0430069161 05 11/01/96 0
99765513 O 10/01/26
0
1536630 526/526 F 333,750.00 ZZ
360 333,750.00 1
555 WESTMINSTER DRIVE 8.000 2,448.94 75
7.750 2,448.94 445,000.00
HOUSTON TX 77024 1 10/16/96 00
0152485 03 12/01/96 0
0152485 O 11/01/26
0
1536684 765/G01 F 171,750.00 ZZ
360 171,750.00 1
3093 MADEIRA AVENUE 8.125 1,275.24 75
7.875 1,275.24 229,000.00
COSTA MESA CA 92626 1 10/17/96 00
0430069369 05 12/01/96 0
318219 O 11/01/26
0
1
1536686 B57/G01 F 272,000.00 ZZ
360 272,000.00 1
4295 BAKMAN AVENUE 8.375 2,067.40 80
NORTH HOLLYWOOD AREA 8.125 2,067.40 340,000.00
LOS ANGELES CA 91602 2 10/16/96 00
0430068155 05 12/01/96 0
9611605 O 11/01/26
0
1536744 A06/G01 F 281,000.00 ZZ
360 281,000.00 1
1444 OAKMONT CT 8.625 2,185.59 75
8.375 2,185.59 375,000.00
LAKE ORION MI 48362 5 10/24/96 00
0430069914 05 12/01/96 0
9607840 O 11/01/26
0
1536786 998/G01 F 248,000.00 ZZ
360 248,000.00 1
1121 VERMONT WAY 8.000 1,819.74 80
7.750 1,819.74 310,000.00
SAN BRUNO CA 94066 1 10/08/96 00
0430069179 05 12/01/96 0
99700544 O 11/01/26
0
1536788 757/757 F 252,000.00 ZZ
360 252,000.00 1
4723 OUTLOOK WAY 8.250 1,893.20 80
8.000 1,893.20 315,118.00
MARIETTA GA 30066 1 10/31/96 00
2870145 05 12/01/96 0
2870145 O 11/01/26
0
1536845 E22/G01 F 520,000.00 ZZ
360 520,000.00 1
21463 CALLE DEL BARCO 8.500 3,998.35 80
8.250 3,998.35 650,000.00
MALIBU CA 90265 1 10/03/96 00
0410262455 05 12/01/96 0
410262455 O 11/01/26
0
1536850 E22/G01 F 520,000.00 ZZ
360 520,000.00 1
5702 KINGSFORD TERRACE 8.250 3,906.59 80
8.000 3,906.59 650,000.00
1
IRVINE CA 92715 1 10/25/96 00
0410233712 03 12/01/96 0
410233712 O 11/01/26
0
1536869 696/G01 F 382,500.00 ZZ
360 382,500.00 1
5929 EWING PLACE 8.750 3,009.13 90
8.500 3,009.13 425,000.00
ALEXANDRIA VA 22310 1 10/29/96 04
0430072652 03 12/01/96 25
2148851 O 11/01/26
0
1536870 696/G01 F 110,000.00 ZZ
360 110,000.00 1
21 CEDAR AVENUE 8.625 855.57 80
8.375 855.57 138,000.00
GAITHERSBURG MD 20877 1 10/25/96 00
0430070078 05 12/01/96 0
6010767 O 11/01/26
0
1536875 E19/G01 F 260,700.00 ZZ
360 260,700.00 1
17441 LORI ANN LANE 8.250 1,958.55 87
8.000 1,958.55 300,000.00
CERRITOS CA 90703 2 10/21/96 10
0430071522 05 12/01/96 25
100012674 O 11/01/26
0
1536877 975/G01 F 282,600.00 ZZ
360 282,600.00 1
9574 MOSS GLEN AVENUE 8.375 2,147.96 90
8.125 2,147.96 315,000.00
FOUNTAIN VALLEY CA 92708 1 10/18/96 01
0430072082 05 12/01/96 25
962585 O 11/01/26
0
1536894 975/G01 F 292,500.00 ZZ
360 292,500.00 1
6411 WARNER DRIVE 8.500 2,249.07 75
8.250 2,249.07 390,000.00
LOS ANGELES CA 90048 2 10/08/96 00
0430072041 05 12/01/96 0
962253 O 11/01/26
0
1
1536896 975/G01 F 276,500.00 ZZ
360 276,500.00 1
2528 SOUTH CARLTON PLACE 8.375 2,101.60 70
8.125 2,101.60 395,000.00
ROWLAND HEIGHTS CA 91748 1 10/10/96 00
0430072066 03 12/01/96 0
962475 O 11/01/26
0
1536897 975/G01 F 242,800.00 ZZ
360 242,800.00 1
5948 PARK CREST DRIVE 8.000 1,781.58 80
7.750 1,781.58 303,510.00
CHINO HILLS CA 91709 1 10/17/96 00
0430072140 05 12/01/96 0
962269 O 11/01/26
0
1536902 964/G01 F 322,200.00 ZZ
360 322,200.00 1
3655 COURTNEY WAY 8.625 2,506.04 90
8.375 2,506.04 358,000.00
TORRANCE CA 90505 1 10/22/96 01
0430068643 05 12/01/96 25
20779 O 11/01/26
0
1536911 568/G01 F 240,000.00 ZZ
360 240,000.00 1
5329 FORECASTLE COURT 8.375 1,824.17 77
8.125 1,824.17 311,990.00
CARLSBAD CA 92008 1 10/15/96 00
0430071589 03 12/01/96 0
807763 O 11/01/26
0
1536913 E60/G01 F 250,000.00 ZZ
360 250,000.00 1
10363 CHEVIOT DRIVE 8.500 1,922.29 50
8.250 1,922.29 500,000.00
LOS ANGELES CA 90064 1 10/23/96 00
0430071407 05 12/01/96 0
520188 O 11/01/26
0
1536921 964/G01 F 380,000.00 ZZ
360 380,000.00 1
1
6535 GARDEN HIGHWAY 8.250 2,854.81 80
8.000 2,854.81 475,000.00
SACRAMENTO CA 95837 1 10/22/96 00
0430068569 05 12/01/96 0
20191 O 11/01/26
0
1536932 964/G01 F 216,000.00 ZZ
360 216,000.00 1
25621 CAMINO VISTA 8.500 1,660.85 90
8.250 1,660.85 240,000.00
HAYWARD CA 94541 1 10/09/96 10
0430068213 05 12/01/96 25
20401 O 11/01/26
0
1536941 964/G01 F 262,500.00 ZZ
360 262,500.00 1
48 VALLEY ROAD 8.375 1,995.19 75
8.125 1,995.19 350,000.00
SAN ANSELMO CA 94960 2 10/24/96 00
0430069047 05 12/01/96 0
20778 O 11/01/26
0
1536943 964/G01 F 231,200.00 ZZ
360 231,200.00 1
5837 CHABOT COURT 8.125 1,716.65 80
7.875 1,716.65 289,000.00
OAKLAND CA 94618 1 10/25/96 00
0430069401 05 12/01/96 0
20602 O 11/01/26
0
1536971 163/G01 F 282,000.00 ZZ
360 281,833.51 1
24000 W 55TH ST 8.625 2,193.37 90
8.375 2,193.37 315,000.00
SHAWNEE KS 66226 4 09/17/96 14
0430069450 05 11/01/96 25
13799 O 10/01/26
0
1536977 163/G01 F 260,000.00 ZZ
360 260,000.00 1
7160 LAS VENTANAS DRIVE 8.625 2,022.25 71
8.375 2,022.25 370,000.00
AUSTIN TX 78731 1 10/09/96 00
0430069518 03 12/01/96 0
1
UNKNOWN O 11/01/26
0
1536979 163/G01 F 268,900.00 ZZ
360 268,900.00 1
15 BAYLIS PLACE 8.250 2,020.16 78
8.000 2,020.16 347,000.00
SYOSSET NY 11791 1 10/16/96 00
0430069526 05 12/01/96 0
9600461 O 11/01/26
0
1536994 163/G01 F 230,000.00 ZZ
360 230,000.00 1
2230 OLD ROUTE 22 8.875 1,829.98 80
8.625 1,829.98 287,500.00
PATTERSON NY 12563 1 10/15/96 00
0430068916 05 12/01/96 0
372204707 O 11/01/26
0
1536998 163/G01 F 396,000.00 ZZ
360 395,766.20 1
1118 N WOODBINE AVENUE 8.625 3,080.05 89
8.375 3,080.05 445,000.00
OAK PARK IL 60302 1 09/27/96 14
0430068411 05 11/01/96 25
3915429311 O 10/01/26
0
1537009 163/G01 F 350,500.00 ZZ
360 350,500.00 1
1643 WEST CERRITOS AVENUE 8.750 2,757.38 90
8.500 2,757.38 390,000.00
ANAHEIM CA 92802 1 10/07/96 04
0430069583 05 12/01/96 25
1625493499 O 11/01/26
0
1537014 163/G01 F 232,500.00 ZZ
360 232,359.16 1
255 JACKSON STREET 8.500 1,787.72 85
8.250 1,787.72 273,600.00
NEWTON MA 02159 1 09/30/96 14
0430069534 05 11/01/96 12
3215480132 O 10/01/26
0
1
1537022 163/G01 F 366,300.00 ZZ
360 366,300.00 1
22 PLEASANT STREET 8.625 2,849.04 90
8.375 2,849.04 407,000.00
CONCORD MA 01742 1 10/07/96 14
0430069476 05 12/01/96 25
3215493465 O 11/01/26
0
1537026 163/G01 F 285,000.00 ZZ
360 285,000.00 1
1004 STAR RIDGE ROAD 8.375 2,166.21 45
8.125 2,166.21 635,000.00
GOLDEN CO 80401 5 10/17/96 00
0430069443 03 12/01/96 0
6415298013 O 11/01/26
0
1537040 E26/G01 F 117,500.00 ZZ
360 117,500.00 1
108 LAKE POINTE DRIVE 8.125 872.44 80
7.875 872.44 146,900.00
NEWPORT NEWS VA 23608 1 10/30/96 00
0430071720 03 12/01/96 0
412025 O 11/01/26
0
1537044 664/G01 F 227,000.00 ZZ
360 227,000.00 1
4246 STERN AVENUE 8.375 1,725.37 67
8.125 1,725.37 340,000.00
SHERMAN OAKS AR CA 91423 5 10/24/96 00
0430071571 05 12/01/96 0
2180784 O 11/01/26
0
1537055 E89/G01 F 323,600.00 ZZ
360 323,600.00 1
31261 BELFORD DRIVE 8.375 2,459.60 90
8.125 2,459.60 360,000.00
SAN JUAN CAPIST CA 92675 1 10/29/96 04
0430072173 05 12/01/96 25
14834 O 11/01/26
0
1537063 731/G01 F 215,200.00 ZZ
360 215,200.00 1
1282 ROSALIA AVENUE 8.375 1,635.68 80
8.125 1,635.68 269,000.00
1
SAN JOSE CA 95117 1 10/24/96 00
0430071472 05 12/01/96 0
112152955 O 11/01/26
0
1537066 163/G01 F 258,400.00 ZZ
360 258,400.00 1
2401 MARLTON DRIVE 8.750 2,032.83 72
8.500 2,032.83 360,000.00
AUSTIN TX 78703 2 10/03/96 00
0430069542 05 12/01/96 0
215358742 O 11/01/26
0
1537073 575/G01 F 238,000.00 ZZ
360 237,848.24 1
10 CANTERBURY ROAD 8.250 1,788.01 63
8.000 1,788.01 381,000.00
CHARLOTTESVILLE VA 22903 5 09/16/96 00
0430072223 05 11/01/96 0
412005685 O 10/01/26
0
1537079 776/G01 F 336,000.00 ZZ
360 336,000.00 1
15834 WARM SPRINGS DRIVE 8.375 2,553.84 80
(CANYON COUNTRY AREA) 8.125 2,553.84 420,000.00
SANTA CLARITA CA 91351 1 10/23/96 00
0430071696 05 12/01/96 0
7737016 O 11/01/26
0
1537082 776/G01 F 488,000.00 ZZ
360 485,038.46 1
119 BAY SHORE AVENUE 7.500 3,412.17 80
7.250 3,412.17 610,000.00
LONG BEACH CA 90803 1 02/22/96 00
0430072603 05 04/01/96 0
2128914 O 03/01/26
0
1537085 776/G01 F 160,000.00 ZZ
360 160,000.00 1
1346 SAN JUAN AVENUE 8.625 1,244.47 80
8.375 1,244.47 200,000.00
SAN JOSE CA 95110 2 10/23/96 00
0430071712 05 12/01/96 0
6232122 O 11/01/26
0
1
1537088 976/G01 F 267,000.00 ZZ
240 267,000.00 1
8402 SAINT REGIS WAY 8.875 2,380.85 87
8.625 2,380.85 307,000.00
GAITHERSBURG MD 20879 2 10/28/96 10
0430072231 03 12/01/96 25
310707 O 11/01/16
0
1537092 163/G01 F 235,000.00 ZZ
360 235,000.00 1
411 SOUTH COUNTRY HILL ROAD 8.125 1,744.87 71
7.875 1,744.87 335,000.00
ANAHEIM CA 92808 1 10/01/96 00
0430069559 05 12/01/96 0
215485446 O 11/01/26
0
1537094 526/526 F 252,000.00 ZZ
360 252,000.00 1
90 MONTICELLO 8.750 1,982.49 70
8.500 1,982.49 360,000.00
IRVINE CA 92620 5 10/03/96 00
151187 05 12/01/96 0
151187 O 11/01/26
0
1537098 163/G01 F 260,000.00 ZZ
360 260,000.00 1
3629 SOUNDVIEW DR W 8.000 1,907.79 72
7.750 1,907.79 362,000.00
TACOMA WA 98466 1 10/10/96 00
0430069567 05 12/01/96 0
215505557 O 11/01/26
0
1537105 163/G01 F 319,200.00 ZZ
360 319,011.54 1
1 S 774 CARROL GATE 8.625 2,482.71 80
8.375 2,482.71 399,000.00
WHEATON IL 60187 1 09/30/96 00
0430069492 05 11/01/96 0
372144388 O 10/01/26
0
1537110 163/G01 F 220,000.00 ZZ
360 220,000.00 1
1
16363 SEGOVIA CIRCLE SOUTH 8.750 1,730.74 80
8.500 1,730.74 275,450.00
PEMBROKE PINES FL 33331 1 10/09/96 00
0430069575 03 12/01/96 0
5640303905 O 11/01/26
0
1537119 731/G01 F 186,300.00 ZZ
360 186,300.00 1
2737 BELVIDERE AVENUE SW 8.125 1,383.27 80
7.875 1,383.27 232,900.00
SEATTLE WA 98126 1 10/28/96 00
0430071787 05 12/01/96 0
230240273 O 11/01/26
0
1537123 163/G01 F 256,500.00 ZZ
360 256,029.66 1
15 HILLSIDE AVENUE 9.375 2,133.44 90
9.125 2,133.44 285,000.00
ROSLYN HEIGHTS NY 11577 1 09/18/96 14
0430069500 05 11/01/96 25
56520723 O 10/01/26
0
1537124 624/G01 F 270,750.00 ZZ
360 270,750.00 1
59 LA CROSSE DRIVE 8.375 2,057.90 95
8.125 2,057.90 285,000.00
MORGAN HILL CA 95037 1 10/22/96 04
0430071605 05 12/01/96 30
21000260446 O 11/01/26
0
1537135 003/G01 F 184,500.00 ZZ
360 184,500.00 1
4528 FAIREMOORE WALK 8.375 1,402.34 80
8.125 1,402.34 230,626.00
SUWANEE GA 30174 1 10/25/96 00
0430071159 03 12/01/96 0
3720927 O 11/01/26
0
1537144 E57/G01 F 234,000.00 ZZ
360 234,000.00 1
3213 WEST 179TH STREET 8.250 1,757.96 90
8.000 1,757.96 260,000.00
TORRANCE CA 90504 1 10/10/96 12
0430072918 05 12/01/96 25
1
75662005124 O 11/01/26
0
1537164 018/G01 F 400,000.00 ZZ
360 400,000.00 1
LOT #12 BROOKSHIRE LANE 8.875 3,182.58 80
8.625 3,182.58 500,000.00
PELHAM AL 35124 4 09/12/96 00
0430072538 05 12/01/96 0
60341 O 11/01/26
0
1537195 074/G01 F 145,000.00 ZZ
360 144,832.53 1
7600 WEST 18TH LANE 8.750 1,140.72 78
8.500 1,140.72 186,000.00
HIALEAH FL 33014 5 08/27/96 00
0430068676 05 10/01/96 0
1589066420 O 09/01/26
0
1537244 562/G01 F 89,000.00 ZZ
360 89,000.00 1
103 BUCKRAM ROAD 8.625 692.24 60
FNA 113 BUCKRAM ROAD 8.375 692.24 150,000.00
LOCUST VALLEY NY 11560 2 10/31/96 00
0430073080 05 12/01/96 0
521484 O 11/01/26
0
1537247 696/G01 F 320,250.00 ZZ
360 320,250.00 1
148 REES PLACE 8.000 2,349.88 80
7.750 2,349.88 400,338.00
FALLS CHURCH VA 22046 1 10/31/96 00
0430072736 09 12/01/96 0
2158540 O 11/01/26
0
1537293 764/G01 F 205,600.00 ZZ
360 205,600.00 1
3320 PRIMAVERA STREET 8.500 1,580.89 80
8.250 1,580.89 257,000.00
PASADENA CA 91107 1 10/18/96 00
0430073023 05 12/01/96 0
890453 O 11/01/26
0
1
1537296 267/267 F 424,200.00 ZZ
360 424,200.00 1
1944 THAYER AVENUE 7.875 3,075.75 80
7.625 3,075.75 530,250.00
LOS ANGELES CA 90025 1 10/14/96 00
4424890 05 12/01/96 0
4424890 O 11/01/26
0
1537321 624/G01 F 189,750.00 ZZ
360 189,750.00 1
871 WHITETHORNE DRIVE 8.500 1,459.01 69
8.250 1,459.01 275,000.00
SAN JOSE CA 95128 1 11/01/96 00
0430072421 05 12/01/96 0
87500160243 O 11/01/26
0
1537338 776/G01 F 371,200.00 ZZ
360 367,693.68 1
805 BERRY AVENUE 7.625 2,627.34 80
7.375 2,627.34 464,000.00
LOS ALTOS CA 94022 1 02/20/96 00
0430072629 05 04/01/96 0
6221850 O 03/01/26
0
1537340 369/G01 F 221,600.00 ZZ
360 221,600.00 1
210 HILLSIDE PLACE 8.875 1,763.15 80
8.625 1,763.15 277,000.00
JACKSON CA 95642 4 10/18/96 00
0430072025 05 12/01/96 0
48867485 O 11/01/26
0
1537357 685/G01 F 243,300.00 ZZ
360 243,300.00 1
1572 RANCHO HILLS DRIVE 8.250 1,827.83 80
8.000 1,827.83 304,167.00
CHINO HILLS CA 91709 1 10/23/96 00
0430069187 05 12/01/96 0
105827 O 11/01/26
0
1537535 964/G01 F 188,000.00 ZZ
360 188,000.00 1
998 WEST OAKCREST AVENUE 8.250 1,412.38 68
8.000 1,412.38 278,000.00
1
BREA CA 92621 1 10/24/96 00
0430069641 05 12/01/96 0
20567 O 11/01/26
0
1537538 964/G01 F 273,600.00 ZZ
360 273,600.00 1
54 MARSEILLE 8.125 2,031.47 74
7.875 2,031.47 370,000.00
LAGUNA NIGUEL CA 92677 2 10/24/96 00
0430069674 01 12/01/96 0
20411 O 11/01/26
0
1537552 E22/G01 F 263,700.00 ZZ
360 263,700.00 1
805 NORTH GRANADA AVENUE 8.875 2,098.12 90
8.625 2,098.12 293,000.00
ALHAMBRA CA 91801 1 10/22/96 01
0410283980 05 12/01/96 25
410283980 O 11/01/26
0
1537559 E22/G01 F 260,000.00 ZZ
360 260,000.00 1
150 BLACKSTONE DRIVE 8.875 2,068.68 80
8.625 2,068.68 325,000.00
DANVILLE CA 94506 2 10/23/96 00
0410232193 03 12/01/96 0
410232193 O 11/01/26
0
1537676 696/G01 F 140,000.00 ZZ
360 140,000.00 1
47 OVERBROOK ROAD 8.250 1,051.77 80
8.000 1,051.77 175,000.00
CATONSVILLE MD 21228 1 11/01/96 00
0430072892 05 12/01/96 0
2158699 O 11/01/26
0
1537762 E22/G01 F 120,000.00 ZZ
360 120,000.00 1
528 REDWOOD STREET 8.750 944.04 80
8.500 944.04 150,000.00
OXNARD CA 93033 2 10/24/96 00
0410236913 05 12/01/96 0
410236913 O 11/01/26
0
1
1537763 964/G01 F 264,000.00 ZZ
360 264,000.00 1
1831 ROCKING HORSE DRIVE 8.625 2,053.37 80
8.375 2,053.37 330,000.00
SIMI VALLEY CA 93065 1 10/25/96 00
0430070615 03 12/01/96 0
20703 O 11/01/26
0
1537798 664/G01 F 235,000.00 ZZ
360 235,000.00 1
26609 SOUTHEAST 146TH STREET 8.500 1,806.95 63
8.250 1,806.95 375,000.00
ISSAQUAH WA 98027 5 10/25/96 00
0430073197 05 12/01/96 0
2198216 O 11/01/26
0
1537955 287/287 F 299,300.00 ZZ
360 299,142.38 1
3412 UNIVERSITY AVE 9.175 2,446.02 78
8.925 2,446.02 385,000.00
HIGHLAND PARK IL 60035 2 09/25/96 00
8784753 05 11/01/96 0
8784753 O 10/01/26
0
1538035 964/G01 F 210,900.00 ZZ
360 210,900.00 1
15803 CANDLELIGHT DRIVE 8.250 1,584.42 95
8.000 1,584.42 222,000.00
WHITTIER CA 90604 2 10/29/96 01
0430070805 05 12/01/96 30
20339 O 11/01/26
0
1538041 964/G01 F 650,000.00 ZZ
360 650,000.00 1
21 CECILIA COURT 8.125 4,826.23 60
7.875 4,826.23 1,100,000.00
TIBURON CA 94920 1 10/25/96 00
0430070847 05 12/01/96 0
20811 O 11/01/26
0
1538082 227/G01 F 320,000.00 ZZ
360 320,000.00 1
1
34872 CALLE DEL SOL 8.625 2,488.93 80
8.375 2,488.93 400,000.00
DANA POINT CA 92624 2 10/18/96 00
0430071639 05 12/01/96 0
1686418 O 11/01/26
0
1538088 227/G01 F 209,950.00 ZZ
360 209,950.00 1
9426 OZARK 8.750 1,651.68 95
8.500 1,651.68 221,000.00
MORTON GROVE IL 60053 1 10/30/96 10
0430071803 05 12/01/96 30
1679574 O 11/01/26
0
1538117 076/076 F 215,200.00 ZZ
360 215,200.00 1
1537 BIG BEAR BLVD 8.500 1,654.70 80
8.250 1,654.70 269,000.00
BIG BEAR CITY CA 92314 1 10/04/96 00
9602211154 05 12/01/96 0
9602211154 O 11/01/26
0
1538119 076/076 F 397,600.00 ZZ
360 397,600.00 1
9013 MONTMEDY COURT 8.500 3,057.20 80
8.250 3,057.20 497,000.00
BAKERSFIELD CA 93311 1 10/08/96 00
6453412 05 12/01/96 0
6453412 O 11/01/26
0
1538120 076/076 F 318,000.00 ZZ
360 318,000.00 1
1686 NOTRE DAME DRIVE 8.375 2,417.03 78
8.125 2,417.03 408,000.00
MOUNTAIN VIEW CA 94040 2 10/18/96 00
7062099 05 12/01/96 0
7062099 O 11/01/26
0
1538122 076/076 F 380,000.00 ZZ
360 380,000.00 1
5 RAVEN WAY 9.250 3,126.17 80
9.000 3,126.17 475,000.00
PLEASANTVILLE NY 10572 1 10/22/96 00
17057842 05 12/01/96 0
1
17057842 O 11/01/26
0
1538125 076/076 F 236,550.00 ZZ
360 236,550.00 1
28 PINEBROOK ROAD 9.000 1,903.34 95
8.750 1,903.34 249,000.00
RAMAPO NY 10952 1 10/17/96 14
17052536 05 12/01/96 30
17052536 O 11/01/26
0
1538126 076/076 F 225,000.00 ZZ
360 225,000.00 1
1727 LAKE BERRY DRIVE 9.125 1,830.67 38
8.875 1,830.67 600,000.00
WINTER PARK FL 32789 5 10/11/96 00
7059038 03 12/01/96 0
7059038 O 11/01/26
0
1538130 076/076 F 225,000.00 ZZ
360 225,000.00 1
1270 TIMBERLINE PLACE 9.125 1,830.67 90
8.875 1,830.67 250,000.00
ALPHARETTA GA 30202 5 10/15/96 04
UNKNOWN 03 12/01/96 25
UNKNOWN O 11/01/26
0
1538132 076/076 F 324,000.00 ZZ
360 324,000.00 1
877 LEAF LANE 8.500 2,491.28 90
8.250 2,491.28 360,000.00
GREENBANK WA 98253 1 10/16/96 12
6593912 05 12/01/96 25
6593912 O 11/01/26
0
1538148 526/526 F 231,675.00 ZZ
360 231,675.00 1
15008 MELROSE 8.750 1,822.59 75
8.500 1,822.59 308,900.00
OVERLAND PARK KS 66221 1 10/17/96 00
151770 05 12/01/96 0
151770 O 11/01/26
0
1
1538560 964/G01 F 525,000.00 ZZ
360 525,000.00 1
222 SEA VIEW AVENUE 7.875 3,806.61 62
7.625 3,806.61 860,000.00
SAN RAFAEL CA 94901 2 10/31/96 00
0430072793 05 12/01/96 0
20598 O 11/01/26
0
1538777 450/450 F 216,000.00 ZZ
360 216,000.00 1
2391 SHADOWBROOKE COMMON 8.125 1,603.79 80
7.875 1,603.79 270,000.00
FREMONT CA 94539 1 10/11/96 00
4317715 03 12/01/96 0
4317715 O 11/01/26
0
TOTAL NUMBER OF LOANS : 956
TOTAL ORIGINAL BALANCE : 260,012,571.66
TOTAL PRINCIPAL BALANCE : 259,767,021.76
TOTAL ORIGINAL P+I : 1,998,461.15
TOTAL CURRENT P+I : 1,998,461.15
***************************
* END OF REPORT *
***************************
RUN ON : 12/03/96 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 08.33.54 FIXED PASSTHRU REPORT AMORTIZED BALANCE
SERIES : RFMSI I 1996-S23 CUTOFF : 11/01/96
POOL : 0004230
:
:
POOL STATUS: F
RFC LOAN NUMBER SUB SERV FEE
PRINCIPAL BALANCE MSTR SERV FEE
CURR NOTE RATE ALL EXP
RFC NET RATE MISC EXP
NET MTG RATE(INVSTR RATE) SPREAD
POST SPREAD RATE STRIP
-------------------------------------------------------------------------
1445259 .2500
698,241.32 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1460584 .2500
366,923.29 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1462302 .2500
253,598.83 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1475001 .2500
365,258.97 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1481292 .2500
257,112.54 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1488530 .2500
259,315.57 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1
1503495 .2500
524,039.08 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1503651 .2500
302,907.84 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1505567 .2500
329,794.89 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1505800 .2500
647,898.85 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1505946 .2500
586,923.79 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1509342 .2500
164,619.28 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1511450 .2500
340,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1511630 .2500
399,248.91 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1512803 .2500
131,186.11 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1515905 .2500
375,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1516406 .2500
86,206.44 .0800
9.3750 .0000
9.1250 .0000
9.0450 1.2950
7.7500 .0000
1517230 .2500
208,251.60 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1518480 .2500
274,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1518498 .2500
374,520.11 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1518673 .2500
105,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1518933 .2500
367,565.47 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1518975 .2500
359,798.18 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1519066 .2500
327,080.34 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1519083 .2500
567,681.57 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1519144 .2500
208,682.29 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1519302 .2500
118,798.36 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1519385 .2500
230,013.58 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1519836 .2500
224,136.75 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1519911 .2500
54,033.47 .0800
9.6250 .0000
9.3750 .0000
9.2950 1.5450
7.7500 .0000
1
1519944 .2500
527,341.33 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1520025 .2500
134,911.88 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1520179 .2500
139,815.25 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1520804 .2500
998,986.07 .0800
9.3750 .0000
9.1250 .0000
9.0450 1.2950
7.7500 .0000
1521076 .2500
93,750.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1521319 .2500
276,493.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1521399 .2500
524,690.04 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1521569 .2500
199,623.96 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1
1521694 .2500
429,000.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1521817 .2500
185,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1522655 .2500
63,891.54 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1522793 .2500
352,103.30 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1523241 .2500
1,200,415.27 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1523268 .2500
288,017.06 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1523292 .2500
217,558.24 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1523297 .2500
295,415.17 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1523304 .2500
232,351.58 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1523306 .2500
307,406.71 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1523308 .2500
233,571.70 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1523315 .2500
354,097.71 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1523332 .2500
226,260.07 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1523336 .2500
221,316.41 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1523399 .2500
291,644.95 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1523575 .2500
129,925.20 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1523748 .2500
207,481.26 .0300
7.3750 .0000
7.1250 .0000
7.0950 .0000
7.0950 .0000
1523766 .2500
295,316.32 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1523881 .2500
290,349.39 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1523948 .2500
311,569.15 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1523954 .2500
344,523.58 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1524177 .2500
234,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1524239 .2500
150,192.32 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1524245 .2500
242,099.42 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1524545 .2500
152,855.62 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1524553 .2500
94,601.21 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1524601 .2500
272,250.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1524702 .2500
407,915.17 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1524751 .2500
249,688.12 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1524931 .2500
360,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1524958 .2500
174,770.26 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1524971 .2500
119,700.14 .0300
9.5000 .0000
9.2500 .0000
9.2200 1.4700
7.7500 .0000
1
1525022 .2500
159,006.41 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1525239 .2500
242,841.04 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1525241 .2500
187,633.90 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1525249 .2500
449,132.33 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1525257 .2500
215,855.06 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1525263 .2500
230,939.81 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1526583 .2500
264,456.93 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1526587 .2500
425,709.96 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1
1526613 .2500
373,634.80 .0800
9.3750 .0000
9.1250 .0000
9.0450 1.2950
7.7500 .0000
1526617 .2500
119,927.30 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1526643 .2500
279,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1526671 .2500
298,895.37 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1526677 .2500
237,679.55 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1526678 .2500
349,516.67 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1526680 .2500
399,447.63 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1526700 .2500
147,795.63 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1
1526704 .2500
206,706.86 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1526706 .2500
206,706.86 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1526904 .2500
303,825.10 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1526906 .2500
226,716.06 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1526923 .2500
314,199.52 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1526965 .2500
377,552.05 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1527000 .2500
199,878.84 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1527180 .2500
262,250.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1527197 .2500
579,657.57 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1527249 .2500
150,296.50 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1527272 .2500
269,856.32 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1527358 .2500
299,793.54 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1527387 .2500
307,064.54 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1527422 .2500
318,566.61 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1527423 .2500
206,868.01 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1527455 .2500
313,708.17 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1
1527611 .2500
238,276.41 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1527634 .2500
241,104.81 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1527831 .2500
254,100.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1527841 .2500
264,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1527854 .2500
399,775.75 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1527911 .2500
186,369.91 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1527935 .2500
224,598.60 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1527937 .2500
271,624.39 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1
1527940 .2500
322,882.71 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1528043 .2500
270,079.55 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1528057 .2500
232,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1528098 .2500
268,278.90 .0300
7.2500 .0000
7.0000 .0000
6.9700 .0000
6.9700 .0000
1528118 .2500
58,841.81 .0800
9.5000 .0000
9.2500 .0000
9.1700 1.4200
7.7500 .0000
1528121 .2500
139,227.78 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1528507 .2500
246,658.90 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1528518 .2500
137,405.37 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1
1528549 .2500
172,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1528651 .2500
179,901.68 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1528665 .2500
600,000.00 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1528707 .2500
611,647.89 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1528839 .2500
420,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1528867 .2500
275,853.12 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1528872 .2500
328,181.47 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1528976 .2500
215,839.69 .0300
7.5000 .0000
7.2500 .0000
7.2200 .0000
7.2200 .0000
1
1529014 .2500
499,407.48 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1529017 .2500
275,556.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1529038 .2500
388,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1529095 .2500
234,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1529236 .2500
375,000.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1529334 .2500
248,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1529337 .2500
299,536.36 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1529339 .2500
520,000.00 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1
1529356 .2500
279,747.11 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1529365 .2500
163,950.62 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1529403 .2500
371,250.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1529440 .2500
353,041.02 .0300
6.6250 .0000
6.3750 .0000
6.3450 .0000
6.3450 .0000
1529614 .2500
328,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1529666 .2500
239,200.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1529794 .2500
312,000.00 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1529824 .2500
219,696.19 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1
1529826 .2500
250,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1529836 .2500
249,702.49 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1529865 .2500
112,433.58 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1530054 .2500
296,000.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1530277 .2500
217,437.21 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1530299 .2500
117,440.66 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1530325 .2500
148,697.60 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1530331 .2500
304,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1530523 .2500
275,487.88 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1530609 .2500
299,798.70 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1530665 .2500
159,108.40 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1530668 .2500
342,064.42 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1530695 .2500
339,809.38 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1530696 .2500
238,186.91 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1530697 .2500
238,079.00 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1530699 .2500
245,847.10 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1
1530700 .2500
359,770.44 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1530701 .2500
240,891.32 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1530702 .2500
367,265.65 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1530703 .2500
211,728.69 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1530704 .2500
399,787.13 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1530706 .2500
303,825.10 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1530707 .2500
247,250.12 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1530773 .2500
249,850.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1530778 .2500
487,733.44 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1530854 .2500
51,972.33 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1530907 .2500
224,873.86 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1530930 .2500
186,330.71 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1530958 .2500
207,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1530965 .2500
285,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1530967 .2500
96,000.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1530975 .2500
236,600.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1530982 .2500
259,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1531005 .2500
283,332.62 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1531043 .2500
251,145.76 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1531052 .2500
375,783.68 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1531058 .2500
533,737.34 .0300
9.5000 .0000
9.2500 .0000
9.2200 1.4700
7.7500 .0000
1531062 .2500
334,297.35 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531065 .2500
124,728.20 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1531108 .2500
367,771.26 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1
1531203 .2500
577,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531225 .2500
500,000.00 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1531353 .2500
251,044.66 .0300
8.4000 .0000
8.1500 .0000
8.1200 .3700
7.7500 .0000
1531354 .2500
261,236.69 .0300
8.3500 .0000
8.1000 .0000
8.0700 .3200
7.7500 .0000
1531355 .2500
549,649.28 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1531356 .2500
250,839.95 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1531383 .2500
359,364.77 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1531386 .2500
40,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1531417 .2500
115,841.47 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1531457 .2500
211,868.22 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1531461 .2500
649,563.86 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1531479 .2500
219,067.21 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531481 .2500
277,327.51 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1531483 .2500
290,645.24 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1531535 .2500
237,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1531616 .2500
239,865.45 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1531623 .2500
109,900.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1531651 .2500
206,861.11 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1531677 .2500
241,335.93 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1531683 .2500
280,000.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1531698 .2500
221,858.43 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1531723 .2500
506,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1531730 .2500
167,795.63 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1531736 .2500
241,971.16 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1
1531739 .2500
253,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531741 .2500
300,902.96 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1531764 .2500
84,148.99 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1531769 .2500
125,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1531783 .2500
372,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1531848 .2500
223,157.61 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1531849 .2500
268,150.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1531853 .2500
162,291.04 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1
1531854 .2500
164,733.65 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1531859 .2500
46,976.88 .0300
9.5000 .0000
9.2500 .0000
9.2200 1.4700
7.7500 .0000
1531862 .2500
126,727.52 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1531899 .2500
363,006.27 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1531908 .2500
215,882.01 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1531915 .2500
134,918.21 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531916 .2500
244,176.62 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1531918 .2500
213,587.78 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1531924 .2500
179,890.96 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1531931 .2500
238,681.07 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1531932 .2500
206,857.55 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1531935 .2500
224,696.83 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1531937 .2500
247,568.80 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1531938 .2500
398,414.73 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1531940 .2500
238,240.03 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1531941 .2500
284,635.27 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1531947 .2500
361,325.27 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1531954 .2500
64,967.17 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1531969 .2500
649,654.10 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1531992 .2500
90,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1532019 .2500
269,844.66 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1532035 .2500
139,813.05 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1532151 .2500
124,320.67 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1532155 .2500
214,400.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1
1532159 .2500
388,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1532163 .2500
223,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1532177 .2500
260,500.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1532268 .2500
300,000.00 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1532282 .2500
131,107.40 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1532289 .2500
238,369.73 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1532302 .2500
206,857.55 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1532353 .2500
267,639.16 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1
1532410 .2500
485,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1532424 .2500
288,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1532462 .2500
257,869.72 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1532477 .2500
210,300.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1532481 .2500
240,158.13 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1532487 .2500
281,424.96 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1532495 .2500
227,062.36 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1532515 .2500
224,064.18 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1
1532530 .2500
223,767.81 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1532548 .2500
239,842.99 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1532559 .2500
284,836.03 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1532584 .2500
369,775.85 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1532597 .2500
249,832.26 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1532608 .2500
302,840.69 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1532617 .2500
349,200.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1532638 .2500
206,892.68 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1
1532639 .2500
151,200.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1532694 .2500
191,087.12 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1532740 .2500
233,750.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1532742 .2500
275,800.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1532745 .2500
263,200.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1532773 .2500
401,150.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1532774 .2500
255,860.17 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1532779 .2500
273,592.50 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1
1532781 .2500
307,782.62 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1532798 .2500
270,681.65 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1532799 .2500
102,400.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1532802 .2500
287,030.43 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1532820 .2500
479,200.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1532826 .2500
235,867.70 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1532836 .2500
228,000.00 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1532842 .2500
244,815.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1532873 .2500
210,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1532904 .2500
251,589.46 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1532987 .2500
549,691.66 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533016 .2500
175,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533021 .2500
208,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533062 .2500
248,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533072 .2500
244,601.73 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533103 .2500
231,723.58 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1
1533125 .2500
134,487.66 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533159 .2500
94,946.74 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533183 .2500
175,848.77 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533190 .2500
128,300.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533213 .2500
274,815.47 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1533236 .2500
227,850.85 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1533240 .2500
213,177.27 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533247 .2500
399,538.04 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1533254 .2500
241,705.76 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533263 .2500
219,866.72 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533306 .2500
320,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533404 .2500
440,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1533422 .2500
310,400.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1533429 .2500
224,867.16 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533436 .2500
236,660.19 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533450 .2500
296,824.65 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1
1533462 .2500
269,542.51 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533468 .2500
146,156.74 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533498 .2500
395,766.20 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533503 .2500
285,831.15 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533520 .2500
212,571.14 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1533526 .2500
249,848.55 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1533528 .2500
406,765.84 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1533529 .2500
315,508.75 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1
1533532 .2500
257,351.85 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1533535 .2500
296,000.00 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533536 .2500
999,424.66 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1533540 .2500
649,585.52 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1533541 .2500
309,556.50 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1533542 .2500
640,841.09 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1533545 .2500
249,763.50 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1533548 .2500
259,834.21 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1533555 .2500
281,700.00 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533566 .2500
333,902.74 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1533656 .2500
295,200.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533670 .2500
520,707.92 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1533686 .2500
227,681.90 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1533688 .2500
329,794.89 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533689 .2500
370,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1533690 .2500
255,256.82 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1
1533702 .2500
338,039.76 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533703 .2500
275,150.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533713 .2500
257,839.64 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533720 .2500
264,000.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1533726 .2500
322,949.14 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533734 .2500
299,813.53 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533739 .2500
649,560.76 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1533752 .2500
372,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1533753 .2500
220,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533755 .2500
223,250.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1533762 .2500
285,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1533796 .2500
183,885.63 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533803 .2500
399,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533911 .2500
445,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1533927 .2500
227,900.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533934 .2500
400,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1
1533935 .2500
373,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533937 .2500
186,800.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1533939 .2500
216,965.06 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1533947 .2500
135,118.10 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533952 .2500
252,000.00 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1533958 .2500
205,600.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533962 .2500
220,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1533968 .2500
650,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1
1533970 .2500
256,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1533980 .2500
229,867.66 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533982 .2500
200,118.61 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533983 .2500
192,876.99 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1533985 .2500
190,293.26 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533986 .2500
259,707.40 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533988 .2500
267,698.39 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533989 .2500
204,769.34 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1533993 .2500
233,715.48 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1533996 .2500
295,834.06 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1533998 .2500
88,040.02 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534030 .2500
237,600.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534033 .2500
161,250.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534034 .2500
134,822.39 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534043 .2500
111,935.56 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534044 .2500
84,868.63 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1534045 .2500
70,000.00 .0300
8.5500 .0000
8.3000 .0000
8.2700 .5200
7.7500 .0000
1534046 .2500
151,421.45 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534047 .2500
120,924.79 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534048 .2500
55,400.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534049 .2500
46,000.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534050 .2500
206,907.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534051 .2500
275,000.00 .0300
8.7000 .0000
8.4500 .0000
8.4200 .6700
7.7500 .0000
1534052 .2500
114,437.45 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1
1534053 .2500
112,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534055 .2500
100,000.00 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1534058 .2500
80,000.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534059 .2500
225,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534060 .2500
85,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534061 .2500
142,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534065 .2500
341,001.70 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534066 .2500
239,684.96 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1534067 .2500
585,269.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534068 .2500
345,168.88 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534069 .2500
255,680.67 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534070 .2500
233,201.18 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534071 .2500
249,405.38 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1534072 .2500
211,755.15 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534073 .2500
244,959.36 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534075 .2500
149,418.34 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1
1534077 .2500
340,663.49 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534078 .2500
248,013.24 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534079 .2500
285,652.26 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534080 .2500
291,653.10 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534081 .2500
232,385.94 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534083 .2500
413,677.10 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534085 .2500
349,574.43 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534086 .2500
297,178.81 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534087 .2500
229,520.57 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534088 .2500
249,687.30 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534089 .2500
263,687.14 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534090 .2500
237,605.49 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534091 .2500
219,725.56 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534093 .2500
218,533.94 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534094 .2500
116,816.63 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1534095 .2500
259,699.71 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1534098 .2500
74,901.55 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534099 .2500
211,159.78 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534101 .2500
241,570.49 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534102 .2500
383,241.33 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534103 .2500
294,668.02 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534104 .2500
271,633.77 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534105 .2500
209,751.14 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534107 .2500
99,825.84 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1534108 .2500
248,882.55 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534109 .2500
72,691.69 .0300
9.5000 .0000
9.2500 .0000
9.2200 1.4700
7.7500 .0000
1534110 .2500
224,764.82 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534111 .2500
87,406.51 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534113 .2500
479,384.81 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534115 .2500
84,708.74 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534117 .2500
263,719.09 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534118 .2500
269,696.15 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1534119 .2500
449,465.79 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534120 .2500
351,614.02 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534121 .2500
263,374.95 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534122 .2500
301,123.89 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534123 .2500
95,891.96 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534124 .2500
220,594.94 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534125 .2500
408,240.09 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534126 .2500
383,174.66 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534127 .2500
47,945.98 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534128 .2500
359,539.30 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534129 .2500
308,334.28 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534130 .2500
283,586.63 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534131 .2500
243,687.75 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534132 .2500
177,400.12 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534133 .2500
282,090.12 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534135 .2500
950,340.23 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1534137 .2500
783,194.47 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534139 .2500
243,288.25 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534140 .2500
268,681.22 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534141 .2500
212,427.79 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534142 .2500
474,392.13 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534143 .2500
262,188.92 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534144 .2500
523,665.86 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534145 .2500
421,744.35 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1534146 .2500
389,488.04 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534147 .2500
349,771.04 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534148 .2500
315,585.16 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534149 .2500
246,714.73 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534150 .2500
323,635.38 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534151 .2500
507,382.30 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534153 .2500
244,709.66 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534154 .2500
235,755.52 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534155 .2500
407,503.91 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534156 .2500
478,931.76 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534157 .2500
274,629.71 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534158 .2500
220,125.06 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534159 .2500
199,780.68 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534160 .2500
351,161.13 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534161 .2500
269,680.05 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534162 .2500
253,317.02 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1534163 .2500
351,560.89 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534164 .2500
276,163.80 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534165 .2500
383,544.93 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534166 .2500
140,433.37 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534167 .2500
53,135.29 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534169 .2500
274,829.45 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534170 .2500
333,561.54 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534171 .2500
235,849.51 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1534172 .2500
275,129.04 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534174 .2500
291,618.62 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534175 .2500
142,217.76 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534176 .2500
558,570.68 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534177 .2500
84,961.38 .0300
9.8750 .0000
9.6250 .0000
9.5950 1.8450
7.7500 .0000
1534178 .2500
301,950.87 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534179 .2500
225,518.32 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534180 .2500
298,363.84 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1534181 .2500
462,437.04 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534182 .2500
242,219.94 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534183 .2500
229,741.15 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534184 .2500
305,618.27 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534187 .2500
399,513.63 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534188 .2500
231,876.54 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534190 .2500
213,627.01 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534191 .2500
517,161.48 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1534192 .2500
76,906.37 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534193 .2500
117,349.63 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534194 .2500
49,945.16 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534195 .2500
314,607.05 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534196 .2500
453,883.09 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534197 .2500
105,464.86 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534198 .2500
251,161.37 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534199 .2500
332,962.34 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1534201 .2500
223,061.26 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534202 .2500
226,538.07 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534203 .2500
260,948.28 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534204 .2500
250,744.74 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534205 .2500
235,717.85 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534208 .2500
234,806.72 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534209 .2500
204,878.97 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534210 .2500
73,364.39 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1534211 .2500
325,613.67 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534212 .2500
60,936.49 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534213 .2500
299,635.21 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534214 .2500
257,702.04 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534215 .2500
152,818.69 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534216 .2500
315,822.84 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534217 .2500
123,841.30 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534218 .2500
103,870.25 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534219 .2500
748,675.21 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534221 .2500
114,789.48 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534222 .2500
128,781.41 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534223 .2500
298,876.70 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534224 .2500
165,467.49 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534225 .2500
238,238.46 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534226 .2500
84,855.98 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534227 .2500
181,800.41 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1
1534228 .2500
299,606.17 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534229 .2500
107,865.27 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534230 .2500
43,950.47 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534232 .2500
219,863.26 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534233 .2500
76,455.98 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534234 .2500
271,176.96 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534235 .2500
496,657.96 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1534236 .2500
299,644.49 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1
1534237 .2500
236,082.63 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534238 .2500
129,350.44 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534239 .2500
247,713.58 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534240 .2500
347,587.60 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534241 .2500
649,189.16 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534242 .2500
381,796.71 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534243 .2500
104,934.73 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534244 .2500
561,816.05 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1534245 .2500
69,921.21 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534247 .2500
249,688.12 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534248 .2500
393,533.08 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534250 .2500
216,343.30 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534251 .2500
107,884.60 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534253 .2500
459,714.08 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534254 .2500
449,438.64 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534255 .2500
334,382.34 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534256 .2500
144,145.82 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1534257 .2500
92,951.78 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534258 .2500
222,337.66 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1534259 .2500
79,947.67 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534260 .2500
239,708.17 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534261 .2500
94,047.24 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534262 .2500
294,168.56 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534263 .2500
296,638.87 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1534264 .2500
235,905.33 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534265 .2500
224,726.41 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534266 .2500
998,752.54 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534267 .2500
253,482.54 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534268 .2500
315,595.59 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534269 .2500
649,541.24 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1534270 .2500
319,801.09 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534272 .2500
200,445.94 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1534273 .2500
251,693.60 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534276 .2500
284,280.79 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1534277 .2500
508,197.26 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1534278 .2500
236,473.01 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1534281 .2500
283,818.90 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534282 .2500
95,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1534283 .2500
153,950.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534284 .2500
68,250.00 .0300
8.5500 .0000
8.3000 .0000
8.2700 .5200
7.7500 .0000
1
1534285 .2500
52,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534287 .4000
240,000.00 .0800
8.4000 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1534289 .2500
179,400.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534294 .2500
59,962.70 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1534295 .2500
84,896.64 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534296 .2500
79,897.61 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1534297 .2500
54,875.26 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534299 .2500
176,211.54 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1
1534300 .2500
67,324.14 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534301 .2500
242,106.97 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534303 .2500
229,880.76 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1534304 .2500
45,950.84 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1534307 .2500
58,933.58 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534308 .2500
289,096.07 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1534309 .2500
104,934.73 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1534310 .2500
309,402.57 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1534311 .2500
119,927.30 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534312 .2500
309,816.98 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534313 .2500
337,184.30 .0800
7.1250 .0000
6.8750 .0000
6.7950 .0000
6.7950 .0000
1534314 .2500
240,433.97 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1534315 .2500
207,771.91 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1534316 .2500
368,584.73 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534318 .2500
143,905.80 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1534320 .2500
245,093.61 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1534321 .2500
487,436.42 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534331 .2500
217,898.06 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534335 .2500
253,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534339 .2500
117,256.26 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1534347 .2500
511,689.83 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534356 .2500
224,084.14 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534365 .2500
249,827.95 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1534370 .2500
299,625.76 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1
1534374 .2500
143,736.42 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534394 .2500
324,000.00 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534402 .2500
239,854.60 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534406 .2500
404,981.06 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1534410 .2500
204,800.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534428 .2500
270,079.55 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534436 .2500
223,246.73 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534442 .2500
214,052.51 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1
1534447 .2500
225,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534448 .2500
256,203.77 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534451 .2500
296,504.09 .0800
9.5000 .0000
9.2500 .0000
9.1700 1.4200
7.7500 .0000
1534461 .2500
217,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534463 .2500
398,274.03 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1534466 .2500
124,400.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534467 .2500
195,600.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1534471 .2500
250,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1534476 .2500
244,844.88 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1534477 .2500
246,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1534481 .2500
181,600.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534482 .2500
269,671.70 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534495 .2500
275,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534497 .2500
213,750.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534504 .2500
251,693.58 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534505 .2500
224,689.29 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1
1534506 .2500
256,340.57 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1534507 .2500
271,669.27 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534509 .2500
723,311.54 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534514 .2500
223,747.93 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534516 .2500
449,713.05 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1534517 .2500
413,428.31 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1534519 .2500
274,337.93 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534521 .2500
354,784.93 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1
1534525 .2500
269,540.77 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534530 .2500
328,306.05 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534533 .2500
332,570.96 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1534536 .2500
289,837.42 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534542 .2500
238,885.98 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1534545 .2500
311,430.50 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534546 .2500
462,904.63 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1534554 .2500
251,255.02 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1
1534565 .2500
299,653.52 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534568 .2500
331,635.94 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1534589 .2500
589,563.91 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1534593 .2500
270,590.15 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534596 .2500
317,067.47 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534600 .2500
267,042.25 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534602 .2500
245,252.24 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1534605 .2500
263,863.14 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1
1534614 .2500
307,900.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534625 .2500
531,701.74 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534626 .2500
21,966.40 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1534630 .2500
317,821.72 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534635 .2500
90,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1534641 .2500
264,685.95 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534649 .2500
232,982.28 .0800
9.3750 .0000
9.1250 .0000
9.0450 1.2950
7.7500 .0000
1534657 .2500
493,277.11 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1
1534665 .2500
415,760.65 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534679 .2500
314,636.21 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1534698 .2500
233,400.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534700 .2500
301,797.36 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1534712 .2500
127,200.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534714 .2500
218,389.65 .0800
9.3750 .0000
9.1250 .0000
9.0450 1.2950
7.7500 .0000
1534717 .2500
165,600.00 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534724 .2500
152,800.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1
1534726 .2500
247,500.00 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1534733 .2500
75,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534735 .2500
199,150.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534736 .2500
261,904.93 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534738 .2500
185,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1534747 .2500
310,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534796 .2500
340,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534890 .2500
253,971.19 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1
1534904 .2500
247,206.71 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534908 .2500
295,898.92 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534916 .2500
299,146.52 .0800
8.8750 .0000
8.6250 .0000
8.5450 .7950
7.7500 .0000
1534920 .2500
153,909.08 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1534925 .2500
226,961.52 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1534958 .2500
156,750.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1534964 .2500
200,000.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1534967 .2500
262,916.86 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1534968 .2500
295,650.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1534969 .2500
299,803.75 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1534994 .2500
240,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535005 .2500
110,133.24 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535018 .2500
162,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535021 .2500
226,723.03 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1535045 .2500
270,248.40 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535062 .2500
244,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1535067 .2500
191,200.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1535071 .2500
199,560.00 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1535089 .2500
261,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535091 .2500
332,100.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1535093 .2500
256,900.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535157 .2500
299,877.37 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1535158 .2500
299,798.71 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1535161 .2500
274,824.65 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1
1535163 .2500
389,369.98 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1535164 .2500
219,866.72 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1535169 .2500
239,500.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1535175 .2500
300,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535177 .2500
228,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535181 .2500
323,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535182 .2500
252,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535183 .2500
310,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1535201 .2500
350,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535206 .2500
175,920.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1535208 .2500
143,500.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535211 .2500
274,400.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535212 .2500
271,250.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535290 .2500
387,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535321 .2500
188,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535324 .2500
97,500.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1
1535326 .2500
141,600.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535337 .2500
250,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535345 .2500
222,500.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1535368 .2500
220,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1535371 .2500
478,600.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535373 .2500
235,853.30 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1535382 .2500
200,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535387 .2500
108,000.00 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1
1535390 .2500
263,048.57 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1535391 .2500
336,600.00 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1535395 .2500
344,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535397 .2500
217,800.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535398 .2500
187,500.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1535404 .2500
220,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535424 .2500
272,250.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535438 .2500
71,301.40 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1
1535439 .2500
40,946.16 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1535440 .2500
152,855.24 .0800
7.6250 .0000
7.3750 .0000
7.2950 .0000
7.2950 .0000
1535442 .2500
52,690.85 .0800
9.5000 .0000
9.2500 .0000
9.1700 1.4200
7.7500 .0000
1535465 .2500
219,200.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535524 .2500
173,000.00 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1535528 .2500
385,777.91 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1535534 .2500
203,200.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1535539 .2500
247,166.75 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1
1535544 .2500
98,373.95 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1535574 .2500
248,400.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535575 .2500
250,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535578 .2500
213,200.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535585 .2500
220,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535588 .2500
187,200.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535589 .2500
251,250.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535593 .2500
55,200.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1535594 .2500
304,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535690 .2500
149,909.13 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535692 .2500
190,400.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535751 .2500
341,805.13 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1535757 .2500
240,158.13 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1535758 .2500
496,926.17 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1535762 .2500
597,604.89 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1535768 .2500
399,513.67 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1
1535769 .2500
300,000.00 .0800
7.3750 .0000
7.1250 .0000
7.0450 .0000
7.0450 .0000
1535774 .2500
497,269.37 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1535781 .2500
518,419.21 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1535795 .2500
366,198.06 .0800
7.6250 .0000
7.3750 .0000
7.2950 .0000
7.2950 .0000
1535813 .2500
425,734.39 .0800
7.5000 .0000
7.2500 .0000
7.1700 .0000
7.1700 .0000
1535815 .2500
364,800.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535824 .2500
317,311.82 .0800
7.5000 .0000
7.2500 .0000
7.1700 .0000
7.1700 .0000
1535825 .2500
349,450.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1535828 .2500
634,288.72 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1535832 .2500
94,400.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1535833 .2500
386,713.65 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1535853 .2500
288,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1535859 .2500
208,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535866 .2500
110,000.00 .0300
9.0000 .0000
8.7500 .0000
8.7200 .9700
7.7500 .0000
1535871 .2500
527,663.31 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1535874 .2500
225,000.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1
1535877 .2500
188,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1535879 .2500
210,800.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1535886 .2500
217,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535899 .2500
224,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1535903 .2500
279,200.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1535912 .2500
205,950.00 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1535917 .2500
157,000.00 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1535927 .2500
564,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1535931 .2500
310,400.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535967 .2500
223,747.92 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1535970 .2500
216,736.13 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1535973 .2500
259,838.39 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1535977 .2500
267,829.10 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536040 .2500
334,791.78 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536042 .2500
256,348.55 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536048 .2500
442,270.60 .0300
9.2500 .0000
9.0000 .0000
8.9700 1.2200
7.7500 .0000
1
1536056 .2500
259,854.24 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1536058 .2500
337,500.00 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1536064 .2500
399,388.21 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536068 .2500
340,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536074 .2500
239,858.30 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536080 .2500
213,300.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536081 .2500
285,000.00 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1536092 .2500
227,950.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1
1536095 .2500
278,350.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536102 .2500
265,846.95 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536104 .2500
290,825.52 .0300
8.5500 .0000
8.3000 .0000
8.2700 .5200
7.7500 .0000
1536105 .2500
343,793.73 .0300
8.5500 .0000
8.3000 .0000
8.2700 .5200
7.7500 .0000
1536106 .2500
540,000.00 .0300
8.4500 .0000
8.2000 .0000
8.1700 .4200
7.7500 .0000
1536107 .2500
217,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536108 .2500
252,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536110 .2500
268,000.00 .0300
8.0500 .0000
7.8000 .0000
7.7700 .0200
7.7500 .0000
1
1536113 .2500
247,849.76 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536116 .2500
236,000.00 .0800
8.1500 .0000
7.9000 .0000
7.8200 .0700
7.7500 .0000
1536119 .2500
284,000.00 .0800
7.7500 .0000
7.5000 .0000
7.4200 .0000
7.4200 .0000
1536120 .2500
254,315.00 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1536122 .2500
275,500.00 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
1536127 .2500
284,827.35 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536129 .2500
279,821.45 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536131 .2500
234,676.97 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1
1536132 .2500
267,841.77 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536134 .2500
232,658.96 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536136 .2500
377,391.91 .0300
9.1250 .0000
8.8750 .0000
8.8450 1.0950
7.7500 .0000
1536137 .2500
343,559.77 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536139 .2500
136,800.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536140 .2500
285,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536142 .2500
449,734.33 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536144 .2500
299,808.70 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1536163 .2500
318,449.17 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536164 .2500
228,004.51 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536165 .2500
274,629.71 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1536166 .2500
574,042.97 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536167 .2500
517,417.04 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1536168 .2500
269,336.73 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536169 .2500
263,831.66 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536170 .2500
258,956.75 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1536171 .2500
344,951.42 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536189 .2500
426,900.00 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1536204 .2500
217,550.00 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1536219 .5000
289,000.00 .0800
9.0000 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1536225 .2500
241,000.00 .0800
8.6250 .0000
8.3750 .0000
8.2950 .5450
7.7500 .0000
1536265 .2500
191,400.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536273 .2500
170,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536274 .2500
220,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1
1536279 .2500
196,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536287 .2500
137,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536300 .2500
275,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536311 .2500
306,750.00 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1536312 .2500
243,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536316 .2500
268,200.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536318 .2500
196,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1536339 .2500
433,472.29 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1
1536349 .2500
383,779.07 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1536358 .2500
381,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536382 .2500
311,051.52 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536390 .2500
348,249.52 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1536407 .2500
247,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536408 .2500
364,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536418 .2500
364,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536429 .2500
224,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1536431 .2500
369,364.31 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536433 .2500
235,377.32 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536434 .2500
229,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536440 .2500
304,000.00 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1536470 .2500
232,000.00 .0300
7.7500 .0000
7.5000 .0000
7.4700 .0000
7.4700 .0000
1536485 .2500
241,400.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536493 .2500
217,600.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536500 .2500
296,200.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1536505 .2500
280,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536512 .2500
267,600.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536517 .2500
230,100.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536573 .2500
400,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536577 .2500
164,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536593 .2500
284,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536595 .2500
232,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536596 .2500
260,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1
1536598 .2500
247,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536605 .2500
112,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536608 .2500
160,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536613 .2500
238,500.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536614 .2500
236,250.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536615 .2500
252,500.00 .0300
8.6000 .0000
8.3500 .0000
8.3200 .5700
7.7500 .0000
1536617 .2500
143,395.88 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1536618 .2500
251,950.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1536621 .2500
275,818.29 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536630 .2500
333,750.00 .0800
8.0000 .0000
7.7500 .0000
7.6700 .0000
7.6700 .0000
1536684 .2500
171,750.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536686 .2500
272,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536744 .2500
281,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536786 .2500
248,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1536788 .2500
252,000.00 .0800
8.2500 .0000
8.0000 .0000
7.9200 .1700
7.7500 .0000
1536845 .2500
520,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1
1536850 .2500
520,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536869 .2500
382,500.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1536870 .2500
110,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536875 .2500
260,700.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536877 .2500
282,600.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536894 .2500
292,500.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536896 .2500
276,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536897 .2500
242,800.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1
1536902 .2500
322,200.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536911 .2500
240,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536913 .2500
250,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536921 .2500
380,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536932 .2500
216,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1536941 .2500
262,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1536943 .2500
231,200.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1536971 .2500
281,833.51 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1
1536977 .2500
260,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1536979 .2500
268,900.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1536994 .2500
230,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1536998 .2500
395,766.20 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537009 .2500
350,500.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1537014 .2500
232,359.16 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1537022 .2500
366,300.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537026 .2500
285,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1
1537040 .2500
117,500.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1537044 .2500
227,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537055 .2500
323,600.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537063 .2500
215,200.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537066 .2500
258,400.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1537073 .2500
237,848.24 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1537079 .2500
336,000.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537082 .2500
485,038.46 .0300
7.5000 .0000
7.2500 .0000
7.2200 .0000
7.2200 .0000
1
1537085 .2500
160,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537088 .2500
267,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1537092 .2500
235,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1537094 .2500
252,000.00 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1537098 .2500
260,000.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1537105 .2500
319,011.54 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537110 .2500
220,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1537119 .2500
186,300.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1537123 .2500
256,029.66 .0300
9.3750 .0000
9.1250 .0000
9.0950 1.3450
7.7500 .0000
1537124 .2500
270,750.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537135 .2500
184,500.00 .0300
8.3750 .0000
8.1250 .0000
8.0950 .3450
7.7500 .0000
1537144 .2500
234,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1537164 .2500
400,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1537195 .2500
144,832.53 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1537244 .2500
89,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537247 .2500
320,250.00 .0300
8.0000 .0000
7.7500 .0000
7.7200 .0000
7.7200 .0000
1
1537293 .2500
205,600.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1537296 .2500
424,200.00 .0800
7.8750 .0000
7.6250 .0000
7.5450 .0000
7.5450 .0000
1537321 .2500
189,750.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1537338 .2500
367,693.68 .0300
7.6250 .0000
7.3750 .0000
7.3450 .0000
7.3450 .0000
1537340 .2500
221,600.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1537357 .2500
243,300.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1537535 .2500
188,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1537538 .2500
273,600.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1
1537552 .2500
263,700.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1537559 .2500
260,000.00 .0300
8.8750 .0000
8.6250 .0000
8.5950 .8450
7.7500 .0000
1537676 .2500
140,000.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1537762 .2500
120,000.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1537763 .2500
264,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1537798 .2500
235,000.00 .0300
8.5000 .0000
8.2500 .0000
8.2200 .4700
7.7500 .0000
1537955 .2500
299,142.38 .0800
9.1750 .0000
8.9250 .0000
8.8450 1.0950
7.7500 .0000
1538035 .2500
210,900.00 .0300
8.2500 .0000
8.0000 .0000
7.9700 .2200
7.7500 .0000
1
1538041 .2500
650,000.00 .0300
8.1250 .0000
7.8750 .0000
7.8450 .0950
7.7500 .0000
1538082 .2500
320,000.00 .0300
8.6250 .0000
8.3750 .0000
8.3450 .5950
7.7500 .0000
1538088 .2500
209,950.00 .0300
8.7500 .0000
8.5000 .0000
8.4700 .7200
7.7500 .0000
1538117 .2500
215,200.00 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1538119 .2500
397,600.00 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1538120 .2500
318,000.00 .0800
8.3750 .0000
8.1250 .0000
8.0450 .2950
7.7500 .0000
1538122 .2500
380,000.00 .0800
9.2500 .0000
9.0000 .0000
8.9200 1.1700
7.7500 .0000
1538125 .2500
236,550.00 .0800
9.0000 .0000
8.7500 .0000
8.6700 .9200
7.7500 .0000
1
1538126 .2500
225,000.00 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1538130 .2500
225,000.00 .0800
9.1250 .0000
8.8750 .0000
8.7950 1.0450
7.7500 .0000
1538132 .2500
324,000.00 .0800
8.5000 .0000
8.2500 .0000
8.1700 .4200
7.7500 .0000
1538148 .2500
231,675.00 .0800
8.7500 .0000
8.5000 .0000
8.4200 .6700
7.7500 .0000
1538560 .2500
525,000.00 .0300
7.8750 .0000
7.6250 .0000
7.5950 .0000
7.5950 .0000
1538777 .2500
216,000.00 .0800
8.1250 .0000
7.8750 .0000
7.7950 .0450
7.7500 .0000
TOTAL NUMBER OF LOANS: 956
TOTAL BALANCE........: 259,767,021.76
RUN ON : 12/03/96 RFC DISCLOSURE SYSTEM RFFSDFIX-01
AT : 08.33.54 INITIAL SECURITY FEES AMORTIZED BALANCE
SERIES : RFMSI I 1996-S23 FIXED SUMMARY REPORT CUTOFF : 11/01/96
POOL : 0004230
:
:
POOL STATUS: F
WEIGHTED AVERAGES FROM TO
-----------------------------------------------------------------------------
CURR NOTE RATE 8.4856 6.6250 9.8750
RFC NET RATE 8.2352 6.3750 9.6250
NET MTG RATE(INVSTR RATE) 8.1906 6.3450 9.5950
POST SPREAD RATE 7.7222 6.3450 7.7500
SUB SERV FEE .2504 .2500 .5000
MSTR SERV FEE .0446 .0300 .0800
ALL EXP .0000 .0000 .0000
MISC EXP .0000 .0000 .0000
SPREAD .4684 .0000 1.8450
STRIP .0000 .0000 .0000
TOTAL NUMBER OF LOANS: 956
TOTAL BALANCE........: 259,767,021.76
***************************
* END OF REPORT *
***************************
<PAGE>
EXHIBIT G
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.
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 and in good standing
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 and under such
other agreements.
(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, and no basis therefor is
known to either party, that could affect 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 none of the foregoing adversely
affects its capacity to fulfill any of its
obligations 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.
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 telefacsimile or by
overnight courier or by United States mail, postage prepaid, to
the addresses and telefacsimile numbers specified below. However,
another name, address and/or telefacsimile number may be
substituted by the Seller/Servicer pursuant to the requirements of
this paragraph 8, or Residential Funding pursuant to an amendment
to the Guides.
If to Residential Funding, notices must be sent to the appropriate
address or telefacsimile number specified in the Guides.
If to the Seller/Servicer, notice must be sent to:
Attention:
Telefacsimile Number: (___) ___-____
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 paragraph
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.<PAGE>
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]
(Name of
Seller/Servicer)
By: By:
(Signature) (Signature)
By:
(Typed Name) (Typed Name)
Title: Title:
ATTEST: RESIDENTIAL FUNDING
CORPORATION
By: By:
(Signature) (Signature)
By:
(Typed Name) (Typed Name)
Title: Title:
EXHIBIT H
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<PAGE>
EXHIBIT I-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 1996-S23, 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-I][R-II] Certificates, and
(iii) is acquiring the Class [R-I][R-II] 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-I][R-II] Certificates to
disqualified organizations under the Code, that applies to all
transfers of Class [R-I][R-II] 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-I][R-II] 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-I][R-II] 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-I][R-II] 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-I][R-II] Certificates and the
provisions of Section 5.02(f) of the Pooling and Servicing
Agreement under which the Class [R-I][R-II] 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-I][R-II] 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-I][R-II] Certificates held by the Owner and not to any
other holder of the Class [R-I][R-II] Certificates. The Owner
understands that the liabilities described herein relate only to
the Class [R-I][R-II] Certificates.
10. That no purpose of the Owner relating to the
transfer of any of the Class [R-I][R-II] 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-I][R-II]
Certificate that the Owner intends to pay taxes associated with
holding such Class [R-I][R-II] Certificate as they become due,
fully understanding that it may incur tax liabilities in excess of
any cash flows generated by the Class [R-I][R-II] 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-I][R-II]
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.<PAGE>
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 I-2
FORM OF TRANSFEROR CERTIFICATE
__________________, 19__
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, Minnesota 55437
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Mortgage Pass-Through Certificates,
Series 1996-S23, Class [R-I][R-II]
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 1996-S23, Class [R-I][R-II] (the
"Certificates"), pursuant to Section 5.02 of the Pooling and
Servicing Agreement (the "Pooling and Servicing Agreement"), dated
as of November 1, 1996 among Residential Funding Mortgage
Securities I, Inc., as seller (the "Company"), Residential Funding
Corporation, as master servicer, and Bankers Trust Company, 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 Certificate 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-I][R-II] 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 J-1
FORM OF INVESTOR REPRESENTATION LETTER
______________, 19__
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MN 55437
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
RE: Mortgage Pass-Through Certificates,
Series 1996-S23, [Class B-]
Ladies and Gentlemen:
_________________________ (the "Purchaser") intends to
purchase from ___________________________ (the "Seller")
$_____________ Initial Certificate Principal Balance of Mortgage
Pass-Through Certificates, Series 1996-S23, Class __ (the
"Certificates"), issued pursuant to the Pooling and Servicing
Agreement (the "Pooling and Servicing Agreement"), dated as of
November 1, 1996 among Residential Funding Mortgage Securities I,
Inc., as seller (the "Company"), Residential Funding Corporation,
as master servicer, and Bankers Trust Company, 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 represents that either (a) or (b) is
satisfied, as marked below:
a. ____ is not any 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"), a
Person acting, directly or indirectly, on behalf of any such plan
or any Person acquiring such Certificates with "plan assets" of a
Plan within the meaning of the Department of Labor regulation
promulgated at 29 C.F.R. 2510.3-101; or
b. ____ will provide the Trustee, the Company
and the Master Servicer with either: (i) an opinion of counsel,
satisfactory to the Trustee, the Company and the Master Servicer,
to the effect that the purchase and holding of a Certificate by or
on behalf of the Purchaser is permissible under applicable law,
will not constitute or result in a prohibited transaction under
Section 406 of ERISA or Section 4975 of the Code (or comparable
provisions of any subsequent enactments) and will not subject the
Trustee, the Company or the Master Servicer 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, which opinion of counsel shall not be an
expense of the Trustee, the Company or the Master Servicer; or
(ii) in lieu of such opinion of counsel, a certification in the
form of Exhibit J-2 to the Pooling and Servicing Agreement.
* To be inserted when Prohibited Transaction Exemption 94-29,
the individual exemption granted to RFC by the Department of
Labor, will not exempt a transaction from the application of
the prohibited transaction provisions of ERISA and the Code.
Very truly yours,
By:
Name:
Title:
<PAGE>
EXHIBIT J-2
FORM OF ERISA REPRESENTATION LETTER
_____________, 199__
Residential Funding Corporation
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MS 55437
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MS 55437
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Mortgage Pass-Through Certificates,
Series 1996-S23, Class____
Dear Sirs:
___________________ (the "Purchaser") intends to
purchase from ___________________ (the "Seller") $
_________________ Initial Certificate Principal Balance of
Mortgage Pass-Through Certificates, Series 1996-S23, Class ____
(the "Certificates"), issued pursuant to the Pooling and Servicing
Agreement (the"Pooling and Servicing Agreement"), dated as of
November 1, 1996, among Residential Funding Mortgage Securities I,
Inc., as seller (the "Company"), Residential Funding Corporation,
as master servicer (the "Master Servicer") and Bankers Trust
Company, 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, the
Trustee and the Master Servicer that the following statements in
either (1) or (2) are accurate:
(1) The Certificates (i) are not being
acquired by, and will not be transferred to, any employee
benefit plan within the meaning of section 3(3) of the
Employee Retirement Income Security Act of 1974, as amended
("ERISA") or other retirement arrangement, including
individual retirement accounts and annuities, Keogh plans
and bank collective investment funds and insurance company
general or separate accounts in which such plans, accounts
or arrangements are invested, that is subject to Section 406
of ERISA or Section 4975 of the Internal Revenue Code of
1986 (the "Code") (any of the foregoing, a "Plan"), (ii) are
not being acquired with "plan assets" of a Plan within the
meaning of the Department of Labor ("DOL") regulation, 29
C.F.R. 2510.3-101, and (iii) will not be transferred to
any entity that is deemed to be investing in plan assets
within the meaning of the DOL regulation, 29 C.F.R.
2510.3-101; or
(2) The purchase of Certificates is
permissible under applicable law, will not constitute or
result in any prohibited transaction under ERISA or Section
4975 of the Code, will not subject the Company, the Trustee
or the Master Servicer to any obligation in addition to
those undertaken in the Pooling and Servicing Agreement and,
with respect to each source of funds being used by the
Purchaser to acquire the Certificates (each being referred
to as a "Source") and the following statements in at least
one of (a) or (b) are accurate:
(a) the Purchaser is an insurance company and
(i) the Source is assets of its "general account,"
(ii) the conditions set forth in PTCE 95-60 issued by
the DOL have been satisfied and the purchase and
holding of Certificates by or on behalf of the
Purchaser are exempt under PTCE 95-60 and (iii) the
amount of reserves and liabilities for such general
account contracts held by or on behalf of any Plan do
not exceed 10% of the total reserves and liabilities
of such general account plus surplus as of the date
hereof (for purposes of this clause, all Plans
maintained by the same employer (or affiliate thereof)
or employee organization are deemed to be a single
Plan) in connection with its purchase and holding of
such Certificates; or
(b) the Purchaser is an insurance company and
(i) the Source is assets of its "general account,"
(ii) the requirements of Section 401(c) of ERISA and
the DOL to be promulgated thereunder have been
satisfied and will continue to be satisfied and (c)
the Purchaser represents that it understands that the
operation of the general account after December 31,
1998 may affect its ability to continue to hold the
Certificates after the date which is 18 months after
the 401(c) Regulations become final and unless a class
exemption issued by the DOL or an exception under
Section 401(c) of ERISA is then available for the
continued holding of Certificates, if the assets of
the general account constitute Plan Assets, it will
dispose of the Certificates prior to the date which is
18 months after the 401(c) Regulations become final.
Very truly yours,
By:
Name:
Title:
<PAGE>
EXHIBIT K
FORM OF TRANSFEROR REPRESENTATION LETTER
, 19
Residential Funding Mortgage
Securities I, Inc.
8400 Normandale Lake Boulevard
Suite 600
Minneapolis, MN 55437
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Mortgage Pass-Through Certificates,
Series 1996-S23, [Class B-]
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 1996-S23, Class (the "Certificates"),
issued pursuant to the Pooling and Servicing Agreement (the
"Pooling and Servicing Agreement"), dated as of November 1, 1996
among Residential Funding Mortgage Securities I, Inc., as seller
(the "Company"), Residential Funding Corporation, as master
servicer, and Bankers Trust Company, 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:
<PAGE>
EXHIBIT L
[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 November 1, 1996 among Residential
Funding Corporation as Master Servicer, Residential Funding
Mortgage Securities I, Inc. as depositor pursuant to Section 5.02
of the Agreement and Bankers Trust Company, 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 represents that either (a) or (b)
is satisfied, as marked below: :
a. is not any 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"), a Person acting, directly or indirectly, on behalf
of any such plan or any Person acquiring such Certificates
with "plan assets" of a Plan within the meaning of the
Department of Labor regulation promulgated at 29 C.F.R.
2510.3-101; or
b. will provide the Trustee, the Company and
the Master Servicer with either: (i) an opinion of counsel,
satisfactory to the Trustee, the Company and the Master
Servicer, to the effect that the purchase and holding of a
Certificate by or on behalf of the Buyer is permissible
under applicable law, will not constitute or result in a
prohibited transaction under Section 406 of ERISA or Section
4975 of the Code (or comparable provisions of any subsequent
enactments) and will not subject the Trustee, the Company or
the Master Servicer 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, which opinion of counsel shall not be
an expense of the Trustee, the Company or the Master
Servicer; or (ii) in lieu of such opinion of counsel, a
certification in the form of Exhibit J-2 to the Pooling and
Servicing Agreement.
* To be inserted when Prohibited Transaction Exemption 94-29,
the individual exemption granted to RFC by the Department of
Labor, will not exempt a transaction from the application of
the prohibited transaction provisions of ERISA and the Code.
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:
<PAGE>
ANNEX 1 TO EXHIBIT L
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:
<PAGE>
ANNEX 2 TO EXHIBIT L
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
participations, (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:
<PAGE>
EXHIBIT M
[TEXT OF AMENDMENT TO POOLING AND SERVICING
AGREEMENT PURSUANT TO SECTION 12.01(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
Section 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 (subject to the provisions of Section 10.01(f) as if the
Company was substituted for the Master Servicer solely for the
purposes of such provision) 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) either REMIC I or REMIC II
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 12.01 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 (subject to the provisions of Section 10.01(f) as
if the Company was substituted for the Master Servicer solely for
the purposes of such provision), 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) either REMIC I
or REMIC II 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.<PAGE>
EXHIBIT N
[FORM OF LIMITED GUARANTY]
LIMITED GUARANTY
RESIDENTIAL FUNDING MORTGAGE SECURITIES I, INC.
Mortgage Pass-Through Certificates
Series 1996-S23
, 199__
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
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 12.01 of the Pooling and Servicing
Agreement dated as of November 1, 1996 (the "Servicing
Agreement"), among Residential Funding Mortgage Securities I, Inc.
(the "Company"), Residential Funding and Bankers Trust Company
(the "Trustee") as amended by Amendment No. ___ thereto, dated as
of ________, with respect to the Mortgage Pass-Through
Certificates, Series 1996-S23 (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 12.01 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:
BANKERS TRUST COMPANY,
as Trustee
By:
Name:
Title:
RESIDENTIAL FUNDING MORTGAGE
SECURITIES I, INC.
By:
Name:
Title: <PAGE>
EXHIBIT O
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
Bankers Trust Company
3 Park Plaza, 16th Floor
Irvine, CA 92714
Attention: Residential Funding Corporation Series 1996-S23
Re: Mortgage Pass-Through Certificates, Series
1996-S23 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 November 1, 1996 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:
<PAGE>
EXHIBIT P
SCHEDULE OF DISCOUNT FRACTIONS
Schedule of Discount Fractions
PRINCIPAL NET MORTGAGE DISCOUNT PO
LOAN # BALANCE RATE FRACTION BALANCE
1529440 353,041.02 6.345 18.1290322581% 64,002.92
1534313 337,184.30 6.795 12.3225806452% 41,549.81
1528098 268,278.90 6.970 10.0645161290% 27,000.97
1535769 300,000.00 7.045 9.0967741935% 27,290.32
1523748 207,481.26 7.095 8.4516129032% 17,535.51
1535813 425,734.39 7.170 7.4838709677% 31,861.41
1535824 317,311.82 7.170 7.4838709677% 23,747.21
1528976 215,839.69 7.220 6.8387096774% 14,760.65
1537082 485,038.46 7.220 6.8387096774% 33,170.37
1535440 152,855.24 7.295 5.8709677419% 8,974.08
1535795 366,198.06 7.295 5.8709677419% 21,499.37
1475001 365,258.97 7.345 5.2258064516% 19,087.73
1481292 257,112.54 7.345 5.2258064516% 13,436.20
1534071 249,405.38 7.345 5.2258064516% 13,033.44
1534276 284,280.79 7.345 5.2258064516% 14,855.96
1534339 117,256.26 7.345 5.2258064516% 6,127.59
1537338 367,693.68 7.345 5.2258064516% 19,214.96
1525241 187,633.90 7.420 4.2580645161% 7,989.57
1526583 264,456.93 7.420 4.2580645161% 11,260.75
1526587 425,709.96 7.420 4.2580645161% 18,127.00
1527387 307,064.54 7.420 4.2580645161% 13,075.01
1532781 307,782.62 7.420 4.2580645161% 13,105.58
1534589 589,563.91 7.420 4.2580645161% 25,104.01
1535828 634,288.72 7.420 4.2580645161% 27,008.42
1536119 284,000.00 7.420 4.2580645161% 12,092.90
1520025 134,911.88 7.470 3.6129032258% 4,874.24
1526704 206,706.86 7.470 3.6129032258% 7,468.12
1526706 206,706.86 7.470 3.6129032258% 7,468.12
1528872 328,181.47 7.470 3.6129032258% 11,856.88
1531854 164,733.65 7.470 3.6129032258% 5,951.67
1532268 300,000.00 7.470 3.6129032258% 10,838.71
1532282 131,107.40 7.470 3.6129032258% 4,736.78
1534269 649,541.24 7.470 3.6129032258% 23,467.30
1535387 108,000.00 7.470 3.6129032258% 3,901.94
1536440 304,000.00 7.470 3.6129032258% 10,983.23
1536470 232,000.00 7.470 3.6129032258% 8,381.94
1524545 152,855.62 7.545 2.6451612903% 4,043.28
1524553 94,601.21 7.545 2.6451612903% 2,502.35
1526678 349,516.67 7.545 2.6451612903% 9,245.28
1526680 399,447.63 7.545 2.6451612903% 10,566.03
1527937 271,624.39 7.545 2.6451612903% 7,184.90
1528507 246,658.90 7.545 2.6451612903% 6,524.53
1529824 219,696.19 7.545 2.6451612903% 5,811.32
1531225 500,000.00 7.545 2.6451612903% 13,225.81
1534365 249,827.95 7.545 2.6451612903% 6,608.35
1534505 224,689.29 7.545 2.6451612903% 5,943.39
1534517 413,428.31 7.545 2.6451612903% 10,935.85
1534533 332,570.96 7.545 2.6451612903% 8,797.04
1535438 71,301.40 7.545 2.6451612903% 1,886.04
1537296 424,200.00 7.545 2.6451612903% 11,220.77
1521569 199,623.96 7.595 2.0000000000% 3,992.48
1523241 1,200,415.27 7.595 2.0000000000% 24,008.31
1523948 311,569.15 7.595 2.0000000000% 6,231.38
1523954 344,523.58 7.595 2.0000000000% 6,890.47
1524239 150,192.32 7.595 2.0000000000% 3,003.85
1526700 147,795.63 7.595 2.0000000000% 2,955.91
1527249 150,296.50 7.595 2.0000000000% 3,005.93
1527358 299,793.54 7.595 2.0000000000% 5,995.87
1528518 137,405.37 7.595 2.0000000000% 2,748.11
1529794 312,000.00 7.595 2.0000000000% 6,240.00
1530325 148,697.60 7.595 2.0000000000% 2,973.95
1530668 342,064.42 7.595 2.0000000000% 6,841.29
1531932 206,857.55 7.595 2.0000000000% 4,137.15
1532302 206,857.55 7.595 2.0000000000% 4,137.15
1534235 496,657.96 7.595 2.0000000000% 9,933.16
1534277 508,197.26 7.595 2.0000000000% 10,163.95
1534278 236,473.01 7.595 2.0000000000% 4,729.46
1535912 205,950.00 7.595 2.0000000000% 4,119.00
1536081 285,000.00 7.595 2.0000000000% 5,700.00
1536131 234,676.97 7.595 2.0000000000% 4,693.54
1538560 525,000.00 7.595 2.0000000000% 10,500.00
1526677 237,679.55 7.670 1.0322580645% 2,453.47
1528665 600,000.00 7.670 1.0322580645% 6,193.55
1530697 238,079.00 7.670 1.0322580645% 2,457.59
1531461 649,563.86 7.670 1.0322580645% 6,705.18
1531940 238,240.03 7.670 1.0322580645% 2,459.25
1532353 267,639.16 7.670 1.0322580645% 2,762.73
1532597 249,832.26 7.670 1.0322580645% 2,578.91
1533213 274,815.47 7.670 1.0322580645% 2,836.80
1534700 301,797.36 7.670 1.0322580645% 3,115.33
1535071 199,560.00 7.670 1.0322580645% 2,059.97
1535158 299,798.71 7.670 1.0322580645% 3,094.70
1535539 247,166.75 7.670 1.0322580645% 2,551.40
1536630 333,750.00 7.670 1.0322580645% 3,445.16
1462302 253,598.83 7.720 0.3870967742% 981.67
1523268 288,017.06 7.720 0.3870967742% 1,114.90
1523292 217,558.24 7.720 0.3870967742% 842.16
1525257 215,855.06 7.720 0.3870967742% 835.57
1530609 299,798.70 7.720 0.3870967742% 1,160.51
1531651 206,861.11 7.720 0.3870967742% 800.75
1531853 162,291.04 7.720 0.3870967742% 628.22
1531862 126,727.52 7.720 0.3870967742% 490.56
1531899 363,006.27 7.720 0.3870967742% 1,405.19
1532639 151,200.00 7.720 0.3870967742% 585.29
1533689 370,000.00 7.720 0.3870967742% 1,432.26
1533911 445,000.00 7.720 0.3870967742% 1,722.58
1533934 400,000.00 7.720 0.3870967742% 1,548.39
1534104 271,633.77 7.720 0.3870967742% 1,051.49
1534129 308,334.28 7.720 0.3870967742% 1,193.55
1534157 274,629.71 7.720 0.3870967742% 1,063.08
1534169 274,829.45 7.720 0.3870967742% 1,063.86
1534172 275,129.04 7.720 0.3870967742% 1,065.02
1534198 251,161.37 7.720 0.3870967742% 972.24
1534282 95,000.00 7.720 0.3870967742% 367.74
1535879 210,800.00 7.720 0.3870967742% 816.00
1536165 274,629.71 7.720 0.3870967742% 1,063.08
1536786 248,000.00 7.720 0.3870967742% 960.00
1536897 242,800.00 7.720 0.3870967742% 939.87
1537098 260,000.00 7.720 0.3870967742% 1,006.45
1537247 320,250.00 7.720 0.3870967742% 1,239.68
$32,381,860.17 2.8763038947% $931,400.71<PAGE>
