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 30, 1998
GE CAPITAL MORTGAGE SERVICES, INC.
(as Seller and Servicer under the Pooling and
Servicing Agreement, dated as of November 1, 1998,
providing for the issuance of REMIC Multi-Class
Pass-Through Certificates, Series 1998-24)
GE Capital Mortgage Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 33-5042 21-0627285
----------------------------------------------------------
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
Three Executive Campus
Cherry Hill, New Jersey 08002
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (609) 661-6100
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
General.
On November 30, 1998, GE Capital Mortgage Services, Inc.
("GECMSI") offered to investors certain classes of its REMIC
Multi-Class Pass-Through Certificates, Series 1998-24 (the
"Certificates") evidencing beneficial ownership interests in a
trust fund (the "Trust Fund"). The assets of the Trust Fund
consist primarily of a pool ("Pool 1998-24") of conventional,
one- to four-family residential loans (the "Mortgage Loans").
Capitalized terms used herein and not otherwise defined shall
have the meanings assigned to them in the Prospectus dated
October 22, 1998 as supplemented by the Prospectus Supplement
dated November 24, 1998.
The original principal balance of each Class of the Certificates
is as follows:
Class A1 $173,097,900.00
Class A2 $21,409,000.00
Class A3 $86,016,000.00
Class A4 $2,165,133.00
Class A5 $35,246,000.00
Class A6 $2,138,907.00
Class A7 $3,409,939.00
Class A8 $6,819,878.00
Class A9 $2,048,316.00
Class A10 $6,352,356.00
Class B1 $2,820,000.00
Class B2 $1,410,000.00
Class B3 $1,409,000.00
Class B4 $705,000.00
Class B5 $881,999.77
Class M $6,520,000.00
Class PO $11,995.23
Class R $100.00
----------------
Total : $352,461,524.00
The initial Junior Percentage and initial Senior Percentage for
Pool 1998-24 are approximately 3.90% and 96.10%, respectively.
The "Bankruptcy Loss Amount," the "Fraud Loss Amount" and the
"Special Hazard Loss Amount" for Pool 1998-24 as of the initial
issuance of the Certificates are $104,024.00, $3,524,615.00 and
$3,524,635.00, respectively, representing approximately .0300%,
1.0000%, and 1.0000%, respectively, of the aggregate Scheduled
Principal Balances of the Mortgage Loans as of November 1, 1998
(the "Cut-off Date").
2
<PAGE>
Description of the Mortgage Pool and the Mortgaged Properties
Pool 1998-24
Pool 1998-24 consists primarily of fixed-rate, fully-amortizing
conventional Mortgage Loans evidenced by Mortgage Notes which
have original maturities of 20 to 30 years and an aggregate
outstanding Scheduled Principal Balance as of the Cut-off Date,
after deducting payments of principal due on or before such date
and prepayments of principal received before such date, of
$352,461,524.00.
The interest rates (the "Mortgage Rates") borne by the 1087
Mortgage Loans conveyed by GECMSI to Pool 1998-24 range from
6.3750% to 8.7500% and the weighted average Mortgage Rate as of
the Cut-off Date is 7.3133% per annum (all weighted averages in
this filing are weighted by aggregate outstanding Scheduled
Principal Balance as of the Cut-off Date). At origination, the
principal balances of the Mortgage Loans in Pool 1998-24 ranged
from $75,000.00 to $750,000.00, and, as of the Cut-off Date, the
average outstanding Scheduled Principal Balance of the Mortgage
Loans in Pool 1998-24 is $324,251.63, after application of
principal payments due on or before the Cut-off Date and
prepayments of principal received before such date. The earliest
origination date of any Mortgage Loan in Pool 1998-24 is March
1996, and the latest scheduled maturity date of any such Mortgage
Loan is November 2028. The weighted average loan-to-value ratio
of the Mortgage Loans as of the Cutoff Date in Pool 1998-24 is
72.5907%.
3
<PAGE>
The Mortgage Loans in Pool 1998-24 have the following
characteristics as of the Cut-off Date.
a) The following table sets forth information, as of the Cut-off
Date, with respect to the Mortgage Rates borne by the Mortgage
Loans in Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
MORTGAGE # OF AS OF AGGREGATE
RATES LOANS CUT-OFF DATE BALANCE
-------- ----- ------------ ---------
6.3750% 1 $308,913.62 0.0876%
6.5000% 3 $776,339.83 0.2203%
6.6250% 5 $1,245,148.22 0.3533%
6.7500% 16 $4,965,899.98 1.4089%
6.8750% 29 $8,753,017.38 2.4834%
7.0000% 84 $28,357,137.03 8.0455%
7.1250% 138 $42,041,661.90 11.9280%
7.2500% 270 $88,760,503.71 25.1831%
7.3750% 227 $76,639,262.63 21.7440%
7.5000% 196 $63,903,900.99 18.1307%
7.6250% 77 $23,842,034.83 6.7644%
7.7500% 24 $7,186,440.51 2.0389%
7.8750% 12 $3,997,948.62 1.1343%
8.0000% 4 $1,437,764.72 0.4079%
8.7500% 1 $245,550.03 0.0697%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
4
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b) The following table sets forth information, as of the Cut-off
Date, with respect to the original principal balances of the
Mortgage Loans in Pool 1998-24 :
AGGREGATE % OF
BALANCES POOL BY
ORIGINAL # OF AS OF AGGREGATE
BALANCES LOANS CUT-OFF DATE BALANCE
-------- ----- ------------ ---------
$ 0 - 227,150 66 $10,161,094.20 2.8829%
$227,151 - 250,000 104 $25,150,664.47 7.1357%
$250,001 - 300,000 397 $108,856,005.74 30.8844%
$300,001 - 350,000 211 $68,312,210.43 19.3815%
$350,001 - 400,000 115 $43,193,034.43 12.2547%
$400,001 - 450,000 64 $27,282,041.02 7.7404%
$450,001 - 600,000 106 $54,070,003.81 15.3407%
$600,001 - 650,000 21 $13,307,371.76 3.7756%
$650,001 - 1,000,000 + 3 $2,129,098.14 0.6041%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
The largest outstanding Scheduled Principal Balance of any
Mortgage Loan, as of the Cut-off Date, in Pool 1998-24 is
$748,277.40.
The smallest outstanding Scheduled Principal Balance of any
Mortgage Loan, as of the Cut-off Date, in Pool 1998-24 is
$74,885.51.
c) The following table sets forth information, as of the Cut-off
Date, with respect to the years of origination of the Mortgage
Loans in Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
YEAR OF # OF AS OF AGGREGATE
ORIGINATION LOANS CUT-OFF DATE BALANCE
----------- ----- ------------ ---------
1996 2 $781,635.23 0.2218%
1997 2 $524,191.27 0.1487%
1998 1,083 $351,155,697.50 99.6295%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
5
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d) The following table sets forth information, as of the Cut-off
Date, with respect to the loan-to-value ratios of the Mortgage
Loans at origination in Pool 1998-24:
LOAN- AGGREGATE % OF
TO-VALUE BALANCES POOL BY
RATIO AT # OF AS OF AGGREGATE
ORIGINATION LOANS CUT-OFF DATE BALANCE
----------- ----- ------------ ---------
00.000 - 50.00 55 $17,681,504.46 5.0166%
50.001 - 60.00 84 $30,183,128.29 8.5635%
60.001 - 70.00 177 $61,853,862.25 17.5491%
70.001 - 75.00 203 $69,372,319.15 19.6823%
75.001 - 80.00 468 $146,189,919.93 41.4769%
80.001 - 85.00 15 $4,196,223.65 1.1905%
85.001 - 90.00 48 $14,014,015.62 3.9760%
90.001 - 95.00 37 $8,970,550.65 2.5451%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
e) The following table sets forth information, as of the Cut-off
Date, with respect to the type of Mortgaged Properties
securing the Mortgage Loans in Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
TYPE OF # OF AS OF AGGREGATE
DWELLING LOANS CUT-OFF DATE BALANCE
- -------- ----- ------------ ---------
Single-family
detatched 1,037 $337,920,072.41 95.8743%
Single-family
attached 13 $3,303,725.93 0.9373%
Condominium 24 $7,027,353.53 1.9938%
2 - 4 Family Units 13 $4,210,372.13 1.1946%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
f) The following table sets forth information, as of the Cut-off
Date, with respect to the occupancy status of the Mortgaged
Properties securing the Mortgage Loans as represented by the
mortgagors at origination in Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
# OF AS OF AGGREGATE
OCCUPANCY LOANS CUT-OFF DATE BALANCE
- --------- ----- ------------ ---------
Owner Occupied 1,069 $346,765,135.36 98.3838%
Vacation 9 $3,048,812.20 0.8650%
Investment 9 $2,647,576.44 0.7512%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
6
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g) The following table sets forth information, as of the Cut-off
Date, with respect to the geographic distribution of the
Mortgaged Properties securing the Mortgage Loans in Pool
1998-24:
AGGREGATE % OF
BALANCES POOL BY
# OF AS OF AGGREGATE
STATE LOANS CUT-OFF DATE BALANCE
- ----- ----- ------------ ---------
Alabama 7 $2,428,171.21 0.6889%
Arizona 36 $11,922,128.70 3.3825%
Arkansas 1 $585,813.72 0.1662%
California 412 $141,727,130.18 40.2106%
Colorado 53 $16,822,818.53 4.7730%
Connecticut 14 $4,587,294.19 1.3015%
Delaware 1 $510,000.00 0.1447%
District Of Columbia 5 $1,399,752.66 0.3971%
Florida 20 $7,147,784.55 2.0280%
Georgia 26 $8,821,620.47 2.5029%
Hawaii 5 $2,119,003.01 0.6012%
Illinois 74 $24,405,612.89 6.9243%
Indiana 4 $1,078,048.20 0.3059%
Iowa 1 $269,597.99 0.0765%
Kansas 1 $249,598.97 0.0708%
Kentucky 3 $727,097.05 0.2063%
Louisiana 3 $863,859.20 0.2451%
Maine 2 $594,270.39 0.1686%
Maryland 43 $13,125,249.72 3.7239%
Massachusetts 80 $24,548,762.24 6.9649%
Michigan 10 $2,746,727.49 0.7793%
Minnesota 22 $6,722,855.49 1.9074%
Mississippi 2 $632,019.58 0.1793%
Missouri 4 $1,242,362.63 0.3525%
Montana 1 $284,124.54 0.0806%
Nevada 1 $261,086.57 0.0741%
New Hampshire 1 $153,233.30 0.0435%
New Jersey 14 $3,917,938.52 1.1116%
New Mexico 5 $1,176,974.09 0.3339%
New York 23 $7,648,213.66 2.1699%
North Carolina 11 $2,991,797.99 0.8488%
North Dakota 1 $279,561.82 0.0793%
Ohio 17 $5,514,034.03 1.5644%
Oklahoma 3 $1,197,639.58 0.3398%
Oregon 16 $4,813,426.71 1.3657%
Pennsylvania 10 $3,312,501.52 0.9398%
Rhode Island 1 $277,783.12 0.0788%
Tennessee 3 $978,006.28 0.2775%
Texas 36 $9,686,981.42 2.7484%
Utah 7 $2,132,921.14 0.6052%
Virginia 50 $13,930,308.68 3.9523%
Washington 42 $12,865,536.42 3.6502%
Wisconsin 16 $5,761,875.55 1.6348%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
7
<PAGE>
h) The following table sets forth information, as of the Cut-off
Date, with respect to the maturity dates of the Mortgage Loans
in Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
YEAR OF # OF AS OF AGGREGATE
MATURITY LOANS CUT-OFF DATE BALANCE
-------- ----- ------------ ---------
2018 3 $838,393.90 0.2379%
2026 3 $1,060,879.53 0.3010%
2027 4 $1,190,760.94 0.3378%
2028 1,077 $349,371,489.63 99.1233%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
The weighted average scheduled remaining term to maturity of the
Mortgage Loans in Pool 1998-24 calculated as of the Cut-off Date
is 358 months.
i) The following table sets forth information, as of the Cut-off
Date, with respect to the purpose of the Mortgage Loans in
Pool 1998-24:
AGGREGATE % OF
BALANCES POOL BY
PURPOSE # OF AS OF AGGREGATE
OF LOAN LOANS CUT-OFF DATE BALANCE
- ------- ----- ------------ ---------
Purchase 433 $132,805,208.57 37.6793%
Rate Term/Refinance 567 $188,813,988.80 53.5701%
Cash-out Refinance 87 $30,842,326.63 8.7506%
----- --------------- ---------
Total 1,087 $352,461,524.00 100.0000%
8
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS
AND EXHIBITS.
1.1 The Underwriting Agreement, dated as of June 22, 1995,
and the related Terms Agreement, dated as of November
24, 1998, for certain of the Series 1998-24 Certificates
between GE Capital Mortgage Services, Inc. and Credit
Suisse First Boston Corporation
1.2 The Underwriting Agreement, dated as of May 22, 1996,
and the related Terms Agreement, dated as of November
24, 1998, for certain of the Series 1998-24 Certificates
between GE Capital Mortgage Services, Inc. and Lehman
Brothers Inc.
4.1 The Pooling and Servicing Agreement for the Series
1998-24 Certificates, dated as of November 1, 1998,
between GE Capital Mortgage Services, Inc., as seller
and servicer, and State Street Bank and Trust Company,
as trustee.
9
<PAGE>
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.
GE Capital Mortgage Services, Inc.
By: /s/ Syed W. Ali
----------------------------
Name: Syed W. Ali
Title: Vice President
Dated as of November 30, 1998
10
<PAGE>
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.
GE Capital Mortgage Services, Inc.
By:
----------------------------
Name: Syed W. Ali
Title: Vice President
Dated as of November 30, 1998
11
<PAGE>
EXHIBIT INDEX
The exhibits are being filed herewith:
- -----------------------------------------------------------------
EXHIBIT NO. DESCRIPTION PAGE
- -----------------------------------------------------------------
1.1 The Underwriting Agreement, dated as
of June 22, 1995, and the related Terms
Agreement, dated as of November 24,
1998, for certain of the Series 1998-24
Certificates between GE Capital
Mortgage Services, Inc. and Credit
Suisse First Boston Corporation.
1.2 The Underwriting Agreement, dated as
of May 22, 1996, and the related Terms
Agreement, dated as of November 24,
1998, for certain of the Series 1998-24
Certificates between GE Capital
Mortgage Services, Inc. and Lehman
Brothers Inc.
4.1 The Pooling and Servicing Agreement
for the Series 1998-24 Certificates, dated
as of November 1, 1998, between GE
Capital Mortgage Services, Inc., as seller
and servicer, and State Street Bank and
Trust Company, as trustee.
- -----------------------------------------------------------------
12
EXECUTION
GE CAPITAL MORTGAGE SERVICES, INC.
PASS-THROUGH CERTIFICATES
(Issuable in Series)
UNDERWRITING AGREEMENT
CS First Boston Corporation New York, New York
55 East 52nd Street June 22, 1995
New York, New York 10055
Ladies and Gentlemen:
GE Capital Mortgage Services, Inc., a corporation
organized and existing under the laws of the State of New Jersey
(the "Company"), may offer for sale to you (the "Underwriter")
from time to time its Pass-Through Certificates evidencing
interests in pools of mortgage loans (the "Certificates"). The
Certificates may be issued in various series, and within each
series, in one or more classes, in one or more offerings on terms
determined at the time of sale (each such series, a "Series" and
each such class, a "Class"). Each Series of the Certificates will
be issued under a separate Pooling and Servicing Agreement (each,
a "Pooling and Servicing Agreement") to be dated as of the
respective cut-off date (each, a "Cut-off Date") between the
Company, as seller and servicer, and State Street Bank and Trust
Company, as trustee (the "Trustee"). Capitalized terms used but
not defined herein shall have the meanings given to them in the
related Pooling and Servicing Agreement.
The Certificates issued under each Pooling and
Servicing Agreement will represent the entire beneficial
ownership interest in a trust fund (the "Trust Fund") established
by such Pooling and Servicing Agreement. The assets of each Trust
Fund will consist primarily of a pool of conventional,
<PAGE>
fixed rate, first lien, fully amortizing, one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
original terms to maturity specified in the related Terms
Agreement referred to hereinbelow. If so specified in the related
Terms Agreement, one or more elections may be made to treat the
assets of each Trust Fund as a real estate mortgage investment
conduit (each, a "REMIC") for federal income tax purposes.
Whenever the Company determines to make an offering of
Certificates (each, a "Certificate Offering") pursuant to this
Agreement through you, it will enter into an agreement with you
(the "Terms Agreement") providing for the sale of specified
Classes of Offered Certificates (as defined below) to, and the
purchase and public offering thereof by, you. Each such
Certificate Offering which the Company elects to make pursuant to
this Agreement shall be governed by this Agreement, as
supplemented by the related Terms Agreement. Each Terms
Agreement, which shall be substantially in the form of Exhibit A
hereto, shall specify, among other things, the Classes of
Certificates to be purchased by the Underwriter (the "Offered
Certificates"), the principal balance or balances of the Offered
Certificates, each subject to any stated variance, and the price
or prices at which such Offered Certificates are to be purchased
by the Underwriter from the Company.
1. Representations and Warranties. (a) The Company
represents and warrants to and agrees with the Underwriter, as of
the date of the related Terms Agreement, that:
(i) The registration statement specified
in the related Terms Agreement, on Form S-3, including
a prospectus, has been filed with the Securities and
Exchange Commission (the "Commission") for the
registration under the Securities Act of 1933, as
amended (the "Act"), of pass-through certificates
issuable in series, which registration statement has
been declared effective by the Commission. Such
registration statement, as amended to the date of the
related Terms Agreement, including any documents
incorporated by reference therein pursuant to Item 12
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<PAGE>
of Form S-3 under the Act which were filed under the
Securities Exchange Act of 1934, as amended (the
"Exchange Act"), on or before the effective date of
the Registration Statement, is hereinafter called the
"Registration Statement," and such prospectus, as such
prospectus is supplemented by a prospectus supplement
relating to the Offered Certificates of the related
Series, each in the form first filed after the date of
the related Terms Agreement pursuant to Rule 424(b)
under the Act, including any documents incorporated by
reference therein pursuant to Item 12 of Form S-3
under the Act which were filed under the Exchange Act
on or before the date of such Prospectus Supplement
(other than any such incorporated documents that
relate to Collateral Term Sheets (as defined
herein))(such prospectus supplement, including such
incorporated documents (other than those that relate
to Collateral Term Sheets), in the form first filed
after the date of the related Terms Agreement pursuant
to Rule 424(b) is hereinafter called the "Prospectus
Supplement"), is hereinafter called the "Prospectus".
Any reference herein to the terms "amend," "amendment"
or "supplement" with respect to the Registration
Statement, the Prospectus or the Prospectus Supplement
shall be deemed to refer to and include the filing of
any document under the Exchange Act after the
effective date of the Registration Statement or the
issue date of the Prospectus or Prospectus Supplement,
as the case may be, deemed to be incorporated therein
by reference pursuant to Item 12 of Form S-3 under the
Act.
(ii) The related Registration Statement,
at the time it became effective, and the prospectus
contained therein, and any amendments thereof and
supplements thereto filed prior to the date of the
related Terms Agreement, conformed in all material
respects to the requirements of the Act and the rules
and regulations of the Commission thereunder; on the
date of the related Terms Agreement and on each
Closing Date (as defined in Section 3 below), the
related Registration Statement and the related
Prospectus, and
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<PAGE>
any amendments thereof and supplements thereto, will
conform in all material respects to the requirements
of the Act and the rules and regulations of the
Commission thereunder; such Registration Statement, at
the time it became effective, did not contain any
untrue statement of a material fact or omit to state a
material fact required to be stated therein or
necessary to make the statements therein not
misleading; such Prospectus, on the date of any filing
pursuant to Rule 424(b) and on each Closing Date, will
not include any untrue statement of a material fact or
omit to state a material fact necessary to make the
statements therein, in the light of the circumstances
under which they are made, not misleading; and the
Detailed Description referred to in such Prospectus,
on each Closing Date and the date of any filing
thereof under cover of Form 8-K, will not include any
untrue statement of a material fact or omit to state
any information which such Prospectus states will be
included in such Detailed Description; provided,
however, that the Company makes no representations or
warranties as to the information contained in or
omitted from (A) such Registration Statement or such
Prospectus (or any supplement thereto) in reliance
upon and in conformity with written information
furnished to the Company by or on behalf of the
Underwriter specifically for use in the preparation
thereof or (B) any Current Report (as defined in
Section 5(b) below), or in any amendment thereof or
supplement thereto, incorporated by reference in such
Registration Statement or such Prospectus (or any
amendment thereof or supplement thereto).
(iii) The Certificates of the related
Series will conform to the description thereof
contained in the related Prospectus; will each, if
rated at the time of issuance in one of the two
highest rating categories by a nationally recognized
statistical rating organization, be when issued a
"mortgage related security" as such term is defined in
Section 3(a)(41) of the Exchange Act, and will each on
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<PAGE>
the related Closing Date be duly and validly
authorized, and, when validly executed, countersigned,
issued and delivered in accordance with the related
Pooling and Servicing Agreement and sold to you as
provided herein and in the related Terms Agreement,
will each be validly issued and outstanding and
entitled to the benefits of the related Pooling and
Servicing Agreement.
(iv) Neither the issuance nor sale of the
Certificates of the related Series nor the
consummation of any other of the transactions herein
contemplated, nor the fulfillment of the terms hereof
or of the related Terms Agreement, will conflict with
any statute, order or regulation applicable to the
Company of any court, regulatory body, administrative
agency or governmental body having jurisdiction over
the Company or with any organizational document of the
Company or any instrument or any agreement under which
the Company is bound or to which it is a party.
(v) This Agreement and the related Terms
Agreement have been duly authorized, executed and
delivered by the Company.
(vi) At or prior to the related Closing
Date, the Company will have entered into the related
Pooling and Servicing Agreement and, assuming the due
authorization, execution and delivery thereof by the
Trustee, such Pooling and Servicing Agreement (on such
Closing Date) will constitute the valid and binding
agreement of the Company enforceable in accordance
with its terms, subject as to enforceability, to
bankruptcy, insolvency, reorganization or other
similar laws affecting creditors' rights and to
general principles of equity (regardless of whether
the enforceability of such Pooling and Servicing
Agreement is considered in a proceeding in equity or
at law).
2. Purchase and Sale. Subject to the execution of
the Terms Agreement for a particular Certificate Offering and
-5-
<PAGE>
subject to the terms and conditions and in reliance upon the
representations and warranties set forth in this Agreement and
such Terms Agreement, the Company agrees to sell to the
Underwriter, and the Underwriter agrees to purchase from the
Company, all, but not less than all, of the related Offered
Certificates at the purchase price therefor set forth in such
Terms Agreement (the "Purchase Price").
The parties hereto agree that settlement for all
securities sold pursuant to this Agreement shall take place on
the terms set forth herein and not as set forth in Rule 15c6-1(a)
of the Exchange Act.
3. Delivery and Payment. Delivery of and payment for
the Offered Certificates of a Series shall be made at the offices
of Cleary, Gottlieb, Steen & Hamilton, New York, New York, at
10:00 A.M., New York City time, on the Closing Date specified in
the related Terms Agreement, which date and time may be postponed
by agreement between the Underwriter and the Company (such date
and time being herein called the "Closing Date"). Delivery of
such Offered Certificates shall be made to the Underwriter
against payment by the Underwriter of the Purchase Price thereof
to or upon the order of the Company by wire transfer in federal
or other immediately available funds or by check payable in
federal funds, as the Company shall specify no later than five
full business days prior to such Closing Date. Unless delivery is
made through the facilities of The Depository Trust Company, the
Offered Certificates shall be registered in such names and in
such authorized denominations as the Underwriter may request not
less than two full business days in advance of each Closing Date.
The Company agrees to notify the Underwriter at least
two business days before each Closing Date of the exact principal
balance evidenced by the Offered Certificates and to have such
Offered Certificates available for inspection, checking and
packaging in New York, New York, no later than 12:00 noon on the
business day prior to such Closing Date.
4. Offering by the Underwriter. It is understood
that the Underwriter proposes to offer the Offered Certificates
-6-
<PAGE>
of the related Series for sale to the public as set forth in the
related Prospectus.
5. Agreements. The Company agrees with the
Underwriter that:
(a) The Company will cause the Prospectus as
supplemented by a Prospectus Supplement relating to the
Offered Certificates to be filed pursuant to Rule 424 under
the Act and will promptly advise the Underwriter when such
Prospectus as so supplemented has been so filed, and prior
to the termination of the Certificate Offering to which
such Prospectus relates also will promptly advise the
Underwriter (i) when any amendment to the related
Registration Statement specifically relating to such
Offered Certificates shall have become effective or any
further supplement to such Prospectus has been filed, (ii)
of any request by the Commission for any amendment of such
Registration Statement or Prospectus or for any additional
information, (iii) of the issuance by the Commission of any
stop order suspending the effectiveness of such
Registration Statement or the institution or threatening of
any proceeding for that purpose and (iv) of the receipt by
the Company of any written notification with respect to the
suspension of the qualification of such Offered
Certificates for sale in any jurisdiction or the initiation
or threatening of any proceeding for such purpose. The
Company will not file any amendment of the related
Registration Statement or supplement to the related
Prospectus (other than any amendment or supplement
specifically relating to one or more Series of pass-through
certificates other than the Series that includes the
related Offered Certificates) unless the Company has
furnished the Underwriter with a copy for its review prior
to filing. The Company will use its best efforts to prevent
the issuance of any such stop order and, if issued, to
obtain as soon as possible the withdrawal thereof.
(b) The Company will cause any Computational
Materials and any Structural Term Sheets (each as defined
in Section 8 below) with respect to the Offered
Certificates of
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<PAGE>
a Series that are delivered by the Underwriter to the
Company pursuant to Section 8 to be filed with the
Commission on a Current Report on Form 8-K (a "Current
Report") pursuant to Rule 13a-11 under the Exchange Act on
the business day immediately following the later of (i) the
day on which such Computational Materials and Structural
Term Sheets are delivered to counsel for the Company by the
Underwriter prior to 10:30 a.m. and (ii) the date on which
this Agreement is executed and delivered. The Company will
cause one Collateral Term Sheet (as defined in Section 9
below) with respect to the Offered Certificates of a Series
that is delivered by the Underwriter to the Company in
accordance with the provisions of Section 9 to be filed
with the Commission on a Current Report pursuant to Rule
13a-11 under the Exchange Act on the business day
immediately following the day on which such Collateral Term
Sheet is delivered to counsel for the Company by the
Underwriter prior to 10:30 a.m. In addition, if at any time
prior to the availability of the related Prospectus
Supplement the Underwriter has delivered to any prospective
investor a Collateral Term Sheet that reflects, in the
reasonable judgment of the Underwriter and the Company, a
material change in the characteristics of the Mortgage
Loans for the related Series from those on which a
Collateral Term Sheet with respect to the related Series
previously filed with the Commission was based, the Company
will cause any such Collateral Term Sheet that is delivered
by the Underwriter to the Company in accordance with the
provisions of Section 9 to be filed with the Commission on
a Current Report on the business day immediately following
the day on which such Collateral Term Sheet is delivered to
counsel for the Company by the Underwriter prior to 10:30
a.m. In each case, the Company will promptly advise the
Underwriter when such Current Report has been so filed.
Each such Current Report shall be incorporated by reference
in the related Prospectus and the related Registration
Statement. Notwithstanding the five preceding sentences,
the Company shall have no obligation to file any materials
provided by the Underwriter pursuant to Sections 8 and 9
which, in the reasonable determination of the Company after
making reasonable efforts to consult with the Underwriter,
are not
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<PAGE>
required to be filed pursuant to the Kidder Letters or the
PSA Letter (each as defined in Section 8 below), or which
contain erroneous information or contain any untrue
statement of a material fact or, when read in conjunction
with the Prospectus and Prospectus Supplement, omit to
state a material fact required to be stated therein or
necessary to make the statements therein not misleading; it
being understood, however, that the Company shall have no
obligation to review or pass upon the accuracy or adequacy
of, or to correct, any Computational Materials, Structural
Term Sheets or Collateral Term Sheets provided by the
Underwriter to the Company pursuant to Section 8 or Section
9 hereof.
(c) If, at any time when a prospectus relating to
the Offered Certificates of a Series is required to be
delivered under the Act, any event occurs as a result of
which the related Prospectus as then amended or
supplemented would include any untrue statement of a
material fact or omit to state any material fact necessary
to make the statements therein in light of the
circumstances under which they were made not misleading, or
if it shall be necessary at any time to amend or supplement
the related Prospectus to comply with the Act or the rules
thereunder, the Company promptly will prepare and file with
the Commission, subject to paragraph (a) of this Section 5,
an amendment or supplement which will correct such
statement or omission or an amendment which will effect
such compliance; provided, however, that the Company will
not be required to file any such amendment or supplement
with respect to any Computational Materials, Structural
Term Sheets or Collateral Term Sheets incorporated by
reference in the Prospectus other than any amendments or
supplements of such Computational Materials or Structural
Term Sheets that are furnished to the Company by the
Underwriter pursuant to Section 8(d) hereof or any
amendments or supplements of such Collateral Term Sheets
that are furnished to the Company by the Underwriter
pursuant to Section 9(d) hereof which the Company
determines to file in accordance therewith.
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<PAGE>
(d) The Company will furnish to the Underwriter
and counsel for the Underwriter, without charge, as many
signed copies of the related Registration Statement
(including exhibits thereto) and, so long as delivery of a
prospectus by the Underwriter or dealer may be required by
the Act, as many copies of the related Prospectus and any
supplements thereto (other than exhibits to the related
Current Report) as the Underwriter may reasonably request.
(e) The Company will furnish such information,
execute such instruments and take such actions as may be
reasonably requested by the Underwriter to qualify the
Offered Certificates of a Series for sale under the laws of
such jurisdictions as the Underwriter may designate, to
maintain such qualifications in effect so long as required
for the distribution of such Offered Certificates and to
determine the legality of such Offered Certificates for
purchase by institutional investors; provided, however,
that the Company shall not be required to qualify to do
business in any jurisdiction where it is not qualified on
the date of the related Terms Agreement or to take any
action which would subject it to general or unlimited
service of process in any jurisdiction in which it is not,
on the date of the related Terms Agreement, subject to such
service of process.
(f) So long as the Offered Certificates of a
Series are outstanding, the Company will furnish to the
Underwriter copies of the annual independent public
accountants' servicing report furnished to the Trustee
pursuant to Section 3.13 of the related Pooling and
Servicing Agreement.
(g) Whether or not the transactions contemplated
hereby and by the related Terms Agreement shall be
consummated, the Company shall be responsible for the
payment of any costs and expenses for which details are
submitted, in connection with the performance of its
obligations under this Agreement and the related Terms
Agreement, including, without limitation, (a) the cost and
expenses of printing or otherwise reproducing the related
Registration Statement or Prospectus, this Agreement, the
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<PAGE>
related Terms Agreement, the related Pooling and Servicing
Agreement and the Offered Certificates, and (b) the cost of
delivering the related Offered Certificates to the office
of the Underwriter, insured to the satisfaction of the
Underwriter (it being understood that, except as provided
in this paragraph (g) and in Section 7 hereof, the
Underwriter will pay all its own costs and expenses,
including the fees of Brown & Wood, counsel for the
Underwriter, transfer taxes on resale of any Offered
Certificates by it, advertising expenses connected with any
offers that it may make, the fees of KPMG Peat Marwick with
respect to its letters furnished pursuant to Section 6(i)
of the Agreement and any letter furnished pursuant to the
last sentence of Section 6(h) hereof and any other costs
and expenses specified in the related Terms Agreement as
"Additional Expenses").
6. Conditions to the Obligations of the Underwriter.
The obligations of the Underwriter to purchase the Offered
Certificates of any Series shall be subject to the accuracy in
all material respects of the representations and warranties on
the part of the Company contained in this Agreement, as
supplemented by the related Terms Agreement, as of the respective
dates thereof and the related Closing Date, to the accuracy of
the statements of the Company made in any applicable officers'
certificates pursuant to the provisions hereof, to the
performance by the Company of its obligations under this
Agreement and such Terms Agreement and to the following
additional conditions applicable to the related Certificate
Offering:
(a) No stop order suspending the effectiveness of
the related Registration Statement shall have been issued
and no proceedings for that purpose shall have been
instituted or threatened.
(b) Cleary, Gottlieb, Steen & Hamilton, counsel
for the Company, shall have furnished to the Underwriter an
opinion, dated the related Closing Date, to the effect
that:
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<PAGE>
(i) this Agreement and the related
Terms Agreement have been duly executed and delivered
by the Company under the law of the State of New York;
(ii) the related Pooling and Servicing
Agreement has been duly executed and delivered by the
Company under the law of the State of New York and is
a legal, valid and binding agreement of the Company
enforceable against the Company in accordance with its
terms;
(iii) the Offered Certificates, when duly
executed and countersigned by the Trustee in
accordance with the related Pooling and Servicing
Agreement, will be validly issued and outstanding and
entitled to the benefits of such Pooling and Servicing
Agreement;
(iv) the related Pooling and Servicing
Agreement is not required to be qualified under the
Trust Indenture Act of 1939, as amended, and the trust
created thereunder is not required to be registered
under the Investment Company Act of 1940, as amended;
(v) such counsel confirms that (based
solely upon telephonic confirmation from a
representative of the Commission) the related
Registration Statement is effective under the Act and,
to the best of such counsel's knowledge, no stop order
with respect thereto has been issued, and no
proceeding for that purpose has been instituted or
threatened, by the Commission; such Registration
Statement (except the financial statements and
schedules and other financial and statistical data
included therein and the documents incorporated by
reference therein, as to which such counsel need
express no view), at the time it became effective and
the related Prospectus (except the financial
statements and schedules and the other financial and
statistical data included therein, the documents
incorporated by reference therein and the information
included in the second sentence of the antepenultimate
paragraph, the first sentence of the
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<PAGE>
penultimate paragraph, and the last paragraph of the
cover page of such Prospectus Supplement and in the
second and fourth sentences of the first paragraph
under the heading "Plan of Distribution" therein, as
to which such counsel need express no view), as of the
date of the Prospectus Supplement, appeared on their
face to be appropriately responsive in all material
respects to the requirements of the Act and the rules
and regulations thereunder; and no information has
come to the attention of such counsel that causes it
to believe that (A) such Registration Statement
(except the financial statements and schedules and the
other financial and statistical data included therein
and the documents incorporated by reference therein,
as to which such counsel need express no view) at the
time it became effective, contained an untrue
statement of a material fact or omitted to state a
material fact required to be stated therein or
necessary to make the statements therein not
misleading or (B) such Prospectus or any amendment or
supplement thereto (except the financial statements
and schedules and statistical data included therein,
the documents incorporated by reference therein and
the information included in the second sentence of the
antepenultimate paragraph, the first sentence of the
penultimate paragraph, and the last paragraph of the
cover page of such Prospectus Supplement and in the
second and fourth sentences of the first paragraph
under the heading "Plan of Distribution" therein, as
to which such counsel need express no view), as of the
date of the Prospectus Supplement or at the related
Closing Date, contained or contains an untrue
statement of a material fact or omitted or omits to
state a material fact necessary in order to make the
statements therein, in the light of the circumstances
under which they were made, not misleading;
(vi) the statements set forth under the
heading "Description of the Certificates" in the
related Prospectus, insofar as such statements purport
to summarize certain provisions of the related Pooling
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<PAGE>
and Servicing Agreement and the related Offered
Certificates, provide a fair summary of such
provisions;
(vii) the statements set forth in the
related Prospectus under the headings "Certain Legal
Aspects of the Mortgage Loans and Contracts -- The
Mortgage Loans", "Certain Federal Income Tax
Consequences" (insofar as they relate specifically to
the purchase, ownership and disposition of the related
Offered Certificates) and "ERISA Considerations"
(insofar as they relate specifically to the purchase,
ownership and disposition of such Offered
Certificates), to the extent that they constitute
matters of law or legal conclusions, provide a fair
summary of such law or conclusions;
(viii) assuming compliance with all
provisions of the related Pooling and Servicing
Agreement, for federal income tax purposes, (A) if any
election is made to treat the assets of the Trust Fund
as a REMIC: the related Trust Fund (and any specified
subgrouping therein) will qualify as a REMIC pursuant
to Section 860D of the Internal Revenue Code of 1986,
as amended (the "Code"), each Class of Certificates of
the related Series, other than the related Residual
Class or Classes, will constitute a class of "regular
interests" in the related REMIC within the meaning of
the Code, and each Class of such Certificates
specified in the related Prospectus as a Class of
Residual Certificates will constitute the "residual
interest" in the related REMIC within the meaning of
the Code; (B) if no such REMIC election is made: the
Trust Fund will be treated as a "grantor trust"; and
(ix) assuming that some or all of the
Offered Certificates of the related Series shall be
rated at the time of issuance in one of the two
highest rating categories by a nationally recognized
statistical rating organization, each Offered
Certificate so rated will be at the time of issuance,
a
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<PAGE>
"mortgage related security" as such term is defined in
Section 3(a)(41) of the Exchange Act.
Such opinion may express its reliance as to factual matters
on the representations and warranties made by, and on
certificates or other documents furnished by, officers of
the parties to this Agreement, the related Terms Agreement
or the related Pooling and Servicing Agreement. Such
opinion may assume the due authorization, execution and
delivery of the instruments and documents referred to
therein by the parties thereto other than the Company. Such
opinion may be qualified, insofar as it concerns the
enforceability of the documents referred to therein, to the
extent that such enforceability may be limited by
bankruptcy, insolvency, reorganization or other similar
laws affecting the enforcement of creditors' rights in
general and by general equity principles (regardless of
whether such enforcement is considered in a proceeding in
equity or at law). Such opinion may be further qualified as
expressing no opinion as to (x) the statements in the
related Prospectus under the heading "Certain Legal Aspects
of the Mortgage Loans and Contracts -- The Mortgage Loans"
except insofar as such statements relate to the laws of the
State of New York and the laws of the United States, and
(y) the statements in such Prospectus under the headings
"ERISA Considerations" and "Certain Federal Income Tax
Consequences" except insofar as such statements relate to
the laws of the United States. In addition, such opinion
may be qualified as an opinion only on the law of the State
of New York and the federal law of the United States of
America.
(c) The General Counsel for the Company shall
have furnished to the Underwriter an opinion, dated the
related Closing Date, to the effect that:
(i) The Company has been duly
incorporated and is validly existing as a corporation
in good standing under the laws of the State of New
Jersey, with corporate power to own its properties, to
conduct its business as described in the related
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<PAGE>
Prospectus and to enter into and perform its
obligations under this Agreement, the related Terms
Agreement, the related Pooling and Servicing Agreement
and the Certificates of the related Series;
(ii) The Company has full power and
authority to sell and service the related Mortgage
Loans as contemplated herein and in the related
Pooling and Servicing Agreement;
(iii) No consent, approval, authorization
or order of any court or governmental agency or body
is required for the consummation by the Company of the
transactions contemplated herein or in the related
Pooling and Servicing Agreement, except such as may be
required under the blue sky laws of any jurisdiction
and such other approvals as have been obtained;
(iv) Neither the issuance of the
Certificates of the related Series nor delivery of the
related Offered Certificates, nor the consummation of
any other of the transactions contemplated in this
Agreement, the related Terms Agreement or the related
Pooling and Servicing Agreement, nor the fulfillment
of the terms of the related Certificates, the related
Pooling and Servicing Agreement, this Agreement or the
related Terms Agreement will conflict with or violate
any term or provision of the articles of incorporation
or by-laws of the Company or any statute, order or
regulation applicable to the Company of any court,
regulatory body, administrative agency or governmental
body having jurisdiction over the Company and will not
conflict with, result in a breach or violation or the
acceleration of or constitute a default under the
terms of any indenture or other agreement or
instrument known to such counsel to which the Company
is a party or by which it is bound; and
(v) There are no actions, proceedings
or investigations pending or, to the best knowledge of
such counsel, threatened before any court, admini-
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<PAGE>
strative agency or other tribunal (i) asserting the
invalidity of this Agreement, the related Terms
Agreement, the related Pooling and Servicing Agreement
or the related Certificates, (ii) seeking to prevent
the issuance of the Certificates of the related Series
or the consummation by the Company of any of the
transactions contemplated by this Agreement, such
Terms Agreement or such Pooling and Servicing
Agreement, or (iii) which might materially and
adversely affect the performance by the Company of its
obligations under, or the validity or enforceability
of, this Agreement, such Terms Agreement, such Pooling
and Servicing Agreement or the related Certificates.
In rendering her opinion such counsel may rely as to
matters of fact, to the extent deemed proper and as stated
therein, on certificates of responsible officers of the
Company or public officials. In addition, such opinion may
be qualified as an opinion only on the laws of the State of
New Jersey.
(d) The Underwriter shall have received from
Brown & Wood, counsel for the Underwriter, such opinion or
opinions, dated the related Closing Date, with respect to
the issuance and sale of the Certificates of the related
Series, the related Registration Statement, the related
Prospectus and such other related matters as the
Underwriter may reasonably require, and the Company shall
have furnished to such counsel such documents as the
Underwriter may reasonably request for the purpose of
enabling them to pass upon such matters.
(e) The Company shall have furnished to the
Underwriter a certificate of the Company, signed by the
President or any Vice President and the Senior Vice
President-Finance or the principal financial or accounting
officer of the Company, dated the related Closing Date, to
the effect that the signers of such certificate have
carefully examined the related Registration Statement
(excluding any Current Reports and any other documents
incorporated by reference therein), the related Prospectus,
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<PAGE>
the Detailed Description referred to in such Prospectus
(excluding any related Current Report), this Agreement and
the related Terms Agreement and that:
(i) the representations and warranties of
the Company in this Agreement are true and correct in
all material respects on and as of the related Closing
Date with the same effect as if made on such Closing
Date, and the Company has complied with all the
agreements and satisfied all the conditions on its
part to be performed or satisfied at or prior to such
Closing Date;
(ii) no stop order suspending the
effectiveness of such Registration Statement has been
issued and no proceedings for that purpose have been
instituted or, to their knowledge, threatened; and
(iii) nothing has come to their attention
that would lead them to believe that such Registration
Statement (excluding any Current Report) contains any
untrue statement of a material fact or omits to state
any material fact required to be stated therein or
necessary to make the statements therein not
misleading, that the related Prospectus (excluding any
related Current Report) contains any untrue statement
of a material fact or omits to state a material fact
required to be stated therein or necessary to make the
statements therein, in the light of the circumstances
under which they were made, not misleading, or that
the Detailed Description referred to in such
Prospectus includes any untrue statement of a material
fact or omits to state any information which the
Prospectus states will be included in such Detailed
Description.
(f) Peabody & Arnold, counsel for the Trustee,
shall have furnished to the Underwriter an opinion, dated
the related Closing Date, to the effect that:
(i) the Trustee has been duly
incorporated and is validly existing as a corporation
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<PAGE>
in good standing under the laws of the Commonwealth of
Massachusetts with corporate power to own its
properties and conduct its business as presently
conducted by it, to conduct business as a trustee and
to enter into and perform its obligations under the
related Pooling and Servicing Agreement;
(ii) the related Pooling and Servicing
Agreement has been duly authorized, executed and
delivered by the Trustee and constitutes the legal,
valid and binding agreement of the Trustee enforceable
against the Trustee in accordance with its terms,
subject to bankruptcy, insolvency, fraudulent
conveyance, reorganization or other similar laws
affecting the enforcement of creditors' rights
generally and to judicial discretion, and general
principles of equity (regardless of whether
enforcement is sought in a proceeding in equity or at
law);
(iii) the Trustee has duly accepted its
appointment as trustee under the related Pooling and
Servicing Agreement;
(iv) no consent, approval, authorization
or order of any Massachusetts or federal court or
government agency or body is required on the part of
the Trustee for the consummation of the transactions
contemplated in the related Pooling and Servicing
Agreement, except such as may be required under any
federal or state securities law; and
(v) the performance on the part of the
Trustee of any of the transactions contemplated in the
related Pooling and Servicing Agreement does not
conflict with or result in a breach or violation of
any term or provision of, or constitute a default
under, the Articles of Organization, as amended, or
By-Laws of the Trustee, or any Massachusetts or
federal statute or regulation applicable to the
Trustee, or to such counsel's knowledge, any indenture
or other agreement or instrument to which the Trustee
is a party or by
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<PAGE>
which it is bound, or, to such counsel's knowledge,
any order of any state or federal court, regulatory
body, administrative agency or governmental body
having jurisdiction over the Trustee.
In addition, such counsel shall furnish to the Underwriter
such opinions as to the treatment of the Trust Fund for
purposes of Massachusetts tax law as are reasonably
satisfactory to the Underwriter.
(g) KPMG Peat Marwick shall have furnished to the
Underwriter a letter, dated as of the date of the related
Terms Agreement, in form and substance satisfactory to the
Underwriter, stating in effect that they have performed
certain specified procedures as a result of which they have
determined that such information as the Underwriter may
reasonably request of an accounting, financial or
statistical nature (which is limited to accounting,
financial or statistical information derived from the
general accounting records of the Company) set forth in the
related Prospectus Supplement under the caption
"Delinquency and Foreclosure Experience of the Company"
agrees with the accounting records of the Company,
excluding any questions of legal interpretation.
(h) KPMG Peat Marwick shall have furnished to the
Underwriter a letter, dated as of the related Closing Date,
in form and substance satisfactory to the Underwriter,
stating in effect that they have performed certain
specified procedures as a result of which they have
determined that such information as the Underwriter may
reasonably request of an accounting, financial or
statistical nature (which is limited to accounting,
financial or statistical information derived from the
general accounting records of the Company and which is
obtained from an analysis of a sample of the Mortgage Loans
included in the related pool) set forth in the related
Prospectus Supplement under the caption "Description of the
Mortgage Pool and the Mortgaged Properties" or "Description
of the Mortgage Pools and the Mortgaged Properties", as the
case may be, and in the Detailed Description relating to
such Prospectus Supplement
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<PAGE>
is mutually consistent and agrees with the accounting
records of the Company and, where applicable, the related
Mortgage Loan files of the Company, excluding any questions
of legal interpretation. In addition, if applicable, such
accountants shall have furnished to the Underwriter a
letter, dated as of the related Closing Date, which shall
include a statement or statements to the effect that based
upon the assumptions and methodology agreed to by the
Company (and which is consistent with the manner in which
any final PAC Balances, TAC Balances, Scheduled Balances,
Maximum and Minimum Scheduled Balances or any other
scheduled balances are to be calculated as set forth in the
related Prospectus), all of which shall be described by
reference in such letter, such accountants shall have
verified the mathematical accuracy of any final PAC
Balances Table, TAC Balances Table, Scheduled Balances
Table, Maximum or Minimum Scheduled Balances Table or other
scheduled balances table attached as an exhibit to the
related Pooling and Servicing Agreement.
(i) KPMG Peat Marwick shall have furnished to the
Underwriter and the Company a letter or letters, dated as
of the date of the related Terms Agreement, in form and
substance satisfactory to the Underwriter and the Company,
including, without limitation, statements, if applicable,
to the effect that:
(i) based upon the assumptions and
methodology set forth in the related Prospectus, all
of which shall be described by reference in such
letter, they recomputed the percentages of initial
principal balance outstanding as of each of the
Distribution Dates (as defined in such Prospectus)
indicated and the weighted average lives of each Class
of Offered Certificates at each of the indicated
percentages of the applicable Prepayment Assumption,
and they compared the recomputed percentages and
weighted average lives to the corresponding
percentages and weighted average lives set forth in
the related tables and found them to be in agreement;
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<PAGE>
(ii) based upon the assumptions and
methodology set forth in such Prospectus, all of
which shall be described by reference in such letter,
they have verified the mathematical accuracy of any
Scheduled Final Distribution Dates for the Offered
Certificates, PAC Balances, TAC Balances, Scheduled
Balances, Maximum and Minimum Scheduled Balances or
any other scheduled balances set forth in such
Prospectus for each indicated Distribution Date, and
have verified the mathematical accuracy of any initial
Effective Ranges of any PAC Certificates, Scheduled
Certificates or other scheduled Certificates set forth
in such Prospectus; and
(iii) based upon the assumptions and
methodology set forth in such Prospectus, all of which
shall be described by reference in such letter, they
have verified the mathematical accuracy of the pre-tax
yields to maturity and, if applicable, aggregate cash
flows of any Class of Certificates for which such
pre-tax yields and, if applicable, aggregate cash
flows are set forth in such Prospectus at the
indicated percentages of the Prepayment Assumption
and, if applicable, at the indicated values of COFI,
LIBOR or any other index, as applicable.
(j) The Offered Certificates of the related
Series shall have received the ratings specified in the
related Terms Agreement (the "Required Ratings").
(k) Prior to the related Closing Date, the
Company shall have furnished to the Underwriter such
further information, certificates and documents as the
Underwriter may reasonably request.
(l) If any Certificates of the related Series are
to be sold to any other underwriter and/or offered in
reliance upon an exemption from the registration
requirements of the Act, the sale at or prior to the
related Closing Date of such Certificates to the purchaser
thereof shall have occurred.
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<PAGE>
(m) Subsequent to the date of the related Terms
Agreement, there shall not have been any change, or any
development involving a prospective change, in or affecting
the business or properties of the Company which the
Underwriter concludes in its judgment, after consultation
with the Company, materially impairs the investment quality
of the Offered Certificates of the related Series so as to
make it impractical or inadvisable to proceed with the
public offering or the delivery of such Offered
Certificates as contemplated by the related Prospectus.
If any of the conditions specified in this Section 6
shall not have been fulfilled in all material respects with
respect to the particular Offered Certificates of a Series when
and as provided in this Agreement and the related Terms
Agreement, or if any of the opinions and certificates mentioned
above or elsewhere in this Agreement and the related Terms
Agreement shall not be in all material respects reasonably
satisfactory in form and substance to the Underwriter and its
counsel, this Agreement (with respect to the related Offered
Certificates) and the related Terms Agreement and all obligations
of the Underwriter hereunder (with respect to the related Offered
Certificates) and thereunder may be canceled at, or at any time
prior to, the related Closing Date by the Underwriter. Notice of
such cancellation shall be given to the Company in writing, or by
telephone or telegraph confirmed in writing.
7. Indemnification and Contribution. (a) The Company
agrees to indemnify and hold harmless the Underwriter and each
person who controls the Underwriter within the meaning of the Act
or the Exchange Act against any and all losses, claims, damages
or liabilities, joint or several, to which they or any of them
may become subject under the Act, the Exchange Act, or other
Federal or state statutory law or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
any untrue statement or alleged untrue statement of a material
fact contained in the Registration Statement relating to the
Offered Certificates of the applicable Series as it became
effective or in any amendment or supplement thereof, or in such
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<PAGE>
Registration Statement or the related Prospectus, or in any
amendment thereof, or in the Detailed Description referred to in
such Prospectus or arise out of or are based upon the omission or
alleged omission (in the case of any Computational Materials and
ABS Term Sheets in respect of which the Company agrees to
indemnify the Underwriter, as set forth below, when such are read
in conjunction with the related Prospectus and Prospectus
Supplement) to state therein a material fact required to be
stated therein or necessary to make the statements therein not
misleading, and agrees to reimburse each such indemnified party
for any legal or other expenses reasonably incurred by them in
connection with investigating or defending any such loss, claim,
damage, liability or action; provided, however, that (i) the
Company will not be liable in any such case to the extent that
any such loss, claim, damage or liability arises out of or is
based upon any such untrue statement or alleged untrue statement
or omission or alleged omission made therein (A) in reliance upon
and in conformity with written information furnished to the
Company as herein stated by or on behalf of the Underwriter
specifically for use in connection with the preparation thereof
or (B) in any Current Report or any amendment or supplement
thereof, except to the extent that any untrue statement or
alleged untrue statement therein or omission therefrom results
(or is alleged to have resulted) directly from an error (a
"Mortgage Pool Error") in the information concerning the
characteristics of the Mortgage Loans furnished by the Company to
the Underwriter in writing or by electronic transmission that was
used in the preparation of either (x) any Computational Materials
or ABS Term Sheets (as defined in Section 9 below) (or amendments
or supplements thereof) included in such Current Report (or
amendment or supplement thereof) or (y) any written or electronic
materials furnished to prospective investors on which the
Computational Materials (or amendments or supplements) were
based, (ii) such indemnity with respect to any Corrected
Statement (as defined below) in such Prospectus (or supplement
thereto) shall not inure to the benefit of the Underwriter (or
any person controlling the Underwriter) from whom the person
asserting any loss, claim, damage or liability purchased the
Certificates of the related Series that are the subject thereof
if such person did not receive a copy of a supplement to such
Prospectus at or prior to the confirmation of the sale of such
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<PAGE>
Certificates and the untrue statement or omission of a material
fact contained in such Prospectus (or supplement thereto) was
corrected (a "Corrected Statement") in such other supplement and
such supplement was furnished by the Company to the Underwriter
prior to the delivery of such confirmation, and (iii) such
indemnity with respect to any Mortgage Pool Error shall not inure
to the benefit of the Underwriter (or any person controlling the
Underwriter) from whom the person asserting any loss, claim,
damage or liability received any Computational Materials or ABS
Term Sheets (or any written or electronic materials on which the
Computational Materials are based) that were prepared on the
basis of such Mortgage Pool Error, if, prior to the time of
confirmation of the sale of the applicable Certificates to such
person, the Company notified the Underwriter in writing of the
Mortgage Pool Error or provided in written or electronic form
information superseding or correcting such Mortgage Pool Error
(in any such case, a "Corrected Mortgage Pool Error"), and the
Underwriter failed to notify such person thereof or to deliver to
such person corrected Computational Materials (or underlying
written or electronic materials) or ABS Term Sheets. This
indemnity agreement will be in addition to any liability which
the Company may otherwise have.
(b) The Underwriter agrees to indemnify and hold
harmless the Company, each of its directors, each of its officers
who signs the Registration Statement relating to the Offered
Certificates of the applicable Series, and each person who
controls the Company within the meaning of the Act or the
Exchange Act to the same extent as the foregoing indemnities from
the Company to the Underwriter, but only with reference to (A)
written information furnished to the Company by or on behalf of
the Underwriter specifically for use in the preparation of the
documents referred to in the foregoing indemnity with respect to
the related Series, or (B) any Computational Materials or ABS
Term Sheets (or amendments or supplements thereof) furnished to
the Company by the Underwriter pursuant to Section 8 and
incorporated by reference in such Registration Statement or the
related Prospectus or any amendment or supplement thereof (except
that no such indemnity shall be available for any losses, claims,
damages or liabilities, or actions in respect thereof, resulting
from any Mortgage Pool Error, other than a Corrected Mortgage
-25-
<PAGE>
Pool Error). This indemnity agreement will be in addition to any
liability which the Underwriter may otherwise have. The Company
acknowledges that the statements set forth in the second sentence
of the ante-penultimate paragraph, the first sentence of the
penultimate paragraph, and in the last paragraph appearing on the
cover page of the related Prospectus Supplement as such
statements relate to such Offered Certificates and the second
sentence of the first paragraph under the heading "Plan of
Distribution" in such Prospectus Supplement as such statements
relate to such Offered Certificates constitute the only
information furnished in writing by or on behalf of the
Underwriter for inclusion in the related Prospectus (other than
any Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) furnished to the Company by the
Underwriter), and the Underwriter confirms that such statements
are correct.
(c) Promptly after receipt by an indemnified party
under Section 7 of notice of the commencement of any action, such
indemnified party will, if a claim in respect thereof is to be
made against the indemnifying party under this Section 7, notify
the indemnifying party in writing of the commencement thereof;
but the omission so to notify the indemnifying party will not
relieve it from any liability which it may have to any
indemnified party otherwise than under this Section 7. In case
any such action is brought against any indemnified party, and it
notifies the indemnifying party of the commencement thereof, the
indemnifying party will be entitled to participate therein, and
to the extent that it may elect by written notice delivered to
the indemnified party promptly after receiving the aforesaid
notice from such indemnified party, to assume the defense
thereof, with counsel satisfactory to such indemnified party;
provided, however, that if the defendants in any such action
include both the indemnified party and the indemnifying party and
the indemnified party shall have reasonably concluded that there
may be legal defenses available to it and/or other indemnified
parties which are different from or additional to those available
to the indemnifying party, the indemnified party or parties shall
have the right to select separate counsel to assert such legal
defenses and to otherwise participate in the defense of such
action on behalf of such indemnified party or parties. Upon
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receipt of notice from the indemnifying party to such indemnified
party of its election so to assume the defense of such action and
approval by the indemnified party of counsel, the indemnifying
party will not be liable to such indemnified party under this
Section 7 for any legal or other expenses subsequently incurred
by such indemnified party in connection with the defense thereof
unless (i) the indemnified party shall have employed separate
counsel in connection with the assertion of legal defenses in
accordance with the proviso to the next preceding sentence (it
being understood, however, that the indemnifying party shall not
be liable for the expenses of more than one separate counsel
approved by the indemnified party in the case of subparagraph (a)
or (b), representing the indemnified parties under subparagraph
(a) or (b), who are parties to such action), (ii) the
indemnifying party shall not have employed counsel satisfactory
to the indemnified party to represent the indemnified party
within a reasonable time after notice of commencement of the
action or (iii) the indemnifying party has authorized the
employment of counsel for the indemnified party at the expense of
the indemnifying party; and except that, if clause (i) or (iii)
is applicable, such liability shall be only in respect of the
counsel referred to in such clause (i) or (iii).
(d) If the indemnification provided for in paragraph
(a) or (b) of this Section 7 is due in accordance with its terms
but is for any reason held by a court to be unavailable from the
Company or the Underwriter, on grounds of policy or otherwise, or
if the indemnified party failed to give notice under paragraph
(c) of this Section 7 in respect of a claim otherwise subject to
indemnification in accordance with paragraph (a) or (b) of this
Section 7, the Company and the Underwriter shall contribute to
the aggregate losses, claims, damages and liabilities (including
legal and other expenses reasonably incurred in connection with
investigating or defending same) to which the Company and the
Underwriter may be subject, as follows:
(i) in the case of any losses, claims, damages and
liabilities (or actions in respect thereof) which do not
arise out of or are not based upon any untrue statement or
omission of a material fact in any Computational Materials
or ABS Term Sheets (or any amendments or supplements
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<PAGE>
thereof), in such proportion so that the Underwriter is
responsible for that portion represented by the difference
between the proceeds to the Company in respect of the
Offered Certificates appearing on the cover page of the
Prospectus Supplement for the related Series and the total
proceeds received by the Underwriter from the sale of such
Offered Certificates (the "Underwriting Discount"), and the
Company is responsible for the balance; provided, however,
that in no case shall the Underwriter be responsible under
this subparagraph (i) for any amount in excess of such
Underwriting Discount applicable to the Offered
Certificates purchased by the Underwriter pursuant to this
Agreement and the related Terms Agreement; and
(ii) in the case of any losses, claims, damages and
liabilities (or actions in respect thereof) which arise out
of or are based upon any untrue statement or omission of a
material fact in any Computational Materials or ABS Term
Sheets (or any amendments or supplements thereof) or in any
written or electronic materials on which the Computational
Materials are based, in such proportion as is appropriate
to reflect the relative fault of the Company on the one
hand and the Underwriter on the other in connection with
the statements or omissions which resulted in such losses,
claims, damages or liabilities (or actions in respect
thereof) as well as any other relevant equitable
considerations. The relative fault shall be determined by
reference to, among other things, whether the untrue or
alleged untrue statement of a material fact or the omission
or alleged omission to state a material fact in such
Computational Materials or ABS Term Sheets (or any
amendments or supplements thereof or such written or
electronic materials) results from information prepared by
the Company on the one hand or the Underwriter on the other
and the parties' relative intent, knowledge, access to
information and opportunity to correct or prevent such
statement or omission.
Notwithstanding anything to the contrary in this Section 7(d), no
person guilty of fraudulent misrepresentation (within the meaning
of Section 11(f) of the Act) shall be entitled to contribution
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from any person who was not guilty of such fraudulent
misrepresentation. For purposes of this Section 7, each person
who controls the Underwriter within the meaning of either the Act
or the Exchange Act shall have the same rights to contribution as
the Underwriter, and each person who controls the Company within
the meaning of either the Act or the Exchange Act, each officer
of the Company who shall have signed the Registration Statement
and each director of the Company shall have the same rights to
contribution as the Company, subject in each case to the
immediately preceding sentence of this paragraph (d).
8. Computational Materials and Structural Term Sheets.
(a) Not later than 10:30 a.m., New York time, on the business day
before the date on which the Current Report relating to the
Offered Certificates of a Series is required to be filed by the
Company with the Commission pursuant to Section 5(b) hereof, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in such Offered Certificates which constitute (i)
"Computational Materials" within the meaning of the no-action
letter dated May 20, 1994 issued by the Division of Corporation
Finance of the Commission to Kidder, Peabody Acceptance
Corporation I, Kidder, Peabody & Co. Incorporated, and Kidder
Structured Asset Corporation and the no-action letter dated May
27, 1994 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (together, the
"Kidder Letters"), the filing of which material is a condition of
the relief granted in such letter (such materials being the
"Computational Materials") and (ii) "Structural Term Sheets"
within the meaning of the no-action letter dated February 17,
1995 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (the "PSA
Letter"), the filing of which material is a condition of the
relief granted in such letter (such materials being the
"Structural Term Sheets"). Each delivery of Computational
Materials and Structural Term Sheets to the Company pursuant to
this paragraph (a) shall be effected by delivering four copies of
such materials to counsel for the Company on behalf of the
Company at the address specified in Section 3 hereof and one copy
of such materials to the Company.
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(b) The Underwriter represents and warrants to and
agrees with the Company, as of the date of the related Terms
Agreement and as of the Closing Date, that:
(i) the Computational Materials furnished to the
Company pursuant to Section 8(a) constitute (either in
original, aggregated or consolidated form) all of the
materials furnished to prospective investors by the
Underwriter prior to the time of delivery thereof to
the Company that are required to be filed with the
Commission with respect to the related Offered
Certificates in accordance with the Kidder Letters,
and such Computational Materials comply with the
requirements of the Kidder Letters;
(ii) the Structural Term Sheets furnished to the
Company pursuant to Section 8(a) constitute all of the
materials furnished to prospective investors by the
Underwriter prior to the time of delivery thereof to
the Company that are required to be filed with the
Commission as "Structural Term Sheets" with respect to
the related Offered Certificates in accordance with
the PSA Letter, and such Structural Term Sheets comply
with the requirements of the PSA Letter;
(iii) on the date any such Computational Materials
or Structural Term Sheets with respect to such Offered
Certificates (or any written or electronic materials
furnished to prospective investors on which the
Computational Materials are based) were last furnished
to each prospective investor and on the date of
delivery thereof to the Company pursuant to Section
8(a) and on the related Closing Date, such
Computational Materials (or such other materials) or
Structural Term Sheets did not and will not include
any untrue statement of a material fact or, when read
in conjunction with the related Prospectus and
Prospectus Supplement, omit to state a material fact
required to be stated therein or necessary to make the
statements therein not misleading;
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<PAGE>
(iv) at the time any Computational
Materials or Structural Term Sheets (or any written or
electronic materials furnished to prospective
investors on which the Computational Materials or
Structural Term Sheets are based) with respect to such
Offered Certificates were furnished to a prospective
investor and on the date of the related Terms
Agreement, the Underwriter possessed, and on the date
of delivery of such materials to the Company pursuant
to this Section 8 and on the related Closing Date, the
Underwriter will possess, the capability, knowledge,
expertise, resources and systems of internal control
necessary to ensure that such Computational Materials
or Structural Term Sheets conform to the
representations and warranties of the Underwriter
contained in subparagraphs (i), (ii) and (iii) above
of this paragraph (b); and
(v) all Computational Materials or Structural
Term Sheets (or underlying materials distributed to
prospective investors on which the Computational
Materials or Structural Term Sheets were based)
contained and will contain a legend, prominently
displayed on the first page thereof, to the effect
that the Company has not prepared, reviewed or
participated in the preparation of such Computational
Materials or Structural Term Sheets, is not
responsible for the accuracy thereof and has not
authorized the dissemination thereof.
Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Computational
Materials or Structural Term Sheets (or any written or electronic
materials on which the Computational Materials are based)
included or will include any untrue statement resulting directly
from any Mortgage Pool Error (except any Corrected Mortgage Pool
Error, with respect to materials prepared after the receipt by
the Underwriter from the Company of notice of such Corrected
Mortgage Pool Error or materials superseding or correcting such
Corrected Mortgage Pool Error).
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<PAGE>
(c) The Underwriter acknowledges and agrees that the
Company has not authorized and will not authorize the
distribution of any Computational Materials (or any written or
electronic materials on which the Computational Materials are
based) or Structural Term Sheets to any prospective investor, and
agrees that any Computational Materials or Structural Term Sheets
with respect to any Series of Certificates furnished to
prospective investors from and after the date hereof shall
include a disclaimer in the form set forth in paragraph (b)(v)
above. The Underwriter agrees that it will not represent to
prospective investors that any Computational Materials or
Structural Term Sheets were prepared or disseminated on behalf of
the Company.
(d) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Computational Materials or
Structural Term Sheets provided by the Underwriter pursuant to
this Section 8 or the omission to state therein a material fact
required, when considered in conjunction with the related
Prospectus and Prospectus Supplement, to be stated therein or
necessary to make the statements therein, when read in
conjunction with the related Prospectus and Prospectus
Supplement, not misleading, or if it shall be necessary to amend
or supplement any Current Report relating to any Computational
Materials or Structural Term Sheets to comply with the Act or the
rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading. The Company shall have no
obligation to file such amendment or supplement if the Company
determines that (i) such amendment or supplement contains any
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<PAGE>
untrue statement of a material fact or, when read in conjunction
with the related Prospectus and Prospectus Supplement, omits to
state a material fact required to be stated therein or necessary
to make the statements therein not misleading; it being
understood, however, that the Company shall have no obligation to
review or pass upon the accuracy or adequacy of, or to correct,
any such amendment or supplement provided by the Underwriter to
the Company pursuant to this paragraph (e) or (ii) such filing is
not required under the Act.
9. Collateral Term Sheets. (a) Prior to the delivery
of any "Collateral Term Sheet" within the meaning of the PSA
Letter, the filing of which material is a condition of the relief
granted in such letter (such material being the "Collateral Term
Sheets"), to a prospective investor in any Offered Certificates,
the Underwriter shall, in order to facilitate the timely filing
of such material with the Commission, notify the Company and its
counsel by telephone of its intention to deliver such materials
and the approximate date on which the first such delivery of such
materials is expected to occur. Not later than 10:30 a.m., New
York time, on the business day immediately following the date on
which any Collateral Term Sheet was first delivered to a
prospective investor in such Offered Certificates, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in such Offered Certificates which constitute
"Collateral Term Sheets." Each delivery of a Collateral Term
Sheet to the Company pursuant to this paragraph (a) shall be
effected by delivering four copies of such materials to counsel
for the Company on behalf of the Company at the address specified
in Section 3 hereof and one copy of such materials to the
Company. (Collateral Term Sheets and Structural Term Sheets are,
together, referred to herein as "ABS Term Sheets.") At the time
of each such delivery, the Underwriter shall indicate in writing
that the materials being delivered constitute Collateral Term
Sheets, and, if there has been any prior such delivery with
respect to the related Series, shall indicate whether such
materials differ in any material respect from any Collateral Term
Sheets previously delivered to the Company with respect to such
Series pursuant to this Section 9(a)
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as a result of the occurrence of a material change in the
characteristics of the related Mortgage Loans.
(b) The Underwriter represents and warrants to and
agrees with the Company as of the date of the related Terms
Agreement and as of the Closing Date, that:
(i) The Collateral Term Sheets furnished to
the Company pursuant to Section 9(a) constitute all of the
materials furnished to prospective investors by the
Underwriter prior to time of delivery thereof to the
Company that are required to be filed with the Commission
as "Collateral Term Sheets" with respect to the related
Offered Certificates in accordance with the PSA Letter, and
such Collateral Term Sheets comply with the requirements of
the PSA Letter;
(ii) On the date any such Collateral Term
Sheets with respect to such Offered Certificates were last
furnished to each prospective investor and on the date of
delivery thereof to the Company pursuant to Section 9(a)
and on the related Closing Date, such Collateral Term
Sheets did not and will not include any untrue statement of
a material fact or, when read in conjunction with the
Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to
make the statements therein not misleading; and
(iii) the Underwriter has not represented to
any prospective investor that any Collateral Term Sheets
with respect to any Series were prepared or disseminated on
behalf of the Company, and, except as otherwise disclosed
by the Underwriter to the Company in writing prior to the
date hereof, all Collateral Term Sheets previously
furnished to prospective investors included a disclaimer to
the effect set forth in Section 8(c).
Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Collateral Term
Sheet included or will include any untrue statement or material
omission resulting directly from any Mortgage Pool Error (except
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any Corrected Mortgage Pool Error, with respect to materials
prepared after the receipt by the Underwriter from the Company of
notice of such Corrected Mortgage Pool Error or materials
superseding or correcting such Corrected Mortgage Pool Error).
(c) The Underwriter acknowledges and agrees that any
Collateral Term Sheets with respect to any Series of Certificates
furnished to prospective investors from and after the date hereof
shall include a disclaimer in form satisfactory to the Company to
the effect set forth in Section 8(c) hereof, and to the effect
that the information contained in such materials supersedes the
information contained in any prior Collateral Term Sheet with
respect to such Series of Offered Certificates and will be
superseded by the description of the related Mortgage Loans in
the related Prospectus Supplement and in the Detailed Description
relating to such Prospectus Supplement to be filed under cover of
Form 8-K. The Underwriter agrees that it will not represent to
prospective investors that any Collateral Term Sheets were
prepared or disseminated on behalf of the Company.
(d) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Collateral Term Sheets provided by
the Underwriter pursuant to this Section 9 or the omission to
state therein a material fact required, when considered in
conjunction with the related Prospectus and Prospectus
Supplement, to be stated therein or necessary to make the
statements therein, when read in conjunction with the related
Prospectus and Prospectus Supplement, not misleading, or if it
shall be necessary to amend or supplement any Current Report
relating to any Collateral Term Sheets to comply with the Act or
the rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
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the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading. The Company shall have no
obligation to file such amendment or supplement if the Company
determines that (i) such amendment or supplement contains any
untrue statement of a material fact or, when read in conjunction
with the related Prospectus and Prospectus Supplement, omits to
state a material fact required to be stated therein or necessary
to make the statements therein not misleading; it being
understood, however, that the Company shall have no obligation to
review or pass upon the accuracy or adequacy of, or to correct,
any such amendment or supplement provided by the Underwriter to
the Company pursuant to this paragraph (d) or (ii) such filing is
not required under the Act.
10. Termination. This Agreement (with respect to a
particular Certificate Offering) and the related Terms Agreement
shall be subject to termination in the absolute discretion of the
Underwriter, by notice given to the Company prior to delivery of
and payment for the related Offered Certificates, if prior to the
related Closing Date (i) trading in securities generally on the
New York Stock Exchange shall have been suspended or materially
limited, (ii) a general moratorium on commercial banking
activities in New York shall have been declared by either federal
or New York State authorities, or (iii) there shall have occurred
any outbreak or material escalation of hostilities or other
calamity or crisis the effect of which on the financial markets
of the United States is such as to make it, in the reasonable
judgment of the Underwriter, impracticable to market such Offered
Certificates.
11. Representations and Indemnities to Survive
Delivery. The agreements, representations, warranties,
indemnities and other statements of the Company or its officers
and of the Underwriter set forth in or made pursuant to this
Agreement and the related Terms Agreement will remain in full
force and effect, regardless of any investigation made by or on
behalf of the Underwriter or the Company or any of the officers,
directors or controlling persons referred to in Section 7 hereof,
and will survive delivery of and payment for the related Offered
Certificates. The provisions of Section 7 hereof shall survive
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the termination or cancellation of this Agreement and the related
Terms Agreement.
12. Successors. This Agreement and the related Terms
Agreement will inure to the benefit of and be binding upon the
parties hereto and thereto and their respective successors and
the officers, directors and controlling persons referred to in
Section 7 hereof, and their successors and assigns, and no other
person will have any right or obligation hereunder or thereunder.
No purchaser of any Offered Certificate from the Underwriter
shall be deemed a successor or assign by reason of such purchase.
13. APPLICABLE LAW. THIS AGREEMENT AND THE RELATED
TERMS AGREEMENT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS
MADE AND TO BE PERFORMED THEREIN.
14. Miscellaneous. This Agreement, as supplemented by
the related Terms Agreement, supersedes all prior and
contemporaneous agreements and understandings relating to the
subject matter hereof. This Agreement and the related Terms
Agreement or any term of each may not be changed, waived,
discharged or terminated except by an affirmative written
agreement made by the party against whom enforcement of the
change, waiver, discharge or termination is sought. The headings
in this Agreement and the related Terms Agreement are for
purposes of reference only and shall not limit or otherwise
affect the meaning hereof or thereof.
15. Notices. All communications hereunder will be in
writing and effective only on receipt, and, if sent to the
Underwriter, will be delivered to it at the address first above
written; or if sent to the Company, will be delivered to GE
Capital Mortgage Services, Inc., Three Executive Campus, Cherry
Hill, New Jersey 08002, Attention: General Counsel.
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If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Company and the Underwriter.
Very truly yours,
GE CAPITAL MORTGAGE SERVICES, INC.
By:_______________________________
Name:
Title:
The foregoing Agreement is
hereby confirmed and accepted
as of the date first above written.
CS FIRST BOSTON CORPORATION
By:________________________________
Name:
Title:
<PAGE>
EXHIBIT A
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
SERIES ____-__
TERMS AGREEMENT
(to Underwriting Agreement,
dated June 22, 1995
between the Company and the Underwriter)
GE Capital Mortgage Services, Inc. New York, New York
Three Executive Campus [Date]
Cherry Hill, NJ 08034
CS First Boston Corporation (the "Underwriter")
agrees, subject to the terms and provisions herein and of the
captioned Underwriting Agreement (the "Underwriting Agreement"),
to purchase such Classes of Series ____-__ Certificates specified
in Section 2(a) hereof (the "Offered Certificates"). This letter
supplements and modifies the Underwriting Agreement solely as it
relates to the purchase and sale of the Offered Certificates
described below. The Series ____-__ Certificates are registered
with the Securities and Exchange Commission by means of an
effective Registration Statement (No. 33-___). Capitalized terms
used and not defined herein have the meanings given them in the
Underwriting Agreement.
Section 1. The Mortgage Pool: The Series ____-__
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
following characteristics as of ________ __, ____ (the "Cut-off
Date"):
A-1
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(a) Aggregate Principal Amount of the Mortgage Pool:
$[ ] aggregate principal balance as of the Cut-off Date,
subject to [an upward or downward variance of up to [ ]%,
the precise aggregate principal balance to be determined by
the Company][a permitted variance such that the aggregate
Scheduled Principal Balance thereof will be not less than
$[ ] or greater than $[ ]].
(b) Original Terms to Maturity: The original term to
maturity of each Mortgage Loan included in the Mortgage Pool
shall be between ___ and ___ years.
Section 2. The Certificates: The Offered
Certificates shall be issued as follows:
(a) Classes: The Offered Certificates shall be issued
with the following Class designations, interest rates and
principal balances, subject in the aggregate to the
variance referred to in Section 1(a)[and, as to any
particular Class, to an upward or downward variance of up
to [ ]%]:
Principal Interest Class Purchase
Class Balance Rate Price Percentage
_____ _______ ____ ________________
(b) The Offered Certificates shall have such other
characteristics as described in the related Prospectus.
Section 3. Purchase Price: The Purchase Price for
each Class of the Offered Certificates shall be the Class
Purchase Price Percentage therefor (as set forth in Section 2(a)
above) of the initial Class Certificates Principal Balance
thereof plus accrued interest at the rate of [ ]% per annum
A-2
<PAGE>
from and including the Cut-off Date up to, but not including,
_________ __, ____ (the "Closing Date").
Section 4. Required Ratings: The Offered
Certificates shall have received Required Ratings of at least
[ ] from [ ].
Section 5. Tax Treatment: [One or more elections
will be made to treat the assets of the Trust Fund as a REMIC.]
[The Trust Fund will be treated as a "grantor trust" for federal
income tax purposes.]
[Section 6. Additional Expenses:]*
________
* to be inserted if applicable.
A-3
<PAGE>
If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersi\gned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.
Very truly yours,
CS FIRST BOSTON CORPORATION
By:________________________
Name:
Title:
The foregoing Agreement is
hereby confirmed and accepted
as of the date first above written.
GE CAPITAL MORTGAGE SERVICES, INC.
By:_______________________________
Name:
Title:
A-4
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
SERIES 1998-24
TERMS AGREEMENT
(to Underwriting Agreement
dated June 22, 1995,
between the Company and the Underwriter)
GE Capital Mortgage Services, Inc. New York, New York
Three Executive Campus November 24, 1998
Cherry Hill, NJ 08002
Credit Suisse First Boston Corporation (the
"Underwriter") agrees, subject to the terms and provisions herein
and of the captioned Underwriting Agreement (the "Underwriting
Agreement"), to purchase the Classes of Series 1998-24
Certificates specified in Section 2(a) hereof (the "Offered
Certificates"). This Terms Agreement supplements and modifies the
Underwriting Agreement solely as it relates to the purchase and
sale of the Offered Certificates described below. The Series
1998-24 Certificates are registered with the Securities and
Exchange Commission by means of an effective Registration
Statement (No. 333-51151). Capitalized terms used and not defined
herein have the meanings given them in the Underwriting
Agreement.
Section 1. The Mortgage Pool: The Series 1998-24
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing, first lien one- to
four-family residential mortgage loans (the "Mortgage Loans")
having the following characteristics as of November 1, 1998 (the
"Cut-off Date"):
(a) Aggregate Principal Amount of the Mortgage Pool:
$352,461,524.00 aggregate principal balance as of the
Cut-off Date, subject to a permitted variance such that the
aggregate original Certificate Principal Balance will be
not less than $332,500,000.00 or greater than
$367,500,000.00.
(b) Original Terms to Maturity: The original term to
maturity of substantially all of the Mortgage Loans
included in the Mortgage Pool shall be between 20 and 30
years.
Section 2. The Certificates: The Offered Certificates shall
be issued as follows:
(a) Classes: The Offered Certificates shall be issued
with the following Class designations, interest rates and
principal balances, subject in the aggregate to the
variance referred to in Section 1(a):
<PAGE>
Principal Interest Class Purchase
Class Balance Rate Price Percentage
----- ------- ---- ----------------
Class A1 $173,097,900.00 6.25% 98.93750%
Class A2 21,409,000.00 6.25 98.93750%
Class A3 86,016,000.00 6.25 98.93750%
Class A4 2,165,133.00 6.50 98.93750%
Class A5 35,246,000.00 6.25 98.93750%
Class A6 2,138,907.00 6.50 98.93750%
Class A7 3,409,939.00 6.75 98.93750%
Class A8 6,819,878.00 6.00 98.93750%
Class A9 2,048,316.00 6.50 98.93750%
Class A10 6,352,356.00 6.00 98.93750%
Class R 100.00 6.25 98.93750%
- ---------------------
(b) The Offered Certificates shall have such other
characteristics as described in the related Prospectus.
Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificate Principal Balance thereof plus
accrued interest at the initial interest rate per annum from and
including the Cut-off Date up to, but not including, November 30,
1998 (the "Closing Date").
Section 4. Required Ratings: The Offered Certificates shall
have received Required Ratings of "AAA" from each of Fitch IBCA,
Inc., and Standard & Poor's Ratings Services, a division of The
McGraw-Hill Companies, Inc.
Section 5. Tax Treatment: One or more elections will be
made to treat the assets of the Trust Fund as a REMIC.
Section 6. Rounding Account: On the Closing Date, the
Underwriter shall deliver to the Trustee by wire transfer or by
certified check an amount equal to $999.99 for deposit in the
Rounding Account (as such term is defined in the Prospectus
Supplement).
2
<PAGE>
If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.
Very truly yours,
CREDIT SUISSE FIRST BOSTON
CORPORATION
By:________________________
Name:
Title:
The foregoing Agreement is
hereby confirmed and accepted
as of the date hereof.
GE CAPITAL MORTGAGE SERVICES, INC.
By:______________________________
Name:
Title:
EXECUTION
GE CAPITAL MORTGAGE SERVICES, INC.
PASS-THROUGH CERTIFICATES
(Issuable in Series)
UNDERWRITING AGREEMENT
Lehman Brothers Inc. New York, New York
American Express Tower May 22, 1996
Three World Financial Center
New York, New York 10285
Ladies and Gentlemen:
GE Capital Mortgage Services, Inc., a corporation
organized and existing under the laws of the State of New Jersey
(the "Company"), may offer for sale to you (the "Underwriter")
from time to time its Pass-Through Certificates evidencing
interests in pools of mortgage loans (the "Certificates"). The
Certificates may be issued in various series, and within each
series, in one or more classes, in one or more offerings on terms
determined at the time of sale (each such series, a "Series" and
each such class, a "Class"). Each Series of the Certificates will
be issued under a separate Pooling and Servicing Agreement (each,
a "Pooling and Servicing Agreement") to be dated as of the
respective cut-off date (each, a "Cut-off Date") between the
Company, as seller and servicer, and State Street Bank and Trust
Company, as trustee (the "Trustee"). Capitalized terms used but
not defined herein shall have the meanings given to them in the
related Pooling and Servicing Agreement.
The Certificates issued under each Pooling and
Servicing Agreement will represent the entire beneficial
ownership interest in a trust fund (the "Trust Fund") established
by such Pooling and Servicing Agreement. The assets of each Trust
Fund will consist primarily of a pool of conventional, fixed
rate, first lien, fully amortizing, one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
original terms to maturity specified in the related Terms
Agreement referred to hereinbelow. If so specified in the related
Terms Agreement, one or more elections may be made to treat the
assets of each Trust Fund as a real estate mortgage investment
conduit (each, a "REMIC") for federal income tax purposes.
<PAGE>
Whenever the Company determines to make an offering of
Certificates (each, a "Certificate Offering") pursuant to this
Agreement through you, it will enter into an agreement with you
(the "Terms Agreement") providing for the sale of specified
Classes of Offered Certificates (as defined below) to, and the
purchase and public offering thereof by, you. Each such
Certificate Offering which the Company elects to make pursuant to
this Agreement shall be governed by this Agreement, as
supplemented by the related Terms Agreement. Each Terms
Agreement, which shall be substantially in the form of Exhibit A
hereto, shall specify, among other things, the Classes of
Certificates to be purchased by the Underwriter (the "Offered
Certificates"), the principal balance or balances of the Offered
Certificates, each subject to any stated variance, and the price
or prices at which such Offered Certificates are to be purchased
by the Underwriter from the Company.
1. Representations and Warranties. (a) The Company
represents and warrants to and agrees with the Underwriter, as of
the date of the related Terms Agreement, that:
(i) The registration statement specified
in the related Terms Agreement, on Form S-3, including
a prospectus, has been filed with the Securities and
Exchange Commission (the "Commission") for the
registration under the Securities Act of 1933, as
amended (the "Act"), of pass-through certificates
issuable in series, which registration statement has
been declared effective by the Commission. Such
registration statement, as amended to the date of the
related Terms Agreement, including any documents
incorporated by reference therein pursuant to Item 12
of Form S-3 under the Act which were filed under the
Securities Exchange Act of 1934, as amended (the
"Exchange Act"), on or before the effective date of
the Registration Statement, is hereinafter called the
"Registration Statement", and such prospectus, as such
prospectus is supplemented by a prospectus supplement
relating to the Offered Certificates of the related
Series, each in the form first filed after the date of
the related Terms Agreement pursuant to Rule 424(b)
under the Act, including any documents incorporated by
reference therein pursuant to Item 12 of Form S-3
under the Act which were filed under the Exchange Act
on or before the date of such prospectus supplement
(other than any such incorporated documents that
relate to Collateral Term Sheets (as defined
herein))(such prospectus supplement, including such
incorporated documents (other than those that relate
to Collateral Term Sheets), in the form first filed
after the date of the related Terms Agreement pursuant
to Rule 424(b) is hereinafter called the "Prospectus
- 2 -
<PAGE>
Supplement"), is hereinafter called the "Prospectus". Any
reference herein to the terms "amend", "amendment" or
"supplement" with respect to the Registration
Statement, the Prospectus or the Prospectus Supplement
shall be deemed to refer to and include the filing of
any document under the Exchange Act after the
effective date of the Registration Statement or the
issue date of the Prospectus or Prospectus Supplement,
as the case may be, deemed to be incorporated therein
by reference pursuant to Item 12 of Form S-3 under the
Act.
(ii) The related Registration Statement,
at the time it became effective, and the Prospectus
contained therein, and any amendments thereof and
supplements thereto filed prior to the date of the
related Terms Agreement, conformed in all material
respects to the requirements of the Act and the rules
and regulations of the Commission thereunder; on the
date of the related Terms Agreement and on each
Closing Date (as defined in Section 3 below), the
related Registration Statement and the related
Prospectus, and any amendments thereof and supplements
thereto, will conform in all material respects to the
requirements of the Act and the rules and regulations
of the Commission thereunder; such Registration
Statement, at the time it became effective, did not
contain any untrue statement of a material fact or
omit to state a material fact required to be stated
therein or necessary to make the statements therein
not misleading; such Prospectus, on the date of any
filing pursuant to Rule 424(b) and on each Closing
Date, will not include any untrue statement of a
material fact or omit to state a material fact
necessary to make the statements therein, in the light
of the circumstances under which they are made, not
misleading; and the Detailed Description referred to
in such Prospectus, on each Closing Date and the date
of any filing thereof under cover of Form 8-K, will
not include any untrue statement of a material fact or
omit to state any information which such Prospectus
states will be included in such Detailed Description;
provided, however, that the Company makes no
representations or warranties as to the information
contained in or omitted from (A) such Registration
Statement or such Prospectus (or any supplement
thereto) in reliance upon and in conformity with
written information furnished to the Company by or on
behalf of the Underwriter specifically for use in the
preparation thereof or (B) any Current Report (as
defined in Section 5(b) below), or in any amendment
thereof or supplement thereto, incorporated by
reference in such Registration Statement or such
- 3 -
<PAGE>
Prospectus (or any amendment thereof or supplement
thereto).
(iii) The Certificates of the related
Series will conform to the description thereof
contained in the related Prospectus; will each, if
rated at the time of issuance in one of the two
highest rating categories by a nationally recognized
statistical rating organization, be when issued a
"mortgage related security" as such term is defined in
Section 3(a)(41) of the Exchange Act, and will each on
the related Closing Date be duly and validly
authorized, and, when validly executed, countersigned,
issued and delivered in accordance with the related
Pooling and Servicing Agreement and sold to you as
provided herein and in the related Terms Agreement,
will each be validly issued and outstanding and
entitled to the benefits of the related Pooling and
Servicing Agreement.
(iv) Neither the issuance nor sale of the
Certificates of the related Series nor the
consummation of any other of the transactions herein
contemplated, nor the fulfillment of the terms hereof
or of the related Terms Agreement, will conflict with
any statute, order or regulation applicable to the
Company of any court, regulatory body, administrative
agency or governmental body having jurisdiction over
the Company or with any organizational document of the
Company or any instrument or any agreement under which
the Company is bound or to which it is a party.
(v) This Agreement and the related Terms
Agreement have been duly authorized, executed and
delivered by the Company.
(vi) At or prior to the related Closing
Date, the Company will have entered into the related
Pooling and Servicing Agreement and, assuming the due
authorization, execution and delivery thereof by the
Trustee, such Pooling and Servicing Agreement (on such
Closing Date) will constitute the valid and binding
agreement of the Company enforceable in accordance
with its terms, subject as to enforceability, to
bankruptcy, insolvency, reorganization or other
similar laws affecting creditors' rights and to
general principles of equity (regardless of whether
the enforceability of such Pooling and Servicing
Agreement is considered in a proceeding in equity or
at law).
2. Purchase and Sale. Subject to the execution of
the Terms Agreement for a particular Certificate Offering and
- 4 -
<PAGE>
subject to the terms and conditions and in reliance upon the
representations and warranties set forth in this Agreement and
such Terms Agreement, the Company agrees to sell to the
Underwriter, and the Underwriter agrees to purchase from the
Company, all, but not less than all, of the related Offered
Certificates at the purchase price therefor set forth in such
Terms Agreement (the "Purchase Price").
The parties hereto agree that settlement for all
securities sold pursuant to this Agreement and the applicable
Terms Agreement shall take place on the settlement date agreed
upon at the time of the related transaction and set forth as the
"Closing Date" in such Terms Agreement and not as set forth in
Rule 15c6-1(a) of the Exchange Act.
3. Delivery and Payment. Delivery of and payment for
the Offered Certificates of a Series shall be made at the offices
of Cleary, Gottlieb, Steen & Hamilton, New York, New York, at
10:00 A.M., New York City time, on the Closing Date specified in
the related Terms Agreement, which date and time may be postponed
by agreement between the Underwriter and the Company (such date
and time being herein called the "Closing Date"). Delivery of
such Offered Certificates shall be made to the Underwriter
against payment by the Underwriter of the Purchase Price thereof
to or upon the order of the Company by wire transfer in federal
or other immediately available funds or by check payable in
federal funds, as the Company shall specify no later than five
full business days prior to such Closing Date. Unless delivery is
made through the facilities of The Depository Trust Company, the
Offered Certificates shall be registered in such names and in
such authorized denominations as the Underwriter may request not
less than two full business days in advance of each Closing Date.
The Company agrees to notify the Underwriter at least
two business days before each Closing Date of the exact principal
balance evidenced by the Offered Certificates and to have such
Offered Certificates available for inspection, checking and
packaging in New York, New York, no later than 12:00 noon on the
business day prior to such Closing Date.
4. Offering by the Underwriter. It is understood that
the Underwriter proposes to offer the Offered Certificates of the
related Series for sale to the public as set forth in the related
Prospectus.
5. Agreements. The Company agrees with the
Underwriter that:
(a) The Company will cause the Prospectus as
supplemented by a Prospectus Supplement relating to the
Offered Certificates to be filed pursuant to Rule 424 under
the Act and will promptly advise the Underwriter when such
- 5 -
<PAGE>
Prospectus as so supplemented has been so filed, and prior
to the termination of the Certificate Offering to which
such Prospectus relates also will promptly advise the
Underwriter (i) when any amendment to the related
Registration Statement specifically relating to such
Offered Certificates shall have become effective or any
further supplement to such Prospectus has been filed, (ii)
of any request by the Commission for any amendment of such
Registration Statement or Prospectus or for any additional
information, (iii) of the issuance by the Commission of any
stop order suspending the effectiveness of such
Registration Statement or the institution or threatening of
any proceeding for that purpose and (iv) of the receipt by
the Company of any written notification with respect to the
suspension of the qualification of such Offered
Certificates for sale in any jurisdiction or the initiation
or threatening of any proceeding for such purpose. The
Company will not file any amendment of the related
Registration Statement or supplement to the related
Prospectus (other than any amendment or supplement
specifically relating to one or more Series of pass-through
certificates other than the Series that includes the
related Offered Certificates) unless the Company has
furnished the Underwriter with a copy for its review prior
to filing. The Company will use its best efforts to prevent
the issuance of any such stop order and, if issued, to
obtain as soon as possible the withdrawal thereof.
(b) The Company will cause any Computational
Materials and any Structural Term Sheets (each as defined
in Section 8 below) with respect to the Offered
Certificates of a Series that are delivered by the
Underwriter to the Company pursuant to Section 8 to be
filed with the Commission on a Current Report on Form 8-K
(each such filing of such materials, a "Current Report")
pursuant to Rule 13a- 11 under the Exchange Act on the
business day immediately following the later of (i) the day
on which such Computational Materials and Structural Term
Sheets are delivered to counsel for the Company by the
Underwriter prior to 10:30 a.m. and (ii) the date on which
this Agreement is executed and delivered. The Company will
cause one Collateral Term Sheet (as defined in Section 9
below) with respect to the Offered Certificates of a Series
that is delivered by the Underwriter to the Company in
accordance with the provisions of Section 9 to be filed
with the Commission on a Current Report pursuant to Rule
13a-11 under the Exchange Act on the business day
immediately following the day on which such Collateral Term
Sheet is delivered to counsel for the Company by the
Underwriter prior to 10:30 a.m. In addition, if at any time
prior to the availability of the related Prospectus Supplement
the Underwriter has delivered to any prospective investor a
- 6 -
<PAGE>
Collateral Term Sheet that reflects, in the reasonable judgment
of the Underwriter and the Company, a material change in the
characteristics of the Mortgage Loans for the related
Series from those on which a Collateral Term Sheet with
respect to the related Series previously filed with the
Commission was based, the Company will cause any such
Collateral Term Sheet that is delivered by the Underwriter
to the Company in accordance with the provisions of Section
9 to be filed with the Commission on a Current Report on
the business day immediately following the day on which
such Collateral Term Sheet is delivered to counsel for the
Company by the Underwriter prior to 10:30 a.m. In each
case, the Company will promptly advise the Underwriter when
such Current Report has been so filed. Each such Current
Report shall be incorporated by reference in the related
Prospectus and the related Registration Statement.
Notwithstanding the five preceding sentences, the Company
shall have no obligation to file any materials provided by
the Underwriter pursuant to Sections 8 and 9 which, in the
reasonable determination of the Company after making
reasonable efforts to consult with the Underwriter, are not
required to be filed pursuant to the Kidder Letters or the
PSA Letter (each as defined in Section 8 below), or which
contain erroneous information or contain any untrue
statement of a material fact or, when read in conjunction
with the Prospectus and Prospectus Supplement, omit to
state a material fact required to be stated therein or
necessary to make the statements therein not misleading; it
being understood, however, that the Company shall have no
obligation to review or pass upon the accuracy or adequacy
of, or to correct, any Computational Materials, Structural
Term Sheets or Collateral Term Sheets provided by the
Underwriter to the Company pursuant to Section 8 or Section
9 hereof.
(c) If, at any time when a prospectus relating to
the Offered Certificates of a Series is required to be
delivered under the Act, any event occurs as a result of
which the related Prospectus as then amended or
supplemented would include any untrue statement of a
material fact or omit to state any material fact necessary
to make the statements therein in light of the
circumstances under which they were made not misleading, or
if it shall be necessary at any time to amend or supplement
the related Prospectus to comply with the Act or the rules
thereunder, the Company promptly will prepare and file with
the Commission, subject to paragraph (a) of this Section 5,
an amendment or supplement which will correct such statement
or omission or an amendment which will effect such compliance;
provided, however, that the Company will not be required to
file any such amendment or supplement with respect to any
Computational Materials, Structural Term Sheets or
Collateral Term Sheets incorporated by reference in the
- 7 -
<PAGE>
Prospectus other than any amendments or supplements of such
Computational Materials or Structural Term Sheets that are
furnished to the Company by the Underwriter pursuant to
Section 8(e) hereof or any amendments or supplements of
such Collateral Term Sheets that are furnished to the
Company by the Underwriter pursuant to Section 9(d) hereof
which the Company determines to file in accordance
therewith.
(d) The Company will furnish to the Underwriter
and counsel for the Underwriter, without charge, as many
signed copies of the related Registration Statement
(including exhibits thereto) and, so long as delivery of a
prospectus by the Underwriter or dealer may be required by
the Act, as many copies of the related Prospectus and any
supplements thereto (other than exhibits to the related
Current Report) as the Underwriter may reasonably request.
(e) The Company will furnish such information,
execute such instruments and take such actions as may be
reasonably requested by the Underwriter to qualify the
Offered Certificates of a Series for sale under the laws of
such jurisdictions as the Underwriter may designate, to
maintain such qualifications in effect so long as required
for the distribution of such Offered Certificates and to
determine the legality of such Offered Certificates for
purchase by institutional investors; provided, however,
that the Company shall not be required to qualify to do
business in any jurisdiction where it is not qualified on
the date of the related Terms Agreement or to take any
action which would subject it to general or unlimited
service of process in any jurisdiction in which it is not,
on the date of the related Terms Agreement, subject to such
service of process.
(f) So long as the Offered Certificates of a
Series are outstanding, the Company will furnish to the
Underwriter copies of the annual independent public
accountants' servicing report furnished to the Trustee
pursuant to Section 3.13 of the related Pooling and
Servicing Agreement.
(g) Whether or not the transactions contemplated
hereby and by the related Terms Agreement shall be
consummated, the Company shall be responsible for the
payment of any costs and expenses for which details are
submitted, in connection with the performance of its
obligations under this Agreement and the related Terms
Agreement, including, without limitation, (a) the cost and
expenses of printing or otherwise reproducing the related
Registration Statement or Prospectus, this Agreement, the
related Terms Agreement, the related Pooling and Servicing
Agreement and the Offered Certificates, and (b) the cost of
delivering the related Offered Certificates to the office of
- 8 -
<PAGE>
the Underwriter, insured to the satisfaction of the
Underwriter (it being understood that, except as provided
in this paragraph (f) and in Section 7 hereof, the
Underwriter will pay all its own costs and expenses,
including the fees of Brown & Wood, counsel for the
Underwriter, transfer taxes on resale of any Offered
Certificates by it, advertising expenses connected with any
offers that it may make, the fees of KPMG Peat Marwick LLP
with respect to its letters furnished pursuant to Section
6(i) of this Agreement and any letter furnished pursuant to
the last sentence of Section 6(h) hereof, the fees of any
firm of public accountants selected by the Underwriter with
respect to their letter furnished pursuant to Section 8(c)
of this Agreement, any other costs and expenses specified
in the related Terms Agreement as "Additional Expenses",
and all expenses (e.g., shipping, postage and courier
costs) associated with the delivery of the related
Prospectus to prospective investors and investors, other
than the costs of delivery to the Underwriter's facilities,
provided, that if courier services (other than overnight
delivery services utilized in the ordinary course of
business) are required to ensure that such Prospectus is
delivered to investors on the day immediately preceding the
related Closing Date, the Company will pay such courier
expenses).
6. Conditions to the Obligations of the Underwriter.
The obligations of the Underwriter to purchase the Offered
Certificates of any Series shall be subject to the accuracy in
all material respects of the representations and warranties on
the part of the Company contained in this Agreement, as
supplemented by the related Terms Agreement, as of the respective
dates thereof and the related Closing Date, to the accuracy of
the statements of the Company made in any applicable officers'
certificates pursuant to the provisions hereof, to the
performance by the Company of its obligations under this
Agreement and such Terms Agreement and to the following
additional conditions applicable to the related Certificate
Offering:
(a) No stop order suspending the effectiveness of
the related Registration Statement shall have been issued
and no proceedings for that purpose shall have been
instituted or threatened.
(b) Cleary, Gottlieb, Steen & Hamilton, counsel
for the Company, shall have furnished to the Underwriter an
opinion, dated the related Closing Date, to the effect
that:
(i) this Agreement and the related Terms
Agreement have been duly executed and delivered by the
Company under the law of the State of New York;
- 9 -
<PAGE>
(ii) the related Pooling and Servicing
Agreement has been duly executed and delivered by the
Company under the law of the State of New York and is
a legal, valid and binding agreement of the Company
enforceable against the Company in accordance with its
terms;
(iii) the Offered Certificates, when duly
executed and countersigned by the Trustee in
accordance with the related Pooling and Servicing
Agreement, will be validly issued and outstanding and
entitled to the benefits of such Pooling and Servicing
Agreement;
(iv) the related Pooling and Servicing
Agreement is not required to be qualified under the
Trust Indenture Act of 1939, as amended, and the trust
created thereunder is not required to be registered
under the Investment Company Act of 1940, as amended;
(v) such counsel confirms that (based
solely upon telephone confirmation from a
representative of the Commission) the related
Registration Statement is effective under the Act and,
to the best of such counsel's knowledge, no stop order
with respect thereto has been issued, and no
proceeding for that purpose has been instituted or
threatened by the Commission; such Registration
Statement (except the financial statements and
schedules and other financial and statistical data
included therein and the documents incorporated by
reference therein, as to which such counsel need
express no view), at the time it became effective and
the related Prospectus (except the financial
statements and schedules and the other financial and
statistical data included therein, the documents
incorporated by reference therein and the information
included in the second sentence of the antepenultimate
paragraph, the first sentence of the penultimate
paragraph, and the last paragraph of the cover page of
such Prospectus Supplement and in the second and
fourth sentences of the first paragraph under the
heading "Plan of Distribution" therein, as to which
such counsel need express no view), as of the date of
the Prospectus Supplement appeared on their face to be
appropriately responsive in all material respects to
the requirements of the Act and the rules and
regulations thereunder; and no information has come to
the attention of such counsel that causes it to
believe that (A) such Registration Statement (except
the financial statements and schedules and the other
financial and statistical data included therein and
the documents incorporated by reference therein, as to
which such counsel need express no view) at the time it
- 10 -
<PAGE>
became effective, contained an untrue statement of a
material fact or omitted to state a material fact
required to be stated therein or necessary to make the
statements therein not misleading or (B) such
Prospectus or any amendment or supplement thereto
(except the financial statements and schedules and the
other financial and statistical data included therein,
the documents incorporated by reference therein and
the information included in the second sentence of the
antepenultimate paragraph, the first sentence of the
penultimate paragraph, and the last paragraph of the
cover page of such Prospectus Supplement and in the
second and fourth sentences of the first paragraph
under the heading "Plan of Distribution" therein, as
to which such counsel need express no view), as of the
date of the Prospectus Supplement, or at the related
Closing Date, contained or contains an untrue
statement of a material fact or omitted or omits to
state a material fact necessary in order to make the
statements therein, in the light of the circumstances
under which they were made, not misleading;
(vi) the statements set forth under the
heading "Description of the Certificates" in the
related Prospectus, insofar as such statements purport
to summarize certain provisions of the related Pooling
and Servicing Agreement and the related Offered
Certificates, provide a fair summary of such
provisions;
(vii) the statements set forth in the
related Prospectus under the headings "Certain Legal
Aspects of the Mortgage Loans and Contracts -- The
Mortgage Loans", "Certain Federal Income Tax
Consequences" (insofar as they relate specifically to
the purchase, ownership and disposition of the related
Offered Certificates) and "ERISA Considerations"
(insofar as they relate specifically to the purchase,
ownership and disposition of such Offered
Certificates), to the extent that they constitute
matters of law or legal conclusions, provide a fair
summary of such law or conclusions;
(viii) assuming compliance with all
provisions of the related Pooling and Servicing
Agreement, for federal income tax purposes, (A) if any
election is made to treat the assets of the Trust Fund
as a REMIC: the related Trust Fund (and any specified
subgrouping therein) will qualify as a REMIC pursuant
to Section 860D of the Internal Revenue Code of 1986,
as amended (the "Code"), each Class of Certificates of
the related Series, other than the related Residual
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<PAGE>
Class or Classes, will constitute a class of "regular
interests" in the related REMIC within the meaning of
the Code, and each Class of such Certificates
specified in the related Prospectus as a Class of
Residual Certificates will constitute the "residual
interest" in the related REMIC within the meaning of
the Code; (B) if no such REMIC election is made: the
Trust Fund will be treated as a "grantor trust"; and
(ix) assuming that some or all of the
Offered Certificates of the related Series shall be
rated at the time of issuance in one of the two
highest rating categories by a nationally recognized
statistical rating organization, each Offered
Certificate so rated will be at the time of issuance,
a "mortgage related security" as such term is defined
in Section 3(a)(41) of the Exchange Act.
Such opinion may express its reliance as to factual matters
on the representations and warranties made by, and on
certificates or other documents furnished by, officers of
the parties to this Agreement, the related Terms Agreement
or the related Pooling and Servicing Agreement. Such
opinion may assume the due authorization, execution and
delivery of the instruments and documents referred to
therein by the parties thereto other than the Company. Such
opinion may be qualified, insofar as it concerns the
enforceability of the documents referred to therein, to the
extent that such enforceability may be limited by
bankruptcy, insolvency, reorganization or other similar
laws affecting the enforcement of creditors' rights in
general and by general equity principles (regardless of
whether such enforcement is considered in a proceeding in
equity or at law). Such opinion may be further qualified as
expressing no opinion as to (x) the statements in the
related Prospectus under the heading "Certain Legal Aspects
of the Mortgage Loans and Contracts -- The Mortgage Loans"
except insofar as such statements relate to the laws of the
State of New York and the laws of the United States, and
(y) the statements in such Prospectus under the headings
"ERISA Considerations" and "Certain Federal Income Tax
Consequences" except insofar as such statements relate to
the laws of the United States. In addition, such opinion
may be qualified as an opinion only on the law of the State
of New York and the federal law of the United States of
America.
(c) The General Counsel for the Company shall
have furnished to the Underwriter an opinion, dated the
related Closing Date, to the effect that:
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<PAGE>
(i) The Company has been duly
incorporated and is validly existing as a corporation
in good standing under the laws of the State of New
Jersey, with corporate power to own its properties, to
conduct its business as described in the related
Prospectus and to enter into and perform its
obligations under this Agreement, the related Terms
Agreement, the related Pooling and Servicing Agreement
and the Certificates of the related Series;
(ii) The Company has full power and
authority to sell and service the related Mortgage
Loans as contemplated herein and in the related
Pooling and Servicing Agreement;
(iii) No consent, approval, authorization
or order of any court or governmental agency or body
is required for the consummation by the Company of the
transactions contemplated herein or in the related
Pooling and Servicing Agreement, except such as may be
required under the blue sky laws of any jurisdiction
and such other approvals as have been obtained;
(iv) Neither the issuance of the
Certificates of the related Series nor delivery of the
related Offered Certificates, nor the consummation of
any other of the transactions contemplated in this
Agreement, the related Terms Agreement or the related
Pooling and Servicing Agreement, nor the fulfillment
of the terms of the related Certificates, the related
Pooling and Servicing Agreement, this Agreement or the
related Terms Agreement will conflict with or violate
any term or provision of the articles of incorporation
or by-laws of the Company or any statute, order or
regulation applicable to the Company of any court,
regulatory body, administrative agency or governmental
body having jurisdiction over the Company and will not
conflict with, result in a breach or violation or the
acceleration of or constitute a default under the
terms of any indenture or other agreement or
instrument known to such counsel to which the Company
is a party or by which it is bound; and
(v) There are no actions, proceedings or
investigations pending or, to the best knowledge of
such counsel, threatened before any court,
administrative agency or other tribunal (i) asserting
the invalidity of this Agreement, the related Terms
Agreement, the related Pooling and Servicing Agreement
or the related Certificates, (ii) seeking to prevent
the issuance of the Certificates of the related Series
or the consummation by the Company of any of the
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<PAGE>
transactions contemplated by this Agreement, such
Terms Agreement or such Pooling and Servicing
Agreement, or (iii) which might materially and
adversely affect the performance by the Company of its
obligations under, or the validity or enforceability
of, this Agreement, such Terms Agreement, such Pooling
and Servicing Agreement or the related Certificates.
In rendering her opinion such counsel may rely as to
matters of fact, to the extent deemed proper and as stated
therein, on certificates of responsible officers of the
Company or public officials. In addition, such opinion may
be qualified as an opinion only on the laws of the State of
New Jersey.
(d) The Underwriter shall have received from
Brown & Wood, counsel for the Underwriter, such opinion or
opinions, dated the related Closing Date, with respect to
the issuance and sale of the Certificates of the related
Series, the related Registration Statement, the related
Prospectus and such other related matters as the
Underwriter may reasonably require, and the Company shall
have furnished to such counsel such documents as the
Underwriter may reasonably request for the purpose of
enabling them to pass upon such matters.
(e) The Company shall have furnished to the
Underwriter a certificate of the Company, signed by the
President or any Vice President and the Senior Vice
President-Finance or the principal financial or accounting
officer of the Company, dated the related Closing Date, to
the effect that the signers of such certificate have
carefully examined the related Registration Statement
(excluding any Current Reports and any other documents
incorporated by reference therein), the related Prospectus,
the Detailed Description referred to in such Prospectus
(excluding any related Current Report), this Agreement and
the related Terms Agreement and that:
(i) the representations and warranties of
the Company in this Agreement are true and correct in
all material respects on and as of the related Closing
Date with the same effect as if made on such Closing
Date, and the Company has complied with all the
agreements and satisfied all the conditions on its
part to be performed or satisfied at or prior to such
Closing Date;
(ii) no stop order suspending the
effectiveness of such Registration Statement has been
issued and no proceedings for that purpose have been
instituted or, to their knowledge, threatened; and
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<PAGE>
(iii) nothing has come to their attention
that would lead them to believe that such Registration
Statement (excluding any Current Report) contains any
untrue statement of a material fact or omits to state
any material fact required to be stated therein or
necessary to make the statements therein not
misleading, that the related Prospectus (excluding any
related Current Report) contains any untrue statement
of a material fact or omits to state a material fact
required to be stated therein or necessary to make the
statements therein, in the light of the circumstances
under which they were made, not misleading, or that
the Detailed Description referred to in such
Prospectus includes any untrue statement of a material
fact or omits to state any information which the
Prospectus states will be included in such Detailed
Description.
(f) Peabody & Arnold, counsel for the Trustee,
shall have furnished to the Underwriter an opinion, dated
the related Closing Date, to the effect that:
(i) the Trustee has been duly
incorporated and is validly existing as a corporation
in good standing under the laws of the Commonwealth of
Massachusetts with corporate power to own its
properties and conduct its business as presently
conducted by it, to conduct business as a trustee and
to enter into and perform its obligations under the
related Pooling and Servicing Agreement;
(ii) the related Pooling and Servicing
Agreement has been duly authorized, executed and
delivered by the Trustee and constitutes the legal,
valid and binding agreement of the Trustee enforceable
against the Trustee in accordance with its terms,
subject to bankruptcy, insolvency, fraudulent
conveyance, reorganization or other similar laws
affecting the enforcement of creditors' rights
generally and to judicial discretion, and general
principles of equity (regardless of whether
enforcement is sought in a proceeding in equity or at
law);
(iii) the Trustee has duly accepted its
appointment as trustee under the related Pooling and
Servicing Agreement;
(iv) no consent, approval, authorization
or order of any Massachusetts or federal court or
government agency or body is required on the part of
the Trustee for the consummation of the transactions
contemplated in the related Pooling and Servicing
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<PAGE>
Agreement, except such as may be required under any
federal or state securities law; and
(v) the performance on the part of the
Trustee of any of the transactions contemplated in the
related Pooling and Servicing Agreement does not
conflict with or result in a breach or violation of
any term or provision of, or constitute a default
under, the Articles of Organization, as amended, or
By-Laws of the Trustee, or any Massachusetts or
federal statute or regulation applicable to the
Trustee, or to such counsel's knowledge, any indenture
or other agreement or instrument to which the Trustee
is a party or by which it is bound, or, to such
counsel's knowledge, any order of any state or federal
court, regulatory body, administrative agency or
governmental body having jurisdiction over the
Trustee.
In addition, such counsel shall furnish to the Underwriter
such opinions as to the treatment of the Trust Fund for
purposes of Massachusetts tax law as are reasonably
satisfactory to the Underwriter.
(g) KPMG Peat Marwick LLP shall have furnished to
the Underwriter a letter, dated as of the date of the
related Terms Agreement, in form and substance satisfactory
to the Underwriter, stating in effect that they have
performed certain specified procedures as a result of which
they have determined that such information as the
Underwriter may reasonably request of an accounting,
financial or statistical nature (which is limited to
accounting, financial or statistical information derived
from the general accounting records of the Company) set
forth in the related Prospectus Supplement under the
caption "Delinquency and Foreclosure Experience of the
Company" agrees with the accounting records of the Company,
excluding any questions of legal interpretation.
(h) KPMG Peat Marwick LLP shall have furnished to
the Underwriter a letter, dated as of the related Closing
Date, in form and substance satisfactory to the
Underwriter, stating in effect that they have performed
certain specified procedures as a result of which they have
determined that such information as the Underwriter may
reasonably request of an accounting, financial or statistical
nature (which is limited to accounting, financial or statistical
information derived from the general accounting records of the
Company and which is obtained from an analysis of a sample of
the Mortgage Loans included in the related pool) set forth in
the related Prospectus Supplement under the caption
"Description of the Mortgage Pool and the Mortgaged Proper-
ties" or "Description of the Mortgage Pools and the
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<PAGE>
Mortgaged Properties", as the case may be, and in the
Detailed Description relating to such Prospectus Supplement
is mutually consistent and agrees with the accounting
records of the Company and, where applicable, the related
Mortgage Loan files of the Company, excluding any questions
of legal interpretation. In addition, if applicable, such
accountants shall have furnished to the Underwriter a
letter, dated as of the related Closing Date, which shall
include a statement or statements to the effect that based
upon the assumptions and methodology agreed to by the
Company (and which is consistent with the manner in which
any final PAC Balances, TAC Balances, Scheduled Balances,
Maximum and Minimum Scheduled Balances or any other
scheduled balances are to be calculated as set forth in the
related Prospectus), all of which shall be described by
reference in such letter, such accountants shall have
verified the mathematical accuracy of any final PAC
Balances Table, TAC Balances Table, Scheduled Balances
Table, Maximum or Minimum Scheduled Balances Table or other
scheduled balances table attached as an exhibit to the
related Pooling and Servicing Agreement.
(i) KPMG Peat Marwick LLP shall have furnished to
the Underwriter and the Company a letter or letters, dated
as of the date of the related Terms Agreement, in form and
substance satisfactory to the Underwriter and the Company,
including, without limitation, statements, if applicable,
to the effect that:
(i) based upon the assumptions and
methodology set forth in the related Prospectus, all
of which shall be described by reference in such
letter, they recomputed the percentages of initial
principal balance outstanding as of each of the
Distribution Dates (as defined in such Prospectus)
indicated and the weighted average lives of each Class
of Offered Certificates at each of the indicated
percentages of the applicable Prepayment Assumption,
and they compared the recomputed percentages and
weighted average lives to the corresponding
percentages and weighted average lives set forth in
the related tables and found them to be in agreement;
(ii) based upon the assumptions and
methodology set forth in such Prospectus, all of which
shall be described by reference in such letter, they
have verified the mathematical accuracy of any
Scheduled Final Distribution Dates for the Offered
Certificates, PAC Balances, TAC Balances, Scheduled
Balances, Maximum and Minimum Scheduled Balances or
any other scheduled balances set forth in such
Prospectus for each indicated Distribution Date, and
have verified
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<PAGE>
the mathematical accuracy of any initial Effective
Ranges of any PAC Certificates, Scheduled Certificates
or other scheduled Certificates set forth in such
Prospectus; and
(iii) based upon the assumptions and
methodology set forth in such Prospectus, all of which
shall be described by reference in such letter, they
have verified the mathematical accuracy of the pre-tax
yields to maturity and, if applicable, aggregate cash
flows of any Class of Certificates for which such
pre-tax yields and, if applicable, aggregate cash
flows are set forth in such Prospectus at the
indicated percentages of the Prepayment Assumption
and, if applicable, at the indicated values of COFI,
LIBOR or any other index, as applicable.
(j) The Offered Certificates of the related
Series shall have received the ratings specified in the
related Terms Agreement (the "Required Ratings").
(k) Prior to the related Closing Date, the
Company shall have furnished to the Underwriter such
further information, certificates and documents as the
Underwriter may reasonably request.
(l) If any Certificates of the related Series are
to be sold to any other underwriter and/or offered in
reliance upon an exemption from the registration
requirements of the Act, the sale at or prior to the
related Closing Date of such Certificates to the purchaser
thereof shall have occurred.
(m) Subsequent to the date of the related Terms
Agreement, there shall not have been any change, or any
development involving a prospective change, in or affecting
the business or properties of the Company which the
Underwriter concludes in its judgment, after consultation
with the Company, materially impairs the investment quality
of the Offered Certificates of the related Series so as to
make it impractical or inadvisable to proceed with the
public offering or the delivery of such Offered
Certificates as contemplated by the related Prospectus.
If any of the conditions specified in this Section 6
shall not have been fulfilled in all material respects with
respect to the particular Offered Certificates of a Series when
and as provided in this Agreement and the related Terms
Agreement, or if any of the opinions and certificates mentioned
above or elsewhere in this Agreement and the related Terms
Agreement shall not be in all material respects reasonably
satisfactory in form and substance to the Underwriter and its
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<PAGE>
counsel, this Agreement (with respect to the related Offered
Certificates) and the related Terms Agreement and all obligations
of the Underwriter hereunder (with respect to the related Offered
Certificates) and thereunder may be canceled at, or at any time
prior to, the related Closing Date by the Underwriter. Notice of
such cancellation shall be given to the Company in writing, or by
telephone or telegraph confirmed in writing.
7. Indemnification and Contribution. (a) The Company
agrees to indemnify and hold harmless the Underwriter and each
person who controls the Underwriter within the meaning of the Act
or the Exchange Act against any and all losses, claims, damages
or liabilities, joint or several, to which they or any of them
may become subject under the Act, the Exchange Act, or other
Federal or state statutory law or regulation, at common law or
otherwise, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
any untrue statement or alleged untrue statement of a material
fact contained in the Registration Statement relating to the
Offered Certificates of the applicable Series as it became
effective or in any amendment or supplement thereof, or in such
Registration Statement or the related Prospectus, or in any
amendment thereof, or in the Detailed Description referred to in
such Prospectus or arise out of or are based upon the omission or
alleged omission (in the case of any Computational Materials or
ABS Term Sheets (in each case, as defined herein) in respect of
which the Company agrees to indemnify the Underwriter, as set
forth below, when such are read in conjunction with the related
Prospectus and Prospectus Supplement) to state therein a material
fact required to be stated therein or necessary to make the
statements therein not misleading, and agrees to reimburse each
such indemnified party for any legal or other expenses reasonably
incurred by them in connection with investigating or defending
any such loss, claim, damage, liability or action; provided,
however, that (i) the Company will not be liable in any such case
to the extent that any such loss, claim, damage or liability
arises out of or is based upon any such untrue statement or
alleged untrue statement or omission or alleged omission made
therein (A) in reliance upon and in conformity with written
information furnished to the Company as herein stated by or on
behalf of the Underwriter specifically for use in connection with
the preparation thereof or (B) in any Current Report or any
amendment or supplement thereof, except to the extent that any
untrue statement or alleged untrue statement therein or omission
therefrom results (or is alleged to have resulted) directly from
an error (a "Mortgage Pool Error") in the information concerning
the characteristics of the Mortgage Loans furnished by the
Company to the Underwriter in writing or by electronic
transmission that was used in the preparation of either (x) any
Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) included in such Current Report (or
amendment or supplement thereof) or (y) any written or electronic
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<PAGE>
materials furnished to prospective investors on which the
Computational Materials (or amendments or supplements) were
based, (ii) such indemnity with respect to any Corrected
Statement (as defined below) in such Prospectus (or supplement
thereto) shall not inure to the benefit of the Underwriter (or
any person controlling the Underwriter) from whom the person
asserting any loss, claim, damage or liability purchased the
Certificates of the related Series that are the subject thereof
if such person did not receive a copy of a supplement to such
Prospectus at or prior to the confirmation of the sale of such
Certificates and the untrue statement or omission of a material
fact contained in such Prospectus (or supplement thereto) was
corrected (a "Corrected Statement") in such other supplement and
such supplement was furnished by the Company to the Underwriter
prior to the delivery of such confirmation, and (iii) such
indemnity with respect to any Mortgage Pool Error shall not inure
to the benefit of the Underwriter (or any person controlling the
Underwriter) from whom the person asserting any loss, claim,
damage or liability received any Computational Materials (or any
written or electronic materials on which the Computational
Materials are based) or ABS Term Sheets that were prepared on the
basis of such Mortgage Pool Error, if, prior to the time of
confirmation of the sale of the applicable Certificates to such
person, the Company notified the Underwriter in writing of the
Mortgage Pool Error or provided in written or electronic form
information superseding or correcting such Mortgage Pool Error
(in any such case, a "Corrected Mortgage Pool Error"), and the
Underwriter failed to notify such person thereof or to deliver to
such person corrected Computational Materials (or underlying
written or electronic materials) or ABS Term Sheets. This
indemnity agreement will be in addition to any liability which
the Company may otherwise have.
(b) The Underwriter agrees to indemnify and hold
harmless the Company, each of its directors, each of its officers
who signs the Registration Statement relating to the Offered
Certificates of the applicable Series, and each person who
controls the Company within the meaning of the Act or the
Exchange Act to the same extent as the foregoing indemnities from
the Company to the Underwriter, but only with reference to (A)
written information furnished to the Company by or on behalf of
the Underwriter specifically for use in the preparation of the
documents referred to in the foregoing indemnity with respect to
the related Series, or (B) any Computational Materials or ABS
Term Sheets (or amendments or supplements thereof) furnished to
the Company by the Underwriter pursuant to Section 8 or Section 9
and incorporated by reference in such Registration Statement or
the related Prospectus or any amendment or supplement thereof
(except that no such indemnity shall be available for any losses,
claims, damages or liabilities, or actions in respect thereof,
resulting from any Mortgage Pool Error, other than a Corrected
Mortgage Pool Error). This indemnity agreement will be in
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<PAGE>
addition to any liability which the Underwriter may otherwise
have. The Company acknowledges that the statements set forth in
the second sentence of the ante-penultimate paragraph, the first
sentence of the penultimate paragraph, and in the last paragraph
appearing on the cover page of the related Prospectus Supplement
as such statements relate to such Offered Certificates and the
second sentence of the first paragraph under the heading "Plan of
Distribution" in such Prospectus Supplement as such statements
relate to such Offered Certificates constitute the only
information furnished in writing by or on behalf of the
Underwriter for inclusion in the related Prospectus (other than
any Computational Materials or ABS Term Sheets (or amendments or
supplements thereof) furnished to the Company by the
Underwriter), and the Underwriter confirms that such statements
are correct.
(c) Promptly after receipt by an indemnified party
under Section 7 of notice of the commencement of any action, such
indemnified party will, if a claim in respect thereof is to be
made against the indemnifying party under this Section 7, notify
the indemnifying party in writing of the commencement thereof;
but the omission so to notify the indemnifying party will not
relieve it from any liability which it may have to any
indemnified party otherwise than under this Section 7. In case
any such action is brought against any indemnified party, and it
notifies the indemnifying party of the commencement thereof, the
indemnifying party will be entitled to participate therein, and
to the extent that it may elect by written notice delivered to
the indemnified party promptly after receiving the aforesaid
notice from such indemnified party, to assume the defense
thereof, with counsel satisfactory to such indemnified party;
provided, however, that if the defendants in any such action
include both the indemnified party and the indemnifying party and
the indemnified party shall have reasonably concluded that there
may be legal defenses available to it and/or other indemnified
parties which are different from or additional to those available
to the indemnifying party, the indemnified party or parties shall
have the right to select separate counsel to assert such legal
defenses and to otherwise participate in the defense of such
action on behalf of such indemnified party or parties. Upon
receipt of notice from the indemnifying party to such indemnified
party of its election so to assume the defense of such action and
approval by the indemnified party of counsel, the indemnifying
party will not be liable to such indemnified party under this
Section 7 for any legal or other expenses subsequently incurred
by such indemnified party in connection with the defense thereof
unless (i) the indemnified party shall have employed separate
counsel in connection with the assertion of legal defenses in
accordance with the proviso to the next preceding sentence (it
being understood, however, that the indemnifying party shall not
be liable for the expenses of more than one separate counsel
approved by the indemnified party in the case of subparagraph (a)
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<PAGE>
or (b), representing the indemnified parties under subparagraph
(a) or (b), who are parties to such action), (ii) the
indemnifying party shall not have employed counsel satisfactory
to the indemnified party to represent the indemnified party
within a reasonable time after notice of commencement of the
action or (iii) the indemnifying party has authorized the
employment of counsel for the indemnified party at the expense of
the indemnifying party; and except that, if clause (i) or (iii)
is applicable, such liability shall be only in respect of the
counsel referred to in such clause (i) or (iii).
(d) If the indemnification provided for in paragraph
(a) or (b) of this Section 7 is due in accordance with its terms
but is for any reason held by a court to be unavailable from the
Company or the Underwriter, on grounds of policy or otherwise, or
if the indemnified party failed to give notice under paragraph
(c) of this Section 7 in respect of a claim otherwise subject to
indemnification in accordance with paragraph (a) or (b) of this
Section 7, the Company and the Underwriter shall contribute to
the aggregate losses, claims, damages and liabilities (including
legal and other expenses reasonably incurred in connection with
investigating or defending same) to which the Company and the
Underwriter may be subject, as follows:
(i) in the case of any losses, claims, damages and
liabilities (or actions in respect thereof) which do not
arise out of or are not based upon any untrue statement or
omission of a material fact in any Computational Materials
or ABS Term Sheets (or any amendments or supplements
thereof), in such proportion so that the Underwriter is
responsible for that portion represented by the difference
between the proceeds to the Company in respect of the
Offered Certificates appearing on the cover page of the
Prospectus Supplement for the related Series and the total
proceeds received by the Underwriter from the sale of such
Offered Certificates (the "Underwriting Discount"), and the
Company is responsible for the balance; provided, however,
that in no case shall the Underwriter be responsible under
this subparagraph (i) for any amount in excess of such
Underwriting Discount applicable to the Offered
Certificates purchased by the Underwriter pursuant to this
Agreement and the related Terms Agreement; and
(ii) in the case of any losses, claims, damages and
liabilities (or actions in respect thereof) which arise out
of or are based upon any untrue statement or omission of a
material fact in any Computational Materials or ABS Term
Sheets (or any amendments or supplements thereof) or in any
written or electronic materials distributed to prospective
investors on which the Computational Materials are based,
in such proportion as is appropriate to reflect the relative
fault of the Company on the one hand and the Underwriter on
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<PAGE>
the other in connection with the statements or omissions
which resulted in such losses, claims, damages or
liabilities (or actions in respect thereof) as well as any
other relevant equitable considerations. The relative fault
shall be determined by reference to, among other things,
whether the untrue or alleged untrue statement of a
material fact or the omission or alleged omission to state
a material fact in such Computational Materials or ABS Term
Sheets (or any amendments or supplements thereof or such
written or electronic materials) results from information
prepared by the Company on the one hand or the Underwriter
on the other and the parties' relative intent, knowledge,
access to information and opportunity to correct or prevent
such statement or omission.
Notwithstanding anything to the contrary in this Section 7(d), no
person guilty of fraudulent misrepresentation (within the meaning
of Section 11(f) of the Act) shall be entitled to contribution
from any person who was not guilty of such fraudulent
misrepresentation. For purposes of this Section 7, each person
who controls the Underwriter within the meaning of either the Act
or the Exchange Act shall have the same rights to contribution as
the Underwriter, and each person who controls the Company within
the meaning of either the Act or the Exchange Act, each officer
of the Company who shall have signed the Registration Statement
and each director of the Company shall have the same rights to
contribution as the Company, subject in each case to the
immediately preceding sentence of this paragraph (d).
8. Computational Materials and Structural Term Sheets.
(a) Not later than 10:30 a.m., New York time, on the business day
before the date on which the Current Report relating to the
Offered Certificates of a Series is required to be filed by the
Company with the Commission pursuant to Section 5(b) hereof, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in such Offered Certificates that constitute (i)
"Computational Materials" within the meaning of the no-action
letter dated May 20, 1994 issued by the Division of Corporation
Finance of the Commission to Kidder, Peabody Acceptance
Corporation I, Kidder, Peabody & Co. Incorporated, and Kidder
Structured Asset Corporation and the no-action letter dated May
27, 1994 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (together, the
"Kidder Letters"), the filing of which material is a condition of
the relief granted in such letter (such materials being the
"Computational Materials"), and (ii) "Structural Term Sheets"
within the meaning of the no-action letter dated February 17,
1995 issued by the Division of Corporation Finance of the
Commission to the Public Securities Association (the "PSA
Letter"), the filing of which material is a condition of the
relief granted in such letter (such materials being the
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<PAGE>
"Structural Term Sheets"). Each delivery of Computational
Materials and Structural Term Sheets to the Company pursuant to
this paragraph (a) shall be effected by delivering four copies of
such materials to counsel for the Company on behalf of the
Company at the address specified in Section 3 hereof and one copy
of such materials to the Company.
(b) The Underwriter represents and warrants to and
agrees with the Company, as of the date of the related Terms
Agreement and as of the Closing Date, that:
(i) the Computational Materials furnished to the
Company pursuant to Section 8(a) constitute (either in
original, aggregated or consolidated form) all of the
materials furnished to prospective investors by the
Underwriter prior to the time of delivery thereof to
the Company that are required to be filed with the
Commission with respect to the related Offered
Certificates in accordance with the Kidder Letters,
and such Computational Materials comply with the
requirements of the Kidder Letters;
(ii) the Structural Term Sheets furnished to the
Company pursuant to Section 8(a) constitute all of the
materials furnished to prospective investors by the
Underwriter prior to the time of delivery thereof to
the Company that are required to be filed with the
Commission as "Structural Term Sheets" with respect to
the related Offered Certificates in accordance with
the PSA Letter, and such Structural Term Sheets comply
with the requirements of the PSA Letter; and
(iii) on the date any such Computational Materials
or Structural Term Sheets with respect to such Offered
Certificates (or any written or electronic materials
furnished to prospective investors on which the
Computational Materials are based) were last furnished
to each prospective investor and on the date of
delivery thereof to the Company pursuant to Section
8(a) and on the related Closing Date, such
Computational Materials (or such other materials) or
Structural Term Sheets did not and will not include
any untrue statement of a material fact or, when read
in conjunction with the related Prospectus and
Prospectus Supplement, omit to state a material fact
required to be stated therein or necessary to make the
statements therein not misleading.
Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Computational
Materials or Structural Term Sheets (or any written or electronic
materials on which the Computational Materials are based)
- 24 -
<PAGE>
included or will include any untrue statement resulting directly
from any Mortgage Pool Error (except any Corrected Mortgage Pool
Error, with respect to materials prepared after the receipt by
the Underwriter from the Company of notice of such Corrected
Mortgage Pool Error or materials superseding or correcting such
Corrected Mortgage Pool Error).
(c) The Underwriter shall cause a firm of public
accountants to furnish to the Company a letter, dated as of the
date on which the Underwriter delivers any Computational
Materials (which term shall be deemed to include, for purposes of
this paragraph (c), calculated statistical information delivered
to prospective investors in the form of a Structural Term Sheet)
to the Company pursuant to Section 8(a), in form and substance
satisfactory to the Company, stating in effect that they have
verified the mathematical accuracy of any calculations performed
by the Underwriter and set forth in such Computational Materials.
(d) The Underwriter acknowledges and agrees that any
Computational Materials or Structural Term Sheets with respect to
any Series of Certificates furnished to prospective investors
from and after May 21, 1996 have been prepared and disseminated
by the Underwriter and not by or on behalf of the Company, and
that such materials included and shall include a disclaimer in
form satisfactory to the Company to the effect that such
materials have been prepared and disseminated by the Underwriter,
and that the content and accuracy of such materials have not been
reviewed by the Company.
(e) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Computational Materials or
Structural Term Sheets provided by the Underwriter pursuant to
this Section 8 or the omission to state therein a material fact
required, when considered in conjunction with the related
Prospectus and Prospectus Supplement, to be stated therein or
necessary to make the statements therein, when read in
conjunction with the related Prospectus and Prospectus
Supplement, not misleading, or if it shall be necessary to amend
or supplement any Current Report relating to any Computational
Materials or Structural Term Sheets to comply with the Act or the
rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
- 25 -
<PAGE>
material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, that
the Underwriter makes no representation or warranty as to whether
any such amendment or supplement will include any untrue
statement resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to any such
amendment or supplement prepared after the receipt by the
Underwriter from the Company of notice of such Corrected Mortgage
Pool Error or materials superseding or correcting such Corrected
Mortgage Pool Error). The Company shall have no obligation to
file such amendment or supplement if the Company determines that
(i) such amendment or supplement contains any untrue statement of
a material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,
that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (e) or (ii) such filing is not required under the
Act.
9. Collateral Term Sheets. (a) Prior to the delivery
of any "Collateral Term Sheet" within the meaning of the PSA
Letter, the filing of which material is a condition of the relief
granted in such letter (such material being the "Collateral Term
Sheets"), to a prospective investor in any Offered Certificates,
the Underwriter shall, in order to facilitate the timely filing
of such material with the Commission, notify the Company and its
counsel by telephone of its intention to deliver such materials
and the approximate date on which the first such delivery of such
materials is expected to occur. Not later than 10:30 a.m., New
York time, on the business day immediately following the date on
which any Collateral Term Sheet was first delivered to a
prospective investor in such Offered Certificates, the
Underwriter shall deliver to the Company five complete copies of
all materials provided by the Underwriter to prospective
investors in the Offered Certificates that constitute "Collateral
Term Sheets." Each delivery of a Collateral Term Sheet to the
Company pursuant to this paragraph (a) shall be effected by
delivering four copies of such materials to counsel for the
Company on behalf of the Company at the address specified in
Section 3 hereof and one copy of such materials to the Company.
(Collateral Term Sheets and Structural Term Sheets are, together,
referred to herein as "ABS Term Sheets.") At the time of each
such delivery, the Underwriter shall indicate in writing that the
materials being delivered constitute Collateral Term Sheets, and,
if there has been any prior such delivery with respect to the
related Series, shall indicate whether such materials differ in
any material respect from any Collateral Term Sheets previously
delivered to the Company with respect to such Series pursuant to
- 26 -
<PAGE>
this Section 9(a) as a result of the occurrence of a material change
in the characteristics of the related Mortgage Loans.
(b) The Underwriter represents and warrants to and
agrees with the Company as of the date of the related Terms
Agreement and as of the Closing Date, that:
(i) The Collateral Term Sheets furnished to
the Company pursuant to Section 9(a) constitute all of the
materials furnished to prospective investors by the
Underwriter prior to time of delivery thereof to the
Company that are required to be filed with the Commission
as "Collateral Term Sheets" with respect to the related
Offered Certificates in accordance with the PSA Letter, and
such Collateral Term Sheets comply with the requirements of
the PSA Letter; and
(ii) On the date any such Collateral Term
Sheets with respect to such Offered Certificates were last
furnished to each prospective investor and on the date of
delivery thereof to the Company pursuant to Section 9(a)
and on the related Closing Date, such Collateral Term
Sheets did not and will not include any untrue statement of
a material fact or, when read in conjunction with the
Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to
make the statements therein not misleading.
Notwithstanding the foregoing, the Underwriter makes no
representation or warranty as to whether any Collateral Term
Sheet included or will include any untrue statement or material
omission resulting directly from any Mortgage Pool Error (except
any Corrected Mortgage Pool Error, with respect to materials
prepared after the receipt by the Underwriter from the Company of
notice of such Corrected Mortgage Pool Error or materials
superseding or correcting such Corrected Mortgage Pool Error).
(c) The Underwriter acknowledges and agrees that any
Collateral Term Sheets with respect to any Series of Certificates
furnished to prospective investors from and after the date hereof
will have been prepared and disseminated by the Underwriter and
not by or on behalf of the Company, and that such materials shall
include a disclaimer in form satisfactory to the Company to the
effect set forth in Section 8(d) hereof, and to the effect that
the information contained in such materials supersedes the
information contained in any prior Collateral Term Sheet with
respect to such Series of Offered Certificates and will be
superseded by the description of the related Mortgage Loans in
the related Prospectus Supplement and in the Detailed Description
relating to such Prospectus Supplement to be filed under cover of
Form 8-K. The Underwriter agrees that it will not represent to
- 27 -
<PAGE>
prospective investors that any Collateral Term Sheets were
prepared or disseminated on behalf of the Company.
(d) If, at any time when a prospectus relating to the
Offered Certificates of a Series is required to be delivered
under the Act, it shall be necessary to amend or supplement the
related Prospectus as a result of an untrue statement of a
material fact contained in any Collateral Term Sheets provided by
the Underwriter pursuant to this Section 9 or the omission to
state therein a material fact required, when considered in
conjunction with the related Prospectus and Prospectus
Supplement, to be stated therein or necessary to make the
statements therein, when read in conjunction with the related
Prospectus and Prospectus Supplement, not misleading, or if it
shall be necessary to amend or supplement any Current Report
relating to any Collateral Term Sheets to comply with the Act or
the rules thereunder, the Underwriter promptly will prepare and
furnish to the Company for filing with the Commission an
amendment or supplement which will correct such statement or
omission or an amendment which will effect such compliance. The
Underwriter represents and warrants to the Company, as of the
date of delivery of such amendment or supplement to the Company,
that such amendment or supplement will not include any untrue
statement of a material fact or, when read in conjunction with
the related Prospectus and Prospectus Supplement, omit to state a
material fact required to be stated therein or necessary to make
the statements therein not misleading; provided, however, the
Underwriter makes no representation or warranty as to whether any
such amendment or supplement will include any untrue statement
resulting directly from any Mortgage Pool Error (except any
Corrected Mortgage Pool Error, with respect to any such amendment
or supplement prepared after the receipt by the Underwriter from
the Company of notice of such Corrected Mortgage Pool Error or
materials superseding or correcting such Corrected Mortgage Pool
Error). The Company shall have no obligation to file such
amendment or supplement if the Company determines that (i) such
amendment or supplement contains any untrue statement of a
material fact or, when read in conjunction with the related
Prospectus and Prospectus Supplement, omits to state a material
fact required to be stated therein or necessary to make the
statements therein not misleading; it being understood, however,
that the Company shall have no obligation to review or pass upon
the accuracy or adequacy of, or to correct, any such amendment or
supplement provided by the Underwriter to the Company pursuant to
this paragraph (d) or (ii) such filing is not required under the
Act.
10. Termination. This Agreement (with respect to a
particular Certificate Offering) and the related Terms Agreement
shall be subject to termination in the absolute discretion of the
Underwriter, by notice given to the Company prior to delivery of
and payment for the related Offered Certificates, if prior to the
- 28 -
<PAGE>
related Closing Date (i) trading in securities generally on the
New York Stock Exchange shall have been suspended or materially
limited, (ii) a general moratorium on commercial banking
activities in New York shall have been declared by either federal
or New York State authorities, or (iii) there shall have occurred
any outbreak or material escalation of hostilities or other
calamity or crisis the effect of which on the financial markets
of the United States is such as to make it, in the reasonable
judgment of the Underwriter, impracticable to market such Offered
Certificates.
11. Representations and Indemnities to Survive
Delivery. The agreements, representations, warranties,
indemnities and other statements of the Company or its officers
and of the Underwriter set forth in or made pursuant to this
Agreement and the related Terms Agreement will remain in full
force and effect, regardless of any investigation made by or on
behalf of the Underwriter or the Company or any of the officers,
directors or controlling persons referred to in Section 7 hereof,
and will survive delivery of and payment for the related Offered
Certificates. The provisions of Section 7 hereof shall survive
the termination or cancellation of this Agreement and the related
Terms Agreement.
12. Successors. This Agreement and the related Terms
Agreement will inure to the benefit of and be binding upon the
parties hereto and thereto and their respective successors and
the officers, directors and controlling persons referred to in
Section 7 hereof, and their successors and assigns, and no other
person will have any right or obligation hereunder or thereunder.
No purchaser of any Offered Certificate from the Underwriter
shall be deemed a successor or assign by reason of such purchase.
13. APPLICABLE LAW. THIS AGREEMENT AND THE RELATED
TERMS AGREEMENT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO AGREEMENTS
MADE AND TO BE PERFORMED THEREIN.
14. Miscellaneous. This Agreement, as supplemented by
the related Terms Agreement, supersedes all prior and
contemporaneous agreements and understandings relating to the
subject matter hereof. This Agreement and the related Terms
Agreement or any term of each may not be changed, waived,
discharged or terminated except by an affirmative written
agreement made by the party against whom enforcement of the
change, waiver, discharge or termination is sought. The headings
in this Agreement and the related Terms Agreement are for
purposes of reference only and shall not limit or otherwise
affect the meaning hereof or thereof.
15. Notices. All communications hereunder will be in
writing and effective only on receipt, and, if sent to the
- 29 -
<PAGE>
Underwriter, will be delivered to it at the address first above
written; or if sent to the Company, will be delivered to GE
Capital Mortgage Services, Inc., Three Executive Campus, Cherry
Hill, New Jersey 08002, Attention: General Counsel.
- 30 -
<PAGE>
If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Company and the Underwriter.
Very truly yours,
GE CAPITAL MORTGAGE SERVICES, INC.
By:______________________________
Name:
Title:
The foregoing Agreement is hereby confirmed and accepted as of
the date first above written.
LEHMAN BROTHERS INC.
By:______________________________
Name:
Title:
<PAGE>
EXHIBIT A
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
SERIES ____-__
TERMS AGREEMENT
(to Underwriting Agreement,
dated May 22, 1996
between the Company and the Underwriter)
GE Capital Mortgage Services, Inc. New York, New York
Three Executive Campus [Date]
Cherry Hill, NJ 08002
Lehman Brothers Inc. (the "Underwriter") agrees,
subject to the terms and provisions herein and of the captioned
Underwriting Agreement (the "Underwriting Agreement"), to
purchase such Classes of Series ____-__ Certificates specified in
Section 2(a) hereof (the "Offered Certificates"). This letter
supplements and modifies the Underwriting Agreement solely as it
relates to the purchase and sale of the Offered Certificates
described below. The Series ____-__ Certificates are registered
with the Securities and Exchange Commission by means of an
effective Registration Statement (No. 33-___). Capitalized terms
used and not defined herein have the meanings given them in the
Underwriting Agreement.
Section 1. The Mortgage Pool: The Series ____-__
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing one- to four-family
residential mortgage loans (the "Mortgage Loans") having the
following characteristics as of ________ __, ____ (the "Cut-off
Date"):
(a) Aggregate Principal Amount of the Mortgage Pool:
$[ ] aggregate principal balance as of the Cutoff Date,
subject to [an upward or downward variance of up to [ ]%,
the precise aggregate principal balance to be determined by
the Company][a permitted variance such that the aggregate
Scheduled Principal Balance thereof will be not less than
$[ ] or greater than $[ ]].
(b) Original Terms to Maturity: The original term to
maturity of each Mortgage Loan included in the Mortgage Pool
shall be between ___ and ___ years.
A-1
<PAGE>
Section 2. The Certificates: The Offered
Certificates shall be issued as follows:
(a) Classes: The Offered Certificates shall be issued
with the following Class designations, interest rates and
principal balances, subject in the aggregate to the
variance referred to in Section 1(a)[and, as to any
particular Class, to an upward or downward variance of up
to [ ]%]:
Principal Interest Class Purchase
Class Balance Rate Price Percentage
(b) The Offered Certificates shall have such other
characteristics as described in the related Prospectus.
Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificates Principal Balance thereof plus
accrued interest at the rate of [ ]% per annum from and including
the Cut-off Date up to, but not including, _________ __, ____
(the "Closing Date").
Section 4. Required Ratings: The Offered
Certificates shall have received Required Ratings of at least
[ ] from [ ].
Section 5. Tax Treatment: [One or more elections
will be made to treat the assets of the Trust Fund as a REMIC.]
[The Trust Fund will be treated as a "grantor trust" for federal
income tax purposes.]
[Section 6. Additional Expenses:]*
- --------
* to be inserted if applicable.
A-2
<PAGE>
If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.
Very truly yours,
LEHMAN BROTHERS INC.
By:_____________________________
Name:
Title:
The foregoing Agreement is hereby confirmed and accepted as of
the date first above written.
GE CAPITAL MORTGAGE SERVICES, INC.
By:_____________________________
Name:
Title:
A-3
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATES
SERIES 1998-24
TERMS AGREEMENT
(to Underwriting Agreement
dated May 22, 1996,
between the Company and the Underwriter)
GE Capital Mortgage Services, Inc. New York, New York
Three Executive Campus November 24, 1998
Cherry Hill, NJ 08002
Lehman Brothers Inc. (the "Underwriter") agrees,
subject to the terms and provisions herein and of the captioned
Underwriting Agreement (the "Underwriting Agreement"), to
purchase the Classes of Series 1998-24 Certificates specified in
Section 2(a) hereof (the "Offered Certificates"). This Terms
Agreement supplements and modifies the Underwriting Agreement
solely as it relates to the purchase and sale of the Offered
Certificates described below. The Series 1998-24 Certificates are
registered with the Securities and Exchange Commission by means
of an effective Registration Statement (No. 333-51151).
Capitalized terms used and not defined herein have the meanings
given them in the Underwriting Agreement.
Section 1. The Mortgage Pool: The Series 1998-24
Certificates shall evidence the entire beneficial ownership
interest in a mortgage pool (the "Mortgage Pool") of
conventional, fixed rate, fully amortizing, first lien one- to
four-family residential mortgage loans (the "Mortgage Loans")
having the following characteristics as of November 1, 1998 (the
"Cut-off Date"):
(a) Aggregate Principal Amount of the Mortgage Pool:
$352,461,524.00 aggregate principal balance as of the
Cut-off Date, subject to a permitted variance such that the
aggregate original Certificate Principal Balance will be
not less than $332,500,000.00 or greater than
$367,500,000.00.
(b) Original Terms to Maturity: The original term to
maturity of substantially all of the Mortgage Loans
included in the Mortgage Pool shall be between 20 and 30
years.
Section 2. The Certificates: The Offered Certificates shall
be issued as follows:
<PAGE>
(a) Classes: The Offered Certificates shall be issued
with the following Class designations, interest rates and
principal balances, subject in the aggregate to the
variance referred to in Section 1(a):
Class
Principal Interest Purchase Price
Class Balance Rate Percentage
----- ------- ---- ----------
Class M $6,520,000.00 6.25% 93.093750%
Class B1 $2,820,000.00 6.25% 91.156250%
Class B2 $1,410,000.00 6.25% 85.390625%
(b) The Offered Certificates shall have such other
characteristics as described in the related Prospectus.
Section 3. Purchase Price: The Purchase Price for each
Class of the Offered Certificates shall be the Class Purchase
Price Percentage therefor (as set forth in Section 2(a) above) of
the initial Class Certificate Principal Balance thereof plus
accrued interest at the initial interest rate per annum from and
including the Cut-off Date up to, but not including, November 30,
1998 (the "Closing Date").
Section 4. Required Ratings: The Class M, Class B1 and
Class B2 Certificates shall have received Required Ratings of
"AA," "A" and "BBB," respectively, from Fitch IBCA, Inc.
Section 5. Tax Treatment: One or more elections will be
made to treat the assets of the Trust Fund as a REMIC.
2
<PAGE>
If the foregoing is in accordance with your
understanding of our agreement, please sign and return to the
undersigned a counterpart hereof, whereupon this letter and your
acceptance shall represent a binding agreement between the
Underwriter and the Company.
Very truly yours,
LEHMAN BROTHERS INC.
By:________________________
Name:
Title:
The foregoing Agreement is
hereby confirmed and accepted
as of the date hereof.
GE CAPITAL MORTGAGE SERVICES, INC.
By:______________________________
Name:
Title:
EXECUTION
=================================================================
GE CAPITAL MORTGAGE SERVICES, INC.,
Seller and Servicer
and
STATE STREET BANK AND TRUST COMPANY,
Trustee
POOLING AND SERVICING AGREEMENT
Dated as of November 1, 1998
REMIC Multi-Class Pass-Through Certificates,
Series 1998-24
=================================================================
<PAGE>
TABLE OF CONTENTS
Page
ARTICLE I
DEFINITIONS
Section 1.01. Definitions......................................1
ARTICLE II
CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES
Section 2.01. Conveyance of Mortgage Loans.....................33
Section 2.02. Acceptance by Trustee............................37
Section 2.03. Representations and Warranties of the Company;
Mortgage Loan Repurchase.........................38
Section 2.04. Execution of Certificates........................44
Section 2.05. Designations under the REMIC Provisions..........44
ARTICLE III
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
Section 3.01. Company to Act as Servicer.......................45
Section 3.02. Collection of Certain Mortgage Loan Payments;
Mortgage Loan Payment Record; Certificate
Account..........................................49
Section 3.03. Collection of Taxes, Assessments and Other
Items............................................51
Section 3.04. Permitted Debits to the Mortgage Loan Payment
Record...........................................52
Section 3.05. Maintenance of the Primary Insurance Policies....53
Section 3.06. Maintenance of Hazard Insurance..................53
Section 3.07. Assumption and Modification Agreements...........54
Section 3.08. Realization Upon Defaulted Mortgage Loans........55
Section 3.09. Trustee to Cooperate; Release of Mortgage Files..58
Section 3.10. Servicing Compensation; Payment of Certain
Expenses by the Company..........................58
Section 3.11. Reports to the Trustee; Certificate Account
Statements.......................................59
Section 3.12. Annual Statement as to Compliance................59
Section 3.13. Annual Independent Public Accountants'
Servicing Report.................................59
Section 3.14. Access to Certain Documentation and
Information Regarding the Mortgage Loans.........60
Section 3.15. Maintenance of Certain Servicing Policies........60
Section 3.16. Optional Purchase of Defaulted Mortgage Loans....60
<PAGE>
ARTICLE IV
PAYMENTS AND STATEMENTS
Section 4.01. Distributions....................................60
Section 4.02. Method of Distribution...........................64
Section 4.03. Allocation of Losses.............................65
Section 4.04. Monthly Advances; Purchases of Defaulted
Mortgage Loans...................................67
Section 4.05. Statements to Certificateholders.................67
Section 4.06. Servicer's Certificate...........................70
Section 4.07. Reports of Foreclosures and Abandonments of
Mortgaged Property...............................70
Section 4.08. Reduction of Base Servicing Fees by
Compensating Interest Payments...................70
Section 4.09. Surety Bond......................................70
Section 4.10. Distributions to Holders of Class A9
Certificates.....................................71
ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates.................................70
Section 5.02. Registration of Transfer and Exchange of
Certificates.....................................72
Section 5.03. Mutilated, Destroyed, Lost or Stolen
Certificates.....................................77
Section 5.04. Persons Deemed Owners............................77
Section 5.05. Access to List of Certificateholders' Names
and Addresses....................................77
Section 5.06. Representation of Certain Certificateholders.....78
Section 5.07. Determination of COFI............................78
Section 5.08. Determination of LIBOR...........................79
ARTICLE VI
THE COMPANY
Section 6.01. Liability of the Company.........................80
Section 6.02. Merger or Consolidation of, or Assumption
of the Obligations of, the Company...............80
Section 6.03. Assignment.......................................80
Section 6.04. Limitation on Liability of the Company
and Others.......................................81
Section 6.05. The Company Not to Resign........................81
ARTICLE VII
DEFAULT
Section 7.01. Events of Default................................81
Section 7.02. Trustee to Act; Appointment of Successor.........83
Section 7.03. Notification to Certificateholders...............84
ii
<PAGE>
ARTICLE VIII
THE TRUSTEE
Section 8.01. Duties of Trustee................................84
Section 8.02. Certain Matters Affecting the Trustee............85
Section 8.03. Trustee Not Liable for Certificates or
Mortgage Loans...................................86
Section 8.04. Trustee May Own Certificates.....................87
Section 8.05. The Company to Pay Trustee's Fees and Expenses...87
Section 8.06. Eligibility Requirements for Trustee.............87
Section 8.07. Resignation or Removal of Trustee................87
Section 8.08. Successor Trustee................................88
Section 8.09. Merger or Consolidation of Trustee...............88
Section 8.10. Appointment of Co-Trustee or Separate Trustee....89
Section 8.11. Compliance with REMIC Provisions; Tax Returns....90
ARTICLE IX
TERMINATION
Section 9.01. Termination upon Repurchase by the Company
or Liquidation of All Mortgage Loans.............90
Section 9.02. Additional Termination Requirements..............91
ARTICLE X
MISCELLANEOUS PROVISIONS
Section 10.01. Amendment.......................................92
Section 10.02. Recordation of Agreement........................93
Section 10.03. Limitation on Rights of Certificateholders......93
Section 10.04. Governing Law...................................94
Section 10.05. Notices.........................................94
Section 10.06. Notices to the Rating Agencies..................95
Section 10.07. Severability of Provisions......................95
Section 10.08. Certificates Nonassessable and Fully Paid.......95
iii
<PAGE>
Exhibits
- --------
EXHIBIT A Forms of Certificates
EXHIBIT B Principal Balance Schedules
EXHIBIT C Mortgage Loans (including list of Cooperative
Loans)
EXHIBIT D Form of Servicer's Certificate
EXHIBIT E Form of Transfer Certificate as to ERISA Matters
for Definitive ERISA-Restricted Certificates
EXHIBIT F Form of Residual Certificate Transferee Affidavit
EXHIBIT G Form of Residual Certificate Transferor Letter
EXHIBIT H Additional Servicer Compensation
EXHIBIT I Form of Investment Letter for Definitive
Restricted Certificates
EXHIBIT J Form of Distribution Date Statement
EXHIBIT K Form of Special Servicing and Collateral
Fund Agreement
EXHIBIT L Form of Lost Note Affidavit and Agreement
EXHIBIT M Schedule of Designated Loans
EXHIBIT N Schedule of Pledged Asset Mortgage Loans
EXHIBIT O Senior Principal Priorities
iv
<PAGE>
THIS POOLING AND SERVICING AGREEMENT, dated as of
November 1, 1998, between GE CAPITAL MORTGAGE SERVICES, INC., a
corporation organized and existing under the laws of the State of
New Jersey, and STATE STREET BANK AND TRUST COMPANY, a
Massachusetts banking corporation, as Trustee.
W I T N E S S E T H T H A T :
- - - - - - - - - - - - - -
In consideration of the mutual agreements herein
contained, GE Capital Mortgage Services, Inc. and State Street
Bank and Trust Company agree as follows:
ARTICLE I
DEFINITIONS
Section 1.01. Definitions. Whenever used in this Agreement,
the following words and phrases, unless the context otherwise
requires, shall have the following meanings:
Accretion Directed Certificate: None.
Accretion Directed Component: None.
Accretion Termination Date: None.
Accrual Amount: As to any Class of Accrual
Certificates and any Accrual Component and each
Distribution Date through the related Accretion Termination
Date, the sum of (x) any amount of Accrued Certificate
Interest allocable to such Class or Component pursuant to
Section 4.01(a)(i) on such Distribution Date and (y) any
amount of Unpaid Class Interest Shortfall allocable to such
Class or Component pursuant to Section 4.01(a)(ii) on such
Distribution Date, to the extent that such amounts are
distributed to any Accretion Directed Certificates and any
Accretion Directed Components pursuant to Section 4.01(e).
As to any Class of Accrual Certificates and any Accrual
Component and each Distribution Date after the related
Accretion Termination Date, zero.
Accrual Certificates: None.
Accrual Component: None.
Accrued Certificate Interest: As to any Distribution
Date and any Class of Certificates (other than any Class of
Principal Only Certificates and any Class of Certificates
consisting of Specified Components), interest accrued
during the related Interest Accrual Period at the
applicable Certificate Interest Rate on the Class
Certificate Principal Balance (or, in the case of any Class
of Notional Certificates, on the aggregate Notional
Principal Balance) thereof immediately prior to such
Distribution Date, calculated on the basis of a 360-day
year consisting of twelve 30-day months. As to any
Distribution Date and any Specified Component (other than
any Principal Only Component), interest accrued during the
related Interest Accrual Period at the applicable Component
Interest Rate on the Component Principal Balance (or
Notional Component
<PAGE>
Principal Balance) thereof immediately prior to such
Distribution Date, calculated on the basis of a 360-day
year consisting of twelve 30-day months. As to any
Distribution Date and any Class of Certificates consisting
of Specified Components, the aggregate of Accrued
Certificate Interest on such Specified Components for such
Distribution Date.
Accrued Certificate Interest on each Class of
Certificates (other than any Class of Principal Only
Certificates and any Class of Certificates consisting of
Specified Components) and any Specified Component (other
than any Principal Only Component) shall be reduced by such
Class's or Specified Component's share of the amount of any
Net Interest Shortfall and Certificate Interest Losses for
such Distribution Date. Any Net Interest Shortfall and
Certificate Interest Losses shall be allocated among (x)
the Classes of Certificates (other than any Class of
Principal Only Certificates and any Class of Certificates
consisting of Specified Components) and (y) the Specified
Components (other than any Principal Only Component) of any
Component Certificate in proportion to the respective
amounts of Accrued Certificate Interest that would have
resulted absent such shortfall or losses.
Additional Collateral: With respect to any Mortgage
100SM Loan, the marketable securities held from time to
time as security for the repayment of such Mortgage 100SM
Loan and any related collateral. With respect to any Parent
PowerSM Loan, the third-party guarantee for such Parent
PowerSM Loan, together with (i) any marketable securities
held from time to time as security for the performance of
such guarantee and any related collateral or (ii) any
mortgaged property securing the performance of such
guarantee, the related home equity line of credit loan and
any related collateral.
Agreement: This Pooling and Servicing Agreement and
all amendments hereof and supplements hereto.
Allocable Share: (a) As to any Distribution Date and
amounts distributable pursuant to clauses (i) and (iii) of
the definition of Junior Optimal Principal Amount, and as
to each Class of Junior Certificates, the fraction,
expressed as a percentage, the numerator of which is the
Class Certificate Principal Balance of such Class and the
denominator of which is the aggregate Class Certificate
Principal Balance of the Junior Certificates.
(b) As to any Distribution Date and amounts
distributable pursuant to clauses (ii), (iv) and (v) of the
definition of Junior Optimal Principal Amount, and as to
the Class M Certificates and each Class of Class B
Certificates for which the related Prepayment Distribution
Trigger has been satisfied on such Distribution Date, the
fraction, expressed as a percentage, the numerator of which
is the Class Certificate Principal Balance of such Class
and the denominator of which is the aggregate Class
Certificate Principal Balance of all such Classes. As to
any Distribution Date and each Class of Class B
Certificates for which the related Prepayment Distribution
Trigger has not been satisfied on such Distribution Date,
0%.
2
<PAGE>
Amortization Payment: As to any REO Mortgage Loan and
any month, the payment of principal and accrued interest
due in such month in accordance with the terms of the
related Mortgage Note as contemplated by Section 3.08(b).
Amount Held for Future Distribution: As to each
Distribution Date, the total of all amounts credited to the
Mortgage Loan Payment Record as of the preceding
Determination Date on account of (i) Principal Prepayments,
Insurance Proceeds and Liquidation Proceeds received
subsequent to the preceding Prepayment Period applicable to
such receipts, and (ii) monthly payments of principal and
interest due subsequent to the preceding Due Date.
Anniversary Determination Date: The Determination Date
occurring in December of each year that the Certificates
are outstanding, commencing in December 1999.
Assignment of Proprietary Lease: With respect to a
Cooperative Loan, the assignment of the related Proprietary
Lease from the Mortgagor to the originator of the
Cooperative Loan.
Assumed Monthly Payment Reduction: As of any
Anniversary Determination Date and as to any Non-Primary
Residence Loan remaining in the Mortgage Pool whose
original principal balance was 80% or greater of the
Original Value thereof, the excess of (i) the Monthly
Payment thereof calculated on the assumption that the
Mortgage Rate thereon was equal to the weighted average (by
principal balance) of the Remittance Rates of all
Outstanding Mortgage Loans (the "Weighted Average Rate") as
of such Anniversary Determination Date over (ii) the
Monthly Payment thereof calculated on the assumption that
the Remittance Rate thereon was equal to the Weighted
Average Rate less 1.25% per annum.
Available Funds: As to each Distribution Date, an
amount equal to the sum of (i) all amounts credited to the
Mortgage Loan Payment Record pursuant to Section 3.02 as of
the preceding Determination Date, (ii) any Monthly Advance
and any Compensating Interest Payment for such Distribution
Date, (iii) the Purchase Price of any Defective Mortgage
Loans and Defaulted Mortgage Loans deposited in the
Certificate Account on the Business Day preceding such
Distribution Date (including any amounts deposited in the
Certificate Account in connection with any substitution of
a Mortgage Loan as specified in Section 2.03(b)), and (iv)
the purchase price of any defaulted Mortgage Loan purchased
under an agreement entered into pursuant to Section 3.08(e)
as of the end of the preceding Prepayment Period less the
sum of (x) the Amount Held for Future Distribution, (y) the
amount of any Unanticipated Recovery credited to the
Mortgage Loan Payment Record pursuant to clause (vi) of
Section 3.02(b), and (z) amounts permitted to be debited
from the Mortgage Loan Payment Record pursuant to clauses
(i) through (vii) and (ix) of Section 3.04.
Bankruptcy Coverage Termination Date: The Distribution
Date upon which the Bankruptcy Loss Amount has been reduced
to zero or a negative number (or the Cross-Over Date, if
earlier).
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<PAGE>
Bankruptcy Loss Amount: As of any Determination Date
prior to the first Anniversary Determination Date, the
Bankruptcy Loss Amount shall equal $104,024.00, as reduced
by the aggregate amount of Deficient Valuations and Debt
Service Reductions since the Cut-off Date. As of any
Determination Date after the first Anniversary
Determination Date, other than an Anniversary Determination
Date, the Bankruptcy Loss Amount shall equal the Bankruptcy
Loss Amount on the immediately preceding Anniversary
Determination Date as reduced by the aggregate amount of
Deficient Valuations and Debt Service Reductions since such
preceding Anniversary Determination Date. As of any
Anniversary Determination Date, the Bankruptcy Loss Amount
shall equal the lesser of (x) the Bankruptcy Loss Amount as
of the preceding Determination Date as reduced by any
Deficient Valuations and Debt Service Reductions for the
preceding Distribution Date, and (y) the greater of (i) the
Fitch Formula Amount for such Anniversary Determination
Date and (ii) the Formula Amount for such Anniversary
Determination Date.
The Bankruptcy Loss Amount may be further reduced by
the Company (including accelerating the manner in which
such coverage is reduced) provided that prior to any such
reduction, the Company shall obtain written confirmation
from each Rating Agency that such reduction shall not
adversely affect the then-current rating assigned to the
related Classes of Certificates by such Rating Agency and
shall provide a copy of such written confirmation to the
Trustee.
Base Servicing Fee: As to any Mortgage Loan and
Distribution Date, an amount equal to the product of (i)
the Scheduled Principal Balance of such Mortgage Loan as of
the Due Date in the preceding calendar month and (ii) the
Base Servicing Fee Rate for such Mortgage Loan. The Base
Servicing Fee for any Distribution Date is subject to
adjustment pursuant to Section 3.08(d) (with respect to a
Realized Loss) or the definition of Interest Loss (with
respect to the interest portion of a Debt Service
Reduction).
Base Servicing Fee Rate: As to any Mortgage Loan, the
per annum rate identified as such for such Mortgage Loan
and set forth in the Mortgage Loan Schedule.
BBA: The British Bankers' Association.
BIF: The Bank Insurance Fund of the FDIC, or its
successor in interest.
Book-Entry Certificate: Any Certificate registered in
the name of the Depository or its nominee, ownership of
which is reflected on the books of the Depository or on the
books of a person maintaining an account with such
Depository (directly or as an indirect participant in
accordance with the rules of such Depository). As of the
Closing Date, each Class of Certificates, other than the
Class B3, Class B4, Class B5, Class R and Class PO
Certificates, constitutes a Class of Book-Entry
Certificates.
Book-Entry Nominee: As defined in Section 5.02(b).
4
<PAGE>
Business Day: Any day other than a Saturday or a
Sunday, or a day on which banking institutions in New York
City or the city in which the Corporate Trust Office is
located are authorized or obligated by law or executive
order to be closed.
Buydown Funds: Funds contributed by the Mortgagor or
another source in order to reduce the interest payments
required from the Mortgagor for a specified period in
specified amounts.
Buydown Mortgage Loan: Any Mortgage Loan as to which
the Mortgagor pays less than the full monthly payment
specified in the Mortgage Note during the Buydown Period
and the difference between the amount paid by the Mortgagor
and the amount specified in the Mortgage Note is paid from
the related Buydown Funds.
Buydown Period: The period during which Buydown Funds
are required to be applied to the related Buydown Mortgage
Loan.
Certificate: Any one of the certificates signed and
countersigned by the Trustee in substantially the forms
attached hereto as Exhibit A.
Certificate Account: The trust account or accounts
created and maintained with the Trustee pursuant to Section
3.02 and which must be an Eligible Account.
Certificate Interest Loss: (i) On or prior to the
Cross-Over Date, any Interest Loss in respect of an Excess
Loss and (ii) after the Cross-Over Date, any Interest Loss,
in each case to the extent such Interest Loss is allocable
to the Certificates in accordance with Section 3.08(d)
(with respect to a Realized Loss) or the definition of
Interest Loss (with respect to the interest portion of a
Debt Service Reduction).
Certificate Interest Rate: With respect to any Class
of Certificates, other than any LIBOR Certificates, and as
of any Distribution Date, the per annum fixed rate
specified in Section 5.01(b). With respect to any Class of
LIBOR Certificates, the per annum variable rate at any time
at which interest accrues on the Certificates of such
Class, as determined pursuant to Section 5.01(e).
Certificate Owner: With respect to any Book-Entry
Certificate, the person who is the beneficial owner
thereof.
Certificate Principal Balance: As to any Certificate
other than a Notional Certificate, and as of any
Distribution Date, the Initial Certificate Principal
Balance of such Certificate (plus, in the case of any
Accrual Certificate, its Percentage Interest of any related
Accrual Amount for each previous Distribution Date) less
the sum of (i) all amounts distributed with respect to such
Certificate in reduction of the Certificate Principal
Balance thereof on previous Distribution Dates pursuant to
Section 4.01, (ii) any Realized Losses allocated to such
Certificate on previous Distribution Dates pursuant to
Section 4.03(b) and (c), and (iii) in the case of a
Subordinate Certificate, such Certificate's Percentage
Interest of the Subordinate Certificate Writedown Amount
allocated to such Certificate on previous Distribution
Dates. The Notional Certificates are issued without
Certificate Principal Balances.
5
<PAGE>
Certificate Register and Certificate Registrar: The
register maintained and the registrar appointed pursuant to
Section 5.02.
Certificateholder or Holder: The person in whose name
a Certificate is registered in the Certificate Register,
except that, solely for the purposes of giving any consent
pursuant to this Agreement, a Certificate of any Class to
the extent that the Company or any affiliate is the
Certificate Owner or Holder thereof (except to the extent
the Company or any affiliate thereof shall be the
Certificate Owner or Holder of all Certificates of such
Class), 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 has been obtained;
provided, however, that in determining whether the Trustee
shall be protected in relying on such consent only the
Certificates that the Trustee knows to be so held shall be
so disregarded.
Class: All Certificates bearing the same class
designation.
Class B Certificate: Any Class B1, Class B2, Class B3,
Class B4 or Class B5 Certificate.
Class Certificate Principal Balance: As to any Class
of Certificates, other than any Class of Notional
Certificates, and as of any date of determination, the
aggregate of the Certificate Principal Balances of all
Certificates of such Class. The Class Certificate Principal
Balance of each such Class of Certificates as of the
Closing Date is specified in Section 5.01(b).
Class Interest Shortfall: As to any Distribution Date
and any Class of Certificates (other than any Class of
Principal Only Certificates or any Class consisting of
Specified Components) or any Specified Component, any
amount by which the amount distributed to Holders of such
Class of Certificates or in respect of such Specified
Component (or added to the Class Certificate Principal
Balance of any Class of Accrual Certificates or to the
Component Principal Balance of any Accrual Component
constituting a Specified Component) on such Distribution
Date is less than the Accrued Certificate Interest thereon
or in respect thereof for such Distribution Date. As to any
Distribution Date and any Class of Certificates consisting
of Specified Components, the sum of the Class Interest
Shortfalls for such Components on such date.
Class PO Deferred Amount: As to any Distribution Date
on or prior to the Cross-Over Date, the aggregate of the
applicable PO Percentage of the principal portion of each
Realized Loss, other than any Excess Loss, to be allocated
to the Class PO Certificates on such Distribution Date or
previously allocated to the Class PO Certificates and not
yet paid to the Holders of the Class PO Certificates
pursuant to Section 4.01(a)(iv).
Closing Date: November 30, 1998.
6
<PAGE>
Code: The Internal Revenue Code of 1986, as it may be
amended from time to time, any successor statutes thereto,
and applicable U.S. Department of the Treasury temporary or
final regulations promulgated thereunder.
COFI: The monthly weighted average cost of funds for
savings institutions the home offices of which are located
in Arizona, California, or Nevada that are member
institutions of the Eleventh Federal Home Loan Bank
District, as computed from statistics tabulated and
published by the Federal Home Loan Bank of San Francisco in
its monthly Information Bulletin.
COFI Certificates: None.
COFI Determination Date: As to each Interest Accrual
Period for any COFI Certificates, the last Business Day of
the calendar month preceding the commencement of such
Interest Accrual Period.
Company: GE Capital Mortgage Services, Inc., a
corporation organized and existing under the laws of the
State of New Jersey, or its successor in interest or, if
any successor servicer is appointed as herein provided,
then such successor servicer.
Compensating Interest Payment: With respect to any
Distribution Date, an amount equal to the aggregate of the
Interest Shortfalls described in clauses (a) and (b) of the
definition thereof with respect to such Distribution Date;
provided, however, that such amount shall not exceed the
lesser of (i) an amount equal to the product of (x) the
Pool Scheduled Principal Balance with respect to such
Distribution Date and (y) one-twelfth of 0.125%, and (ii)
the aggregate of the Base Servicing Fees that the Company
would be entitled to retain on such Distribution Date (less
any portion thereof paid as servicing compensation to any
Primary Servicer) without giving effect to any Compensating
Interest Payment.
Component: Any of the components of a Class of
Component Certificates having the designations and the
initial Component Principal Balances as follows:
Initial Component
Designation Principal Balance
----------- -----------------
N/A N/A
Component Certificate: None.
Component Interest Rate: None.
Component Principal Balance: As of any Distribution
Date, and with respect to any Component, other than any
Notional Component, the initial Component Principal Balance
thereof (as set forth, as applicable, in the definition of
Component) (plus, in the case of any Accrual Component, any
related Accrual Amount for each previous Distribution Date)
less the sum of (x) all amounts distributed in reduction
thereof on previous Distribution Dates pursuant to Section
4.01 and (y) the amount of all Realized Losses allocated
thereto pursuant to Section 4.03(d).
7
<PAGE>
Confirmatory Mortgage Note: With respect to any
Mortgage Loan, a note or other evidence of indebtedness
executed by the Mortgagor confirming its obligation under
the note or other evidence of indebtedness previously
executed by the Mortgagor upon the origination of the
related Mortgage Loan.
Cooperative: A private, cooperative housing
corporation organized in accordance with applicable state
laws which owns or leases land and all or part of a
building or buildings located in the relevant state,
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 one or more Proprietary Leases.
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(s), (iii) an
assignment of the Proprietary Lease(s), (iv) financing
statements and (v) a stock power (or other similar
instrument), and in addition 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. The
Mortgage Loans identified in Exhibit C hereto are
Cooperative Loans.
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(s) 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 shall be administered, which office at the date of
the execution of this instrument is located at Two
International Place, Boston, Massachusetts 02110,
Attention: Corporate Trust Department.
Cross-Over Date: The first Distribution Date on which
the aggregate Class Certificate Principal Balance of the
Junior Certificates has been reduced to zero (giving effect
to all distributions on such Distribution Date).
Cut-off Date: November 1, 1998.
Debt Service Reduction: As to any Mortgage Loan and
any Determination Date, the excess of (a) the then current
Monthly Payment for such Mortgage Loan over (b) the amount
of the monthly payment of principal and interest required
to be paid by the Mortgagor as established by a court of
competent jurisdiction as a result of a proceeding
initiated by or against the related Mortgagor under the
Bankruptcy Code, as amended from time to time (11 U.S.C.).
8
<PAGE>
Deceased Holder: with respect to a Holder of a Class
A9 Certificate, as defined in Section 4.10(b).
Defaulted Mortgage Loan: With respect to any
Determination Date, a Mortgage Loan as to which the related
Mortgagor has failed to make unexcused payment in full of a
total of three or more consecutive installments of
principal and interest, and as to which such delinquent
installments have not been paid, as of the close of
business on the last Business Day of the month next
preceding the month of such Determination Date.
Defective Mortgage Loan: Any Mortgage Loan which is
required to be purchased by the Company (or which the
Company may replace with a substitute Mortgage Loan)
pursuant to Section 2.02 or 2.03(a).
Deficient Valuation: As to any Mortgage Loan and any
Determination Date, the excess of (a) the then outstanding
indebtedness under such Mortgage Loan over (b) the
valuation by a court of competent jurisdiction of the
related Mortgaged Property as a result of a proceeding
initiated by or against the related Mortgagor under the
Bankruptcy Code, as amended from time to time (11 U.S.C.),
pursuant to which such Mortgagor retained such Mortgaged
Property.
Definitive Certificate: Any Certificate, other than a
Book-Entry Certificate, issued in definitive, fully
registered form.
Definitive Restricted Junior Certificate: Any
Restricted Junior Certificate that is in the form of a
Definitive Certificate.
Depository: The initial Depository shall be The
Depository Trust Company, the nominee of which is CEDE &
Co. The Depository shall at all times be a "clearing
corporation" as defined in Section 8-102(a)(5) of the
Uniform Commercial Code of the State of New York, as
amended, or any successor provisions thereto.
Depository Participant: A broker, dealer, bank or
other financial institution or other Person for which, from
time to time, the Depository effects book-entry transfers
and pledges of securities deposited with such Depository.
Designated Loan Closing Documents: With respect to any
Designated Loan, a Lost Note Affidavit substantially in the
form of Exhibit L, and an assignment of the related
Mortgage to the Trustee in recordable form (except for the
omission therein of recording information concerning such
Mortgage).
Designated Loans: The Mortgage Loans, if any, listed
on Exhibit M hereto.
Designated Telerate Page: The Dow Jones Telerate
Service page 3750 (or such other page as may replace page
3750 on that service or such other service as may be
nominated by the BBA for the purpose of displaying the
Interest Settlement Rates).
Determination Date: With respect to any Distribution
Date, the fifth Business Day prior thereto.
9
<PAGE>
Discount Mortgage Loan: Any Mortgage Loan with a Net
Mortgage Rate less than 6.25% per annum.
Disqualified Organization: Any of the following: (i)
the United States, any State or political subdivision
thereof, or any agency or instrumentality of any of the
foregoing (including but not limited to state pension
organizations); (ii) a foreign government, International
Organization or any agency or instrumentality of either of
the foregoing; (iii) an organization (except certain
farmers' cooperatives described in Code section 521) which
is exempt from tax imposed by Chapter 1 of the Code
(including the tax imposed by section 511 of the Code on
unrelated business taxable income); and (iv) a rural
electric and telephone cooperative described in Code
section 1381(a)(2)(C). The terms "United States," "State"
and "International Organization" shall have the meanings
set forth in Code section 7701 or successor provisions. A
corporation will not be treated as an instrumentality of
the United States or of any State or political subdivision
thereof for these purposes if all of its activities are
subject to tax and a majority of its board of directors is
not selected by such governmental unit.
Distribution Date: The 25th day of each calendar month
after the month of initial issuance of the Certificates,
or, if such 25th day is not a Business Day, the next
succeeding Business Day.
Distribution Date Statement: The statement referred to
in Section 4.05(a).
Document File: As defined in Section 2.01.
Due Date: The first day of the month of the related
Distribution Date.
Eligible Account: An account that is either (i)
maintained with a depository institution the debt
obligations of which have been rated by each Rating Agency
in one of its two highest long-term rating categories and
has been assigned by S&P its highest short-term rating,
(ii) an account or accounts the deposits in which are fully
insured by either the BIF or the SAIF, (iii) an account or
accounts, in a depository institution in which such
accounts are insured by the BIF or the SAIF (to the limits
established by the FDIC), the uninsured deposits in which
accounts are either invested in Permitted Investments or
are otherwise secured to the extent required by the Rating
Agencies such that, as evidenced by an Opinion of Counsel
delivered to the Trustee, the Certificateholders 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, (iv) a trust account
maintained with the corporate trust department of a federal
or state chartered depository institution or of a trust
company with trust powers and acting in its fiduciary
capacity for the benefit of the Trustee hereunder or (v)
such account as will not cause either Rating Agency to
downgrade or withdraw its then-current rating assigned to
the Certificates, as evidenced in writing by the Rating
Agencies.
ERISA: The Employee Retirement Income Security Act of
1974, as amended.
10
<PAGE>
ERISA-Restricted Certificate: Any Junior Certificate.
Event of Default: An event described in Section 7.01.
Excess Bankruptcy Loss: Any Deficient Valuation or
Debt Service Reduction, or portion thereof, (i) occurring
after the Bankruptcy Coverage Termination Date or (ii) if
on such date, in excess of the then-applicable Bankruptcy
Loss Amount.
Excess Fraud Loss: Any Fraud Loss, or portion thereof,
(i) occurring after the Fraud Coverage Termination Date or
(ii) if on such date, in excess of the then-applicable
Fraud Loss Amount.
Excess Loss: Any Excess Bankruptcy Loss, Excess Fraud
Loss or Excess Special Hazard Loss.
Excess Special Hazard Loss: Any Special Hazard Loss,
or portion thereof, (i) occurring after the Special Hazard
Termination Date or (ii) if on such date, in excess of the
then-applicable Special Hazard Loss Amount.
FDIC: The Federal Deposit Insurance Corporation, or
its successor in interest.
FHLMC: The Federal Home Loan Mortgage Corporation or
its successor in interest.
Financial Intermediary: A broker, dealer, bank or
other financial institution or other Person that clears
through or maintains a custodial relationship with a
Depository Participant.
Fitch: Fitch IBCA, Inc. and its successors.
Fitch Formula Amount: As to each Anniversary
Determination Date, the greater of (i) $50,000 and (ii) the
product of (x) the greatest Assumed Monthly Payment
Reduction for any Non-Primary Residence Loan whose original
principal balance was 80% or greater of the Original Value
thereof, (y) the weighted average remaining term to
maturity (expressed in months) of all the Non-Primary
Residence Loans remaining in the Mortgage Pool as of such
Anniversary Determination Date, and (z) the sum of (A) one
plus (B) the number of all remaining Non-Primary Residence
Loans divided by the total number of Outstanding Mortgage
Loans as of such Anniversary Determination Date.
FNMA: The Federal National Mortgage Association or its
successor in interest.
Formula Amount: As to each Anniversary Determination
Date, the greater of (i) $100,000 and (ii) the product of
(x) 0.06% and (y) the Scheduled Principal Balance of each
Mortgage Loan remaining in the Mortgage Pool whose original
principal balance was 75% or greater of the Original Value
thereof.
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<PAGE>
Fraud Coverage Termination Date: The Distribution Date
upon which the related Fraud Loss Amount has been reduced
to zero or a negative number (or the Cross-Over Date, if
earlier).
Fraud Loss: Any Realized Loss attributable to fraud in
the origination of the related Mortgage Loan.
Fraud Loss Amount: As of any Distribution Date after
the Cut-off Date, (x) prior to the first anniversary of the
Cut-off Date, an amount equal to $3,524,615.00 minus the
aggregate amount of Fraud Losses that would have been
allocated to the Junior Certificates in accordance with
Section 4.03 in the absence of the Loss Allocation
Limitation since the Cut-off Date, and (y) 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%
(from the first to but excluding the third anniversaries of
the Cut-off Date) or 0.5% (from and including the third to
but excluding the fifth anniversaries of the Cut-off Date)
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 that would have
been allocated to the Junior Certificates in accordance
with Section 4.03 in the absence of the Loss Allocation
Limitation since the most recent anniversary of the Cut-off
Date. On or after the fifth anniversary of the Cut-off Date
the Fraud Loss Amount shall be zero.
Group I Final Distribution Date: The Distribution Date
on which the aggregate Certificate Principal Balance of the
Group I Senior Certificates is reduced to zero.
Group I Senior Certificate: Any Class A1, Class A2,
Class A3, Class A4, Class A6, Class A7, Class A8, Class A9,
Class A10 or Class R Certificate.
Group II Senior Certificate: Any Class A5 Certificate.
Group II Senior Percentage: With respect to any
Distribution Date, the percentage (carried to six decimal
places) obtained by dividing (x) the aggregate Certificate
Principal Balance of the Group II Senior Certificates
immediately preceding such Distribution Date by (y) the
aggregate Certificate Principal Balance of the Senior
Certificates (other than the Class PO Certificates)
immediately preceding such Distribution Date.
Group II Senior Distribution Percentage: 0% through
the Distribution Date in November 2003; 30% thereafter
through the Distribution Date in November 2004; 40%
thereafter through the Distribution Date in November 2005;
60% thereafter through the Distribution Date in November
2006; 80% thereafter through the Distribution Date in
November 2007; and 100% thereafter.
Group II Senior Principal Distribution Amount: With
respect to any Distribution Date, the product of (a) the
Senior Optimal Principal Amount for such date, (b) the
Group II Senior Percentage for such date and (c) the Group
II Senior Distribution Percentage for such date; provided,
however, that (i) on the Group I Final Distribution Date,
the Group
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<PAGE>
II Senior Principal Distribution Amount will be increased by
any portion of the Senior Optimal Principal Amount
remaining after distributions of principal have been made
on the Group I Senior Certificates and (ii) following the
Group I Final Distribution Date, the Group II Senior
Principal Distribution Amount will equal the Senior Optimal
Principal Amount.
Initial Certificate Principal Balance: With respect to
any Certificate, other than a Notional Certificate, the
Certificate Principal Balance of such Certificate or any
predecessor Certificate on the Closing Date.
Initial LIBOR Rate: None.
Insurance Proceeds: Proceeds paid pursuant to the
Primary Insurance Policies, if any, and amounts paid by any
insurer pursuant to any other insurance policy covering a
Mortgage Loan.
Insured Expenses: Expenses covered by the Primary
Insurance Policies, if any, or any other insurance policy
or policies applicable to the Mortgage Loans.
Interest Accrual Period: With respect to any
Distribution Date and any Class of Certificates (other than
any Class of Principal Only Certificates) or Component, the
one-month period ending on the last day of the month
preceding the month in which such Distribution Date occurs.
Interest Loss: (i) With respect to any Realized Loss,
the excess of accrued and unpaid interest due on the
related Mortgage Loan over the amount allocated to interest
thereon in accordance with Section 3.08(d), and (ii) with
respect to any Debt Service Reduction and any calendar
month, the reduction in the amount of interest due on the
related Mortgage Loan during such month as a result of the
relevant bankruptcy proceeding.
The amount of any Interest Loss described in clause
(i) of the preceding paragraph will be allocated among the
Base Servicing Fee, the Supplemental Servicing Fee and the
Certificates in accordance with Section 3.08(d). The amount
of any Interest Loss described in clause (ii) of the
preceding paragraph will be allocated among the Base
Servicing Fee, the Supplemental Servicing Fee and the
Certificates in proportion to the amount of interest that
would have been allocated to the Base Servicing Fee at the
Base Servicing Fee Rate, the Supplemental Servicing Fee at
the Supplemental Servicing Fee Rate and interest at the
Remittance Rate, respectively, in the absence of the Debt
Service Reduction.
Interest Settlement Rate: With respect to any Interest
Accrual Period, the rate (expressed as a percentage per
annum) for one-month U.S. Dollar deposits reported by the
BBA at 11:00 a.m. London time on the related LIBOR
Determination Date and as it appears on the Designated
Telerate Page.
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Interest Shortfall: With respect to any Distribution
Date and each Mortgage Loan that during the related
Prepayment Period was the subject of a Voluntary Principal
Prepayment or constitutes a Relief Act Mortgage Loan, an
amount determined as follows:
(A) partial principal prepayments: one month's
interest at the applicable Net Mortgage Rate on the
amount of such prepayment;
(B) principal prepayments in full received on or
after the sixteenth day of the month preceding the
month of such Distribution Date (or, in the case of
the first Distribution Date, on or after the Cut-off
Date) but on or before the last day of the month
preceding the month of such Distribution Date, the
difference between (i) one month's interest at the
applicable Net Mortgage Rate on the Scheduled
Principal Balance of such Mortgage Loan immediately
prior to such prepayment and (ii) the amount of
interest for the calendar month of such prepayment
(adjusted to the applicable Net Mortgage Rate)
received at the time of such prepayment;
(C) principal prepayments in full received by the
Company (or of which the Company receives notice, in
the case of a Mortgage Loan serviced by a Primary
Servicer) on or after the first day but on or before
the fifteenth day of the month of such Distribution
Date: none; and
(D) Relief Act Mortgage Loans: As to any Relief
Act Mortgage Loan, the excess of (i) 30 days' interest
(or, in the case of a Principal Prepayment in full,
interest to the date of prepayment) on the Scheduled
Principal Balance thereof (or, in the case of a
Principal Prepayment in part, on the amount so
prepaid) at the related Net Mortgage Rate over (ii) 30
days' interest (or, in the case of a Principal
Prepayment in full, interest to the date of
prepayment) on such Scheduled Principal Balance (or,
in the case of a Principal Prepayment in part, on the
amount so prepaid) at the Net Mortgage Rate required
to be paid by the Mortgagor as limited by application
of the Relief Act.
For purposes of the definitions of Net Interest
Shortfall and Supplemental Servicing Fee, the amount of any
Interest Shortfall shall be allocated between the
Certificates and the Supplemental Servicing Fee in
proportion to the amount of interest that would have been
allocated to the Certificates (at the Remittance Rate) and
the Supplemental Servicing Fee (at the Supplemental
Servicing Fee Rate), respectively, in the absence of such
Interest Shortfall.
Junior Certificate: Any Class M or Class B
Certificate.
Junior Optimal Principal Amount: As to any
Distribution Date, an amount equal to the sum of the
following (but in no event greater than the aggregate
Certificate Principal Balance of the Junior Certificates
immediately prior to such Distribution Date):
(i) the Junior Percentage of the applicable Non-PO
Percentage of the principal portion of each Monthly Payment
due on the related Due Date on each
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Outstanding Mortgage Loan as of such Due Date as specified
in the amortization schedule at the time applicable thereto
(after adjustment for previous Principal Prepayments and
the principal portion of Debt Service Reductions subsequent
to the Bankruptcy Coverage Termination Date but before any
adjustment to such amortization schedule by reason of any
bankruptcy (other than as aforesaid) or similar proceeding
or any moratorium or similar waiver or grace period);
(ii) the Junior Prepayment Percentage of the
applicable Non-PO Percentage of all principal prepayments
in part received during the related Prepayment Period, and
100% of any Senior Optimal Principal Amount not distributed
to the Senior Certificates on such Distribution Date,
together with the Junior Prepayment Percentage of the
applicable Non-PO Percentage of the Scheduled Principal
Balance of each Mortgage Loan which was the subject of a
Voluntary Principal Prepayment in full during the related
Prepayment Period;
(iii) the excess, if any, of (x) the applicable Non-PO
Percentage of the sum of (A) all Net Liquidation Proceeds
allocable to principal received during the related
Prepayment Period (other than in respect of Mortgage Loans
described in clause (B)) and (B) the principal balance of
each Mortgage Loan that was purchased by an insurer from
the Trustee during the related Prepayment Period pursuant
to the related Primary Insurance Policy, over (y) the
amount distributable pursuant to clause (iii) of the
definition of Senior Optimal Principal Amount on such
Distribution Date;
(iv) the Junior Prepayment Percentage of the
applicable Non-PO Percentage of the Scheduled Principal
Balance of each Mortgage Loan which was purchased on such
Distribution Date pursuant to Section 2.02, 2.03(a) or
3.16; and
(v) the Junior Prepayment Percentage of the applicable
Non-PO Percentage of the Substitution Amount for any
Mortgage Loan substituted during the month of such
Distribution Date.
For purposes of clause (ii) above, a Voluntary
Principal Prepayment in full with respect to a Mortgage
Loan serviced by a Primary Servicer shall be deemed to have
been received when the Company, as servicer, receives
notice thereof.
After the Class Certificate Principal Balances of the
Junior Certificates have been reduced to zero, the Junior
Optimal Principal Amount shall be zero.
Junior Percentage: As to any Distribution Date, the
excess of 100% over the Senior Percentage for such
Distribution Date.
Junior Prepayment Percentage: As to any Distribution
Date, the excess of 100% over the Senior Prepayment
Percentage for such Distribution Date, except that (i)
after the aggregate Certificate Principal Balance of the
Senior Certificates other than the Class PO Certificates
has been reduced to zero, the Junior Prepayment Percentage
shall be 100%, and (ii) after the Cross-Over Date, the
Junior Prepayment Percentage shall be zero.
Latest Possible Maturity Date: November 25, 2030.
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<PAGE>
LIBOR: With respect to any Interest Accrual Period,
the per annum rate determined, pursuant to Section 5.08, on
the basis of the Interest Settlement Rate or as otherwise
provided in such Section.
LIBOR Certificate: None.
LIBOR Determination Date: The second London Banking
Day immediately preceding the commencement of each Interest
Accrual Period for any LIBOR Certificates.
Liquidated Mortgage Loan: Any defaulted Mortgage Loan
as to which the Company has determined that all amounts
which it expects to recover on behalf of the Trust Fund
from or on account of such Mortgage Loan have been
recovered, including any Mortgage Loan with respect to
which the Company determines not to foreclose upon the
related Mortgaged Property based on its belief that such
Mortgaged Property may be contaminated with or affected by
hazardous or toxic wastes, materials or substances.
Liquidation Expenses: Expenses which are incurred by
the Company in connection with the liquidation of any
defaulted Mortgage Loan and not recovered by the Company
under any Primary Insurance Policy for reasons other than
the Company's failure to comply with Section 3.05, such
expenses including, without limitation, legal fees and
expenses, and, regardless of when incurred, any
unreimbursed amount expended by the Company pursuant to
Section 3.03 or Section 3.06 respecting the related
Mortgage Loan and any related and unreimbursed Property
Protection Expenses.
Liquidation Proceeds: Cash (other than Insurance
Proceeds) received in connection with the liquidation of
any defaulted Mortgage Loan whether through judicial
foreclosure or otherwise.
Living Holder: Any Certificate Owner of a Class A9
Certificate other than a Deceased Holder.
Loan-to-Value Ratio: With respect to each Mortgage
Loan, the original principal amount of such Mortgage Loan,
divided by the Original Value of the related Mortgaged
Property.
London Banking Day: Any day on which banks are open
for dealing in foreign currency and exchange in London,
England.
Loss Allocation Limitation: As defined in Section
4.03(g).
MLCC: Merrill Lynch Credit Corporation, or its
successor in interest.
Monthly Advance: With respect to any Distribution
Date, the aggregate of the advances required to be made by
the Company pursuant to Section 4.04(a) (or by the Trustee
pursuant to Section 4.04(b)) on such Distribution Date, the
amount of any such Monthly Advance being equal to (a) the
aggregate of payments of principal and interest (adjusted
to the related Remittance Rate) on the Mortgage Loans that
were due on the
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<PAGE>
related Due Date, without regard to any arrangements
entered into by the Company with the related Mortgagors
pursuant to Section 3.02(a)(ii), and delinquent as of the
close of business on the Business Day next preceding the
related Determination Date, less (b) the amount of any such
payments which the Company or the Trustee, as applicable,
in its reasonable judgment believes will not be ultimately
recoverable by it either out of late payments by the
Mortgagor, Net Liquidation Proceeds, Insurance Proceeds,
REO Proceeds or otherwise. With respect to any Mortgage
Loan, the portion of any such advance or advances made with
respect thereto.
Monthly Payment: The scheduled monthly payment on a
Mortgage Loan for any month allocable to principal or
interest on such Mortgage Loan.
Moody's: Moody's Investors Service, Inc. and its
successors.
Mortgage: The mortgage or deed of trust creating a
first lien on a fee simple interest or leasehold estate in
real property securing a Mortgage Note.
Mortgage 100SM Loan: A Mortgage Loan identified on
Exhibit N hereof that has a Loan-to-Value Ratio at
origination in excess of 80.00% and that is secured by
Additional Collateral and does not have a Primary Insurance
Policy.
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 such
documents pursuant to this Agreement.
Mortgage Loan Payment Record: The record maintained by
the Company pursuant to Section 3.02(b).
Mortgage Loan Schedule: As of any date of
determination, the schedule of Mortgage Loans included in
the Trust Fund. The initial schedule of Mortgage Loans as
of the Cut-off Date is attached hereto as Exhibit C.
Mortgage Loans: As of any date of determination, each
of the mortgage loans identified on the Mortgage Loan
Schedule (as amended pursuant to Section 2.03(b)) delivered
and assigned to the Trustee pursuant to Section 2.01 or
2.03(b), and not theretofore released from the Trust Fund
by the Trustee.
Mortgage Note: With respect to any Mortgage Loan, the
note or other evidence of indebtedness (which may consist
of a Confirmatory Mortgage Note) evidencing the
indebtedness of a Mortgagor under such Mortgage Loan.
Mortgage Pool: The aggregate of the Mortgage Loans
identified in the Mortgage Loan Schedule.
Mortgage Rate: The per annum rate of interest borne by
a Mortgage Loan as set forth in the related Mortgage Note.
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<PAGE>
Mortgaged Property: The underlying real property
securing the Mortgage Loan, or with respect to a
Cooperative Loan, the related Proprietary Lease and
Cooperative Stock.
Mortgagor: With respect to any Mortgage Loan, each
obligor on the related Mortgage Note.
Net Interest Shortfall: With respect to any
Distribution Date, the excess, if any, of the aggregate
Interest Shortfalls allocable to the Certificates (as
determined in accordance with the definition of Interest
Shortfall) for such Distribution Date over any Compensating
Interest Payment for such date.
Net Liquidation Proceeds: As to any Liquidated
Mortgage Loan, the sum of (i) any Liquidation Proceeds
therefor less the related Liquidation Expenses, and (ii)
any Insurance Proceeds therefor, other than any such
Insurance Proceeds applied to the restoration of the
related Mortgaged Property.
Net Mortgage Rate: With respect to any Mortgage Loan,
the related Mortgage Rate less the applicable Base
Servicing Fee Rate.
Non-Book-Entry Certificate: Any Certificate other than
a Book-Entry Certificate.
Non-Credit Loss: Any Fraud Loss, Special Hazard Loss
or Deficient Valuation.
Non-Discount Mortgage Loan: Any Mortgage Loan with a
Net Mortgage Rate greater than or equal to 6.25% per annum.
Non-permitted Foreign Holder: As defined in Section
5.02(b).
Non-PO Percentage: As to any Discount Mortgage Loan, a
fraction (expressed as a percentage), the numerator of
which is the Net Mortgage Rate of such Discount Mortgage
Loan and the denominator of which is 6.25%. As to any
Non-Discount Mortgage Loan, 100%.
Non-Primary Residence Loan: Any Mortgage Loan secured
by a Mortgaged Property that is (on the basis of
representations made by the Mortgagors at origination) a
second home or investor-owned property.
Nonrecoverable Advance: All or any portion of any
Monthly Advance or Monthly Advances previously made by the
Company (or the Trustee) which, in the reasonable judgment
of the Company (or, as applicable, the Trustee) will not be
ultimately recoverable from related Net Liquidation
Proceeds, Insurance Proceeds, REO Proceeds or otherwise.
The determination by the Company that it has made a
Nonrecoverable Advance or that any advance, if made, would
constitute a Nonrecoverable Advance, shall be evidenced by
an Officer's Certificate of the Company delivered to the
Trustee and detailing the reasons for such determination.
Non-U.S. Person: As defined in Section 4.02(c).
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<PAGE>
Notional Certificate: None.
Notional Component: None.
Notional Component Balance: None.
Notional Principal Balance: As to any Distribution
Date and any Notional Certificate, such Notional
Certificate's Percentage Interest of the aggregate Notional
Principal Balance of the Notional Certificates of the same
Class for such Distribution Date.
Officer's Certificate: A certificate signed by the
President, a Senior Vice President or a Vice President of
the Company and delivered to the Trustee.
Opinion of Counsel: A written opinion of counsel, who
may be counsel for the Company; provided, however, that any
Opinion of Counsel with respect to the interpretation or
application of the REMIC Provisions or the status of an
account as an Eligible Account shall be the opinion of
independent counsel satisfactory to the Trustee.
Original Subordinate Principal Balance: As set forth
in the definition of Senior Prepayment Percentage.
Original Value: The value of the property underlying a
Mortgage Loan based, in the case of the purchase of the
underlying Mortgaged Property, on the lower of an appraisal
satisfactory to the Company or the sales price of such
property or, in the case of a refinancing, on an appraisal
satisfactory to the Company.
Outstanding Mortgage Loan: With respect to any Due
Date, a Mortgage Loan which, prior to such Due Date, was
not the subject of a Principal Prepayment in full, did not
become a Liquidated Mortgage Loan and was not purchased
pursuant to Section 2.02, 2.03(a) or 3.16 or replaced
pursuant to Section 2.03(b).
Outstanding Non-Discount Mortgage Loan: Any
Outstanding Mortgage Loan that is a Non-Discount Mortgage
Loan.
PAC Balance: As to any Distribution Date and any Class
of PAC Certificates and any PAC Component, the balance
designated as such for such Distribution Date and such
Class or Component as set forth in the Principal Balance
Schedules.
PAC Certificate: None.
PAC Component: None.
Parent PowerSM Loan: A Mortgage Loan identified on
Exhibit N hereto that has a Loan-to-Value Ratio at
origination in excess of 80.00%, that is supported by
Additional Collateral and does not have a Primary Insurance
Policy.
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<PAGE>
Pay-out Rate: With respect to any Class of
Certificates (other than any Class of Principal Only
Certificates) and any Distribution Date, the rate at which
interest is distributed on such Class on such Distribution
Date and which is equal to a fraction (expressed as an
annualized percentage) the numerator of which is the
Accrued Certificate Interest for such Class and
Distribution Date, and the denominator of which is the
Class Certificate Principal Balance (or, in the case of the
Notional Certificates, the Notional Principal Balance) of
such Class immediately prior to such Distribution Date.
Percentage Interest: With respect to any Certificate,
the percentage interest in the undivided beneficial
ownership interest in the Trust Fund evidenced by
Certificates of the same Class as such Certificate. With
respect to any Certificate, the Percentage Interest
evidenced thereby shall equal the Initial Certificate
Principal Balance (or, in the case of a Notional
Certificate, the initial Notional Principal Balance)
thereof divided by the aggregate Initial Certificate
Principal Balance (or, in the case of a
Notional Certificate, the aggregate initial Notional
Principal Balance) of all Certificates of the same Class.
Permitted Investments: One or more of the following;
provided, however, that no such Permitted Investment may
mature later than the Business Day preceding the
Distribution Date after such investment except as otherwise
provided in Section 3.02(e) hereof, provided, further, that
such investments qualify as "cash flow investments" as
defined in section 860G(a)(6) of the Code:
(i) obligations of, or guaranteed as to timely receipt
of 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) provided that the unsecured obligations of the
party agreeing to repurchase such obligations are at the
time rated by each Rating Agency in the highest long-term
rating category;
(iii) federal funds, certificates of deposit, time
deposits and banker's acceptances, of any U.S. depository
institution or trust company incorporated under the laws of
the United States or any state provided that the debt
obligations of such depository institution or trust company
at the date of acquisition thereof have been rated by each
Rating Agency in the highest long-term rating category;
(iv) commercial paper of any corporation incorporated
under the laws of the United States or any state thereof
which on the date of acquisition has the highest short term
rating of each Rating Agency; and
(v) other obligations or securities that are
acceptable to each Rating Agency as a Permitted Investment
hereunder and will not, as evidenced in writing, result in
a reduction or withdrawal in the then current rating of the
Certificates.
Notwithstanding the foregoing, Permitted Investments
shall not include "stripped securities" and investments
which contractually may return less than the purchase price
therefor.
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Person: Any legal person, including any individual,
corporation, partnership, limited liability company, joint
venture, association, joint-stock company, trust,
unincorporated organization or government or any agency or
political subdivision thereof.
Plan: Any Person which is an employee benefit plan
subject to ERISA or a plan subject to section 4975 of the
Code.
Pledged Asset Loan-to-Value Ratio: With respect to any
Pledged Asset Mortgage Loan, (i) the original loan amount
less the portion of any required Additional Collateral
which is covered by the Surety Bond, divided by (ii) the
Original Value of the related Mortgaged Property.
Pledged Asset Mortgage Loan: Each Mortgage 100SM Loan
and Parent PowerSM Loan purchased from MLCC that is
supported by Additional Collateral and identified on
Exhibit N hereto.
Pledged Asset Mortgage Servicing Agreement: The
Amended and Restated Pledged Asset Mortgage Servicing
Agreement, dated as of June 2, 1998 between MLCC and the
Company.
PO Percentage: As to any Discount Mortgage Loan, a
fraction (expressed as a percentage), the numerator of
which is the excess of 6.25% over the Net Mortgage Rate of
such Discount Mortgage Loan and the denominator of which is
6.25%. As to any Non-Discount Mortgage Loan, 0%.
PO Principal Distribution Amount: As to any
Distribution Date, an amount equal to the sum of the
applicable PO Percentage of:
(i) the principal portion of each Monthly Payment due
on the related Due Date on each Outstanding Mortgage Loan
as of such Due Date as specified in the amortization
schedule at the time applicable thereto (after adjustments
for previous Principal Prepayments and the principal
portion of Debt Service Reductions subsequent to the
Bankruptcy Coverage Termination Date but before any
adjustment to such amortization schedule by reason of any
bankruptcy (except as aforesaid) or similar proceeding or
any moratorium or similar waiver or grace period);
(ii) all principal prepayments in part received during
the related Prepayment Period, together with the Scheduled
Principal Balance (as reduced by any Deficient Valuation
occurring on or prior to the Bankruptcy Coverage
Termination Date) of each Mortgage Loan which was the
subject of a Voluntary Principal Prepayment in full during
the related Prepayment Period;
(iii) the sum of (A) all Net Liquidation Proceeds
allocable to principal received in respect of each Mortgage
Loan that became a Liquidated Mortgage Loan during the
related Prepayment Period (other than Mortgage Loans
described in clause (B)) and (B) the principal balance of
each Mortgage Loan purchased by an insurer from the Trustee
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<PAGE>
pursuant to the related Primary Insurance Policy, in each
case during the related Prepayment Period;
(iv) the Scheduled Principal Balance (as reduced by
any Deficient Valuation occurring on or prior to the
Bankruptcy Coverage Termination Date) of each Mortgage Loan
which was purchased on such Distribution Date pursuant to
Section 2.02, 2.03(a) or 3.16; and
(v) the Substitution Amount for any Mortgage Loan
substituted during the month of such Distribution Date; for
purposes of this clause (v), the definition of
"Substitution Amount" shall be modified to reduce the
Scheduled Principal Balance of the Mortgage Loan that is
substituted for by any Deficient Valuation occurring on or
prior to the Bankruptcy Coverage Termination Date.
For purposes of clause (ii) above, a Voluntary
Principal Prepayment in full with respect to a Mortgage
Loan serviced by a Primary Servicer shall be deemed to have
been received when the Company, as servicer, receives
notice thereof.
Pool Scheduled Principal Balance: With respect to any
Distribution Date, the aggregate Scheduled Principal
Balance of all the Mortgage Loans that were Outstanding
Mortgage Loans on the Due Date in the month next preceding
the month of such Distribution Date (or, in the case of the
first Distribution Date, the Cut-off Date; or, if so
specified, such other date).
Prepayment Assumption: The assumed fixed schedule of
prepayments on a pool of new mortgage loans with such
schedule given as a monthly sequence of prepayment rates,
expressed as annualized percent values. These values start
at 0.2% per year in the first month, increase by 0.2% per
year in each succeeding month until month 30, ending at
6.0% per year. At such time, the rate remains constant at
6.0% per year for the balance of the remaining term.
Multiples of the Prepayment Assumption are calculated from
this prepayment rate series.
Prepayment Assumption Multiple: 275% of the Prepayment
Assumption.
Prepayment Distribution Trigger: As of any
Distribution Date and as to each Class of Class B
Certificates, the related Prepayment Distribution Trigger
is satisfied if (x) the fraction, expressed as a
percentage, the numerator of which is the aggregate Class
Certificate Principal Balance of such Class and each Class
subordinate thereto, if any, on such Distribution Date, and
the denominator of which is the Pool Scheduled Principal
Balance for such Distribution Date, equals or exceeds (y)
such percentage calculated as of the Closing Date.
Prepayment Interest Excess: As to any Voluntary
Principal Prepayment in full received from the first day
through the fifteenth day of any calendar month (other than
the calendar month in which the Cut-off Date occurs), all
amounts paid in respect of interest on such Principal
Prepayment. For purposes of determining the amount of
Prepayment Interest Excess for any month, a Voluntary
Principal Prepayment in full with
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<PAGE>
respect to a Mortgage Loan serviced by a Primary Servicer
shall be deemed to have been received when the Company, as
servicer, receives notice thereof. All Prepayment Interest
Excess shall be retained by the Company, as servicer, as
additional servicing compensation.
Prepayment Period: With respect to any Distribution
Date and any Voluntary Principal Prepayment in part or
other Principal Prepayment other than a Voluntary Principal
Prepayment in full, the calendar month preceding the month
of such Distribution Date; with respect to any Distribution
Date and any Voluntary Principal Prepayment in full, the
period beginning on the sixteenth day of the calendar month
preceding the month of such Distribution Date (or, in the
case of the first Distribution Date, beginning on the
Cut-off Date) and ending on the fifteenth day of the month
in which such Distribution Date occurs.
Primary Insurance Policy: The certificate of private
mortgage insurance relating to a particular Mortgage Loan,
or an electronic screen print setting forth the information
contained in such certificate of private mortgage
insurance, including, without limitation, information
relating to the name of the mortgage insurance carrier, the
certificate number, the loan amount, the property address,
the effective date of coverage, the amount of coverage and
the expiration date of the policy. Each such policy covers
defaults by the Mortgagor, which coverage shall equal the
portion of the unpaid principal balance of the related
Mortgage Loan that exceeds 75% (or such lesser coverage
required or permitted by FNMA or FHLMC) of the Original
Value of the underlying Mortgaged Property.
Primary Servicer: Any servicer with which the Company
has entered into a servicing agreement, as described in
Section 3.01(f).
Principal Balance Schedules: Any principal balance
schedules attached hereto, if applicable, as Exhibit B,
setting forth the PAC Balances of any PAC Certificates and
PAC Components, the TAC Balances of any TAC Certificates
and TAC Components, and the Scheduled Balances of any
Scheduled Certificates and Scheduled Components.
Principal Distribution Request: Any request for a
distribution in reduction of the Class Certificate
Principal Balance of any Class A9 Certificate, submitted in
writing to a Depository Participant or Financial
Intermediary (or, if the Class A9 Certificates are no
longer represented by a Book-Entry Certificate, to the
Trustee) by the Certificate Owner (or Certificateholder) of
a Class A9 Certificate pursuant to Section 4.10(c) or
4.10(g), as applicable.
Principal Only Certificate: Any Class PO Certificate.
Principal Only Component: None.
Principal Prepayment: Any payment or other recovery of
principal on a Mortgage Loan (including, for this purpose,
any refinancing permitted by Section 3.01 and any REO
Proceeds treated as such pursuant to Section 3.08(b)) which
is received in advance
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of its scheduled Due Date and is not accompanied by an
amount of interest representing scheduled interest for any
month subsequent to the month of prepayment.
Private Placement Memorandum: The private placement
memorandum relating to the Restricted Junior Certificates
dated November 24, 1998.
Prohibited Transaction Exemption: U.S. Department of
Labor Prohibited Transaction Exemption 89-90, 54 Fed. Reg.
42597, October 17, 1989.
Property Protection Expenses: With respect to any
Mortgage Loan, expenses paid or incurred by or for the
account of the Company in accordance with the related
Mortgage for (a) real estate property taxes and property
repair, replacement, protection and preservation expenses
and (b) similar expenses reasonably paid or incurred to
preserve or protect the value of such Mortgage to the
extent the Company is not reimbursed therefor pursuant to
the Primary Insurance Policy, if any, or any other
insurance policy with respect thereto.
Proprietary Lease: With respect to a Cooperative Loan,
the proprietary lease(s) or occupancy agreement with
respect to the Cooperative Apartment occupied by the
Mortgagor and 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.
Purchase Price: With respect to any Mortgage Loan
required or permitted to be purchased hereunder from the
Trust Fund, an amount equal to 100% of the unpaid principal
balance thereof plus interest thereon at the applicable
Mortgage Rate from the date to which interest was last paid
to the first day of the month in which such purchase price
is to be distributed; provided, however, that if the
Company is the servicer hereunder, such purchase price
shall be net of unreimbursed Monthly Advances with respect
to such Mortgage Loan, and the interest component of the
Purchase Price may be computed on the basis of the
Remittance Rate for such Mortgage Loan.
QIB: A "qualified institutional buyer" as defined in
Rule 144A under the Securities Act of 1933, as amended.
Random Lot: With respect to any Distribution Date
prior to the Cross-Over Date, if the amount available for
distribution in reduction of the Class Certificate
Principal Balance of the Class A9 Certificates on such
Distribution Date exceeds the amount needed to honor all
Principal Distribution Requests on such date, the method by
which the Depository will determine which Depository
Participants holding interests in the Class A9 Certificates
will receive payments of amounts distributable in respect
of principal on such Class on such Distribution Date, using
its established random lot procedures or, if the Class A9
Certificates are no longer represented by a Book-Entry
Certificate, the method by which the Trustee will determine
which Class A9 Certificates will receive payments of
amounts distributable in respect of principal on such Class
on such Distribution Date, using its own random lot
procedures comparable to those used by the Depository.
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Rating Agency: Any statistical credit rating agency,
or its successor, that rated any of the Certificates at the
request of the Company at the time of the initial issuance
of the Certificates. If such 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. References
herein to the two highest long-term rating categories of a
Rating Agency shall mean such ratings without any
modifiers. As of the date of the initial issuance of the
Certificates, the Rating Agencies are Fitch and S&P; except
that for purposes of the Junior Certificates, other than
the Class B5 Certificates, Fitch shall be the sole Rating
Agency. The Class B5 Certificates are issued without
ratings.
Realized Loss: Any (i) Deficient Valuation or (ii) as
to any Liquidated Mortgage Loan, (x) the unpaid principal
balance of such Liquidated Mortgage Loan plus accrued and
unpaid interest thereon at the Net Mortgage Rate through
the last day of the month of such liquidation less (y) the
related Liquidation Proceeds and Insurance Proceeds (as
reduced by the related Liquidation Expenses).
Record Date: The last Business Day of the month
immediately preceding the month of the related Distribution
Date.
Reference Banks: As defined in Section 5.08.
Relief Act: The Soldiers' and Sailors' Civil Relief
Act of 1940, as amended.
Relief Act Mortgage Loan: Any Mortgage Loan as to
which the Monthly Payment thereof has been reduced due to
the application of the Relief Act.
REMIC: A "real estate mortgage investment conduit"
within the meaning of section 860D of the Code.
REMIC Provisions: Provisions of the federal income tax
law relating to real estate mortgage investment conduits,
which appear at sections 860A through 860G of Part IV of
Subchapter M of Chapter 1 of the Code, and related
provisions, and U.S. Office of the Treasury temporary or
final regulations promulgated thereunder, as the foregoing
may be in effect from time to time, as well as provisions
of applicable state laws.
Remittance Rate: With respect to any Mortgage Loan,
the related Mortgage Rate less the sum of the applicable
Base Servicing Fee Rate and the Supplemental Servicing Fee
Rate.
REO Mortgage Loan: Any Mortgage Loan which is not a
Liquidated Mortgage Loan and as to which the related
Mortgaged Property is held as part of the Trust Fund.
REO Proceeds: Proceeds, net of any related expenses of
the Company, received in respect of any REO Mortgage Loan
(including, without limitation, proceeds from the rental of
the related Mortgaged Property).
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Required Surety Payment: With respect to any Pledged
Asset Mortgage Loan that becomes a Liquidated Mortgage
Loan, the lesser of (i) the principal portion of the
Realized Loss with respect to such Mortgage Loan and (ii)
the excess, if any, of (a) the amount of Additional
Collateral required at origination with respect to such
Mortgage Loan which is covered by the Surety Bond over (b)
the net proceeds realized by MLCC from the liquidation of
the related Additional Collateral.
Reserve Fund: None.
Reserve Interest Rate: As defined in Section 5.08.
Residual Certificate: Any Class R Certificate.
Responsible Officer: When used with respect to the
Trustee, any officer or assistant officer assigned to and
working in the Corporate Trust Department of the Trustee
and, also, with respect to a particular matter, any other
officer to whom such matter is referred because of such
officer's knowledge of and familiarity with the particular
subject.
Restricted Certificate: Any Restricted Junior
Certificate or Class PO Certificate.
Restricted Junior Certificate: Any Class B3, Class B4
or Class B5 Certificate.
Rounding Account: With respect to the Class A9
Certificates, the segregated, non-interest bearing Eligible
Account created and maintained therefor pursuant to Section
4.10.
Rounding Amount: With respect to each Distribution
Date prior to the Cross-Over Date on which the Class A9
Certificates are entitled to a distribution in reduction of
the Class Certificate Principal Balance thereof, the
amount, if any, necessary to round the aggregate of such
distribution (after giving effect to any deposit into the
Rounding Account on such Distribution Date) upward to the
next higher integral multiple of $1,000.
S&P: Standard & Poor's Ratings Services, a division of
The McGraw-Hill Companies, Inc., and its successors.
SAIF: The Savings Association Insurance Fund of the
FDIC, or its successor in interest.
Scheduled Balance: As to any Distribution Date and any
Class of Scheduled Certificates and any Scheduled
Component, the balance designated as such for such
Distribution Date and such Class or Component as set forth
in the Principal Balance Schedules.
Scheduled Certificate: None.
Scheduled Component: None.
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Scheduled Principal Balance: As to any Mortgage Loan
and Distribution Date, the principal balance of such
Mortgage Loan as of the Due Date in the month next
preceding the month of such Distribution Date (or, if so
specified, such other date) as specified in the
amortization schedule at the time relating to such Mortgage
Loan (before any adjustment to such amortization schedule
by reason of any bankruptcy or similar proceeding or any
moratorium or similar waiver or grace period) after giving
effect to any previous Principal Prepayments, Deficient
Valuations incurred subsequent to the Bankruptcy Coverage
Termination Date, adjustments due to the application of the
Relief Act and the payment of principal due on such Due
Date, irrespective of any delinquency in payment by the
related Mortgagor. As to any Mortgage Loan and the Cut-off
Date, the "unpaid balance" thereof specified in the initial
Mortgage Loan Schedule.
Security Agreement: With respect to a Cooperative
Loan, the agreement creating a security interest in favor
of the originator in the related Cooperative Stock and
Proprietary Lease.
Senior Certificate: Any Certificate other than a
Junior Certificate.
Senior Certificate Principal Balance: As of any
Distribution Date, an amount equal to the sum of the
Certificate Principal Balances of the Senior Certificates
(other than any Class PO Certificates).
Senior Optimal Principal Amount: As to any
Distribution Date, an amount equal to the sum of:
(i) the Senior Percentage of the applicable Non-PO
Percentage of the principal portion of each Monthly Payment
due on the related Due Date on each Outstanding Mortgage
Loan as of such Due Date as specified in the amortization
schedule at the time applicable thereto (after adjustments
for previous Principal Prepayments and the principal
portion of Debt Service Reductions subsequent to the
Bankruptcy Coverage Termination Date but before any
adjustment to such amortization schedule by reason of any
bankruptcy (except as aforesaid) or similar proceeding or
any moratorium or similar waiver or grace period);
(ii) the Senior Prepayment Percentage of the
applicable Non-PO Percentage of all principal prepayments
in part received during the related Prepayment Period,
together with the Senior Prepayment Percentage of the
applicable Non-PO Percentage of the Scheduled Principal
Balance of each Mortgage Loan which was the subject of a
Voluntary Principal Prepayment in full during the related
Prepayment Period;
(iii) the lesser of (x) the Senior Percentage of the
applicable Non-PO Percentage of the sum of (A) the
Scheduled Principal Balance of each Mortgage Loan that
became a Liquidated Mortgage Loan (other than Mortgage
Loans described in clause (B)) during the related
Prepayment Period and (B) the Scheduled Principal Balance
of each Mortgage Loan that was purchased by an insurer from
the Trustee during the related Prepayment Period pursuant
to the related Primary Insurance Policy, as reduced in each
case by the Senior Percentage of the applicable Non-PO
Percentage of the principal
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portion of any Excess Losses (other than Excess Bankruptcy
Losses attributable to Debt Service Reductions), and (y)
the Senior Prepayment Percentage of the applicable Non-PO
Percentage of the sum of (A) all Net Liquidation Proceeds
allocable to principal received in respect of each such
Liquidated Mortgage Loan (other than Mortgage Loans
described in clause (B)) and (B) the principal balance of
each such Mortgage Loan purchased by an insurer from the
Trustee pursuant to the related Primary Insurance Policy,
in each case during the related Prepayment Period;
(iv) the Senior Prepayment Percentage of the
applicable Non-PO Percentage of the Scheduled Principal
Balance of each Mortgage Loan which was purchased on such
Distribution Date pursuant to Section 2.02, 2.03(a) or
3.16; and
(v) the Senior Prepayment Percentage of the applicable
Non-PO Percentage of the Substitution Amount for any
Mortgage Loan substituted during the month of such
Distribution Date.
For purposes of clause (ii) above, a Voluntary
Principal Prepayment in full with respect to a Mortgage
Loan serviced by a Primary Servicer shall be deemed to have
been received when the Company, as servicer, receives
notice thereof.
Senior Percentage: As to any Distribution Date, the
lesser of (i) 100% and (ii) the percentage (carried to six
places rounded up) obtained by dividing the Senior
Certificate Principal Balance immediately prior to such
Distribution Date by an amount equal to the sum of the
Certificate Principal Balances of all the Certificates
other than any Class PO Certificates immediately prior to
such Distribution Date.
Senior Prepayment Percentage: For any Distribution
Date occurring prior to the fifth anniversary of the first
Distribution Date, 100%. For any Distribution Date
occurring on or after the fifth anniversary of the first
Distribution Date, an amount as follows:
(i) for any Distribution Date subsequent to November
2003 to and including the Distribution Date in November
2004, the Senior Percentage for such Distribution Date plus
70% of the Junior Percentage for such Distribution Date;
(ii) for any Distribution Date subsequent to November
2004 to and including the Distribution Date in November
2005, the Senior Percentage for such Distribution Date plus
60% of the Junior Percentage for such Distribution Date;
(iii) for any Distribution Date subsequent to November
2005 to and including the Distribution Date in November
2006, the Senior Percentage for such Distribution Date plus
40% of the Junior Percentage for such Distribution Date;
(iv) for any Distribution Date subsequent to November
2006 to and including the Distribution Date in November
2007, the Senior Percentage for such Distribution Date plus
20% of the Junior Percentage for such Distribution Date;
and
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(v) for any Distribution Date thereafter, the Senior
Percentage for such Distribution Date.
Notwithstanding the foregoing, if on any Distribution
Date the Senior Percentage exceeds the Senior Percentage as
of the Closing Date, the Senior Prepayment Percentage for
such Distribution Date will equal 100%.
In addition, notwithstanding the foregoing, no
reduction of the Senior Prepayment Percentage below the
level in effect for the most recent prior period as set
forth in clauses (i) through (iv) above shall be effective
on any Distribution Date unless at least one of the
following two tests is satisfied:
Test I: If, as of the last day of the month preceding
such Distribution Date, (i) the aggregate Scheduled
Principal Balance of Mortgage Loans delinquent 60 days or
more (including for this purpose any Mortgage Loans in
foreclosure and REO Mortgage Loans) as a percentage of the
aggregate Class Certificate Principal Balance of the Junior
Certificates as of such date, does not exceed 50%, and (ii)
cumulative Realized Losses with respect to the Mortgage
Loans do not exceed (a) 30% of the aggregate Class
Certificate Principal Balance of the Junior Certificates as
of the Closing Date (the "Original Subordinate Principal
Balance") if such Distribution Date occurs between and
including December 2003 and November 2004, (b) 35% of the
Original Subordinate Principal Balance if such Distribution
Date occurs between and including December 2004 and
November 2005, (c) 40% of the Original Subordinate
Principal Balance if such Distribution Date occurs between
and including December 2005 and November 2006, (d) 45% of
the Original Subordinate Principal Balance if such
Distribution Date occurs between and including December
2006 and November 2007 and (e) 50% of the Original
Subordinate Principal Balance if such Distribution Date
occurs during or after December 2007; or
Test II: If, as of the last day of the month preceding
such Distribution Date, (i) the aggregate Scheduled
Principal Balance of Mortgage Loans delinquent 60 days or
more (including for this purpose any Mortgage Loans in
foreclosure and REO Mortgage Loans) averaged over the last
three months, as a percentage of the aggregate Scheduled
Principal Balance of Mortgage Loans averaged over the last
three months, does not exceed 4%, and (ii) cumulative
Realized Losses with respect to the Mortgage Loans do not
exceed (a) 10% of the Original Subordinate Principal
Balance if such Distribution Date occurs between and
including December 2003 and November 2004, (b) 15% of the
Original Subordinate Principal Balance if such Distribution
Date occurs between and including December 2004 and
November 2005, (c) 20% of the Original Subordinate
Principal Balance if such Distribution Date occurs between
and including December 2005 and November 2006, (d) 25% of
the Original Subordinate Principal Balance if such
Distribution Date occurs between and including December
2006 and November 2007, and (e) 30% of the Original
Subordinate Principal Balance if such Distribution Date
occurs during or after December 2007.
Servicer's Certificate: A certificate, completed by
and executed on behalf of the Company by a Servicing
Officer in accordance with Section 4.06, substantially in
the
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form of Exhibit D hereto or in such other form as the
Company and the Trustee shall agree.
Servicing Fee: As to any Mortgage Loan and
Distribution Date, the sum of (a) the Base Servicing Fee
and (b) the Supplemental Servicing Fee.
Servicing Officer: Any officer of the Company involved
in, or responsible for, the administration and servicing of
the Mortgage Loans whose name appears on a list of
servicing officers attached to an Officer's Certificate
furnished to the Trustee by the Company, as such list may
from time to time be amended.
Single Certificate: A Certificate with an Initial
Certificate Principal Balance, or initial Notional
Principal Balance, of $1,000 or, in the case of a Class of
Certificates issued with an initial Class Certificate
Principal Balance or initial Notional Principal Balance of
less than $1,000, such lesser amount.
Special Hazard Loss: (i) A Realized Loss suffered by a
Mortgaged Property on account of direct physical loss,
exclusive of (a) any loss covered by a hazard policy or a
flood insurance policy required to be maintained in respect
of such Mortgaged Property under Section 3.06 and (b) any
loss caused by or resulting from:
(A) normal wear and tear;
(B) conversion or other dishonest act on the part
of the Trustee, the Company or any of their agents or
employees; or
(C) errors in design, faulty workmanship or faulty
materials, unless the collapse of the property or a
part thereof ensues;
or (ii) any Realized Loss suffered by the Trust Fund
arising from or related to the presence or suspected
presence of hazardous wastes or hazardous substances on a
Mortgaged Property unless such loss to a Mortgaged Property
is covered by a hazard policy or a flood insurance policy
required to be maintained in respect of such Mortgaged
Property under Section 3.06.
Special Hazard Loss Amount: As of any Distribution
Date, an amount equal to $3,524,635.00 minus the sum of (i)
the aggregate amount of Special Hazard Losses that would
have been allocated to the Junior Certificates in accordance
with Section 4.03 in the absence of the Loss Allocation
Limitation and (ii) the Adjustment Amount (as defined below)
as most recently calculated. On 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 lesser of (x) the greater of (A) the product of
the Special Hazard Percentage for such anniversary
multiplied by the outstanding principal balance of all the
Mortgage Loans on the Distribution Date immediately
preceding such anniversary and (B) twice the outstanding
principal balance of the Mortgage Loan which has the largest
outstanding principal balance on the Distribution Date
immediately preceding such anniversary, and (y) an
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amount calculated by the Company and approved by each
Rating Agency, which amount shall not be less than $500,000.
Special Hazard Percentage: As of each anniversary of
the Cut-off Date, the greater of (i) 1.00% and (ii) the
largest percentage obtained by dividing (x) the aggregate
outstanding principal balance (as of the immediately
preceding Distribution Date) of the Mortgage Loans secured
by Mortgaged Properties located in a single, five-digit zip
code area in the State of California by (y) the outstanding
principal balance of all the Mortgage Loans as of the
immediately preceding Distribution Date.
Special Hazard Termination Date: The Distribution Date
upon which the Special Hazard Loss Amount has been reduced
to zero or a negative number (or the Cross-Over Date, if
earlier).
Specified Component: None.
Startup Day: As defined in Section 2.05(b).
Subordinate Certificates: As to any date of
determination, first, the Class B5 Certificates until the
Class Certificate Principal Balance thereof has been reduced
to zero; second, the Class B4 Certificates until the Class
Certificate Principal Balance thereof has been reduced to
zero; third, the Class B3 Certificates until the Class
Certificate Principal Balance thereof has been reduced to
zero; fourth, the Class B2 Certificates until the Class
Certificate Principal Balance thereof has been reduced to
zero; fifth, the Class B1 Certificates until the Class
Certificate Principal Balance thereof has been reduced to
zero; and sixth, the Class M Certificates until the Class
Certificate Principal Balance thereof has been reduced to
zero.
Subordinate Certificate Writedown Amount: As to any
Distribution Date, first, any amount distributed to the
Class PO Certificates on such Distribution Date pursuant to
Section 4.01(a)(iv) and second, after giving effect to the
application of clause first above, the amount by which (i)
the sum of the Class Certificate Principal Balances of all
the Certificates (after giving effect to the distribution of
principal and the application of Realized Losses in
reduction of the Certificate Principal Balances of the
related Certificates on such Distribution Date) exceeds (ii)
the Pool Scheduled Principal Balance on the first day of the
month of such Distribution Date less any Deficient
Valuations occurring on or prior to the Bankruptcy Coverage
Termination Date.
Substitution Amount: With respect to any Mortgage Loan
substituted pursuant to Section 2.03(b), the excess of (x)
the Scheduled Principal Balance of the Mortgage Loan that is
substituted for, over (y) the Scheduled Principal Balance of
the related substitute Mortgage Loan, each balance being
determined as of the date of substitution.
Supplemental Servicing Fee: As to any Mortgage Loan and
Distribution Date, an amount equal to the product of (i) the
Scheduled Principal Balance of such Mortgage Loan as of the
Due Date in the preceding calendar month and (ii) the
Supplemental Servicing Fee Rate for such Mortgage Loan. The
Supplemental Servicing Fee for any
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Distribution Date shall be reduced by its allocable share of
Interest Shortfalls (as provided in the definition thereof)
and any Interest Losses (in accordance with Section
3.08(d)).
Supplemental Servicing Fee Rate: As to any Mortgage
Loan and Distribution Date, a fixed rate per annum equal to
the excess, if any, of the Net Mortgage Rate thereof over
6.25%.
Surety: Ambac Assurance Corporation, or its successors
in interest.
Surety Bond: The Limited Purpose Surety Bond (Policy
No. AB0039BE), dated February 28, 1996, issued by the Surety
for the benefit of certain beneficiaries, including the
Trustee for the benefit of the Holders of the Certificates,
but only to the extent that such Limited Purpose Surety Bond
covers any Pledged Asset Mortgage Loans.
TAC Balance: As to any Distribution Date and any Class
of TAC Certificates and any TAC Component, the balance
designated as such for such Distribution Date and such Class
or Component as set forth in the Principal Balance Schedules
attached as Exhibit B hereto.
TAC Certificates: None.
TAC Component: None.
Trigger Event: Any one or more of the following: (i) if
the Company is not a wholly-owned direct or indirect
subsidiary of General Electric Company or if General
Electric Capital Corporation shall not own (directly or
indirectly) at least two-thirds of the voting shares of the
capital stock of the Company, (ii) if the long-term senior
unsecured rating of General Electric Capital Corporation is
downgraded or withdrawn by Fitch or S&P below their two
highest rating categories, (iii) if General Electric Capital
Corporation is no longer obligated pursuant to the terms of
the support agreement, dated as of October 1, 1990, between
General Electric Capital Corporation and the Company, to
maintain the Company's net worth or liquidity (as such terms
are defined therein) at the levels specified therein, or if
such support agreement, including any amendment thereto, has
been breached, terminated or otherwise held to be
unenforceable and (iv) if such support agreement, including
any amendment thereto, is amended or modified.
Trust Fund: The corpus of the trust created by this
Agreement evidenced by the Certificates and consisting of:
(i) the Mortgage Loans;
(ii) all payments on or collections in respect of such
Mortgage Loans, except as otherwise described in the first
paragraph of Section 2.01, including the proceeds from the
liquidation of any Additional Collateral for any Pledged
Asset Mortgage Loan;
(iii) the obligation of the Company to deposit in the
Certificate Account the amounts required by Sections
3.02(d), 3.02(e) and 4.04(a), and the obligation of the
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Trustee to deposit in the Certificate Account any amount
required pursuant to Section 4.04(b);
(iv) the obligation of the Company to purchase or
replace any Defective Mortgage Loan pursuant to Section 2.02
or 2.03;
(v) all property acquired by foreclosure or deed in
lieu of foreclosure with respect to any REO Mortgage Loan;
(vi) the proceeds of the Primary Insurance Policies, if
any, and the hazard insurance policies required by Section
3.06, in each case, in respect of the Mortgage Loans, and
the Company's interest in the Surety Bond transferred to the
Trustee pursuant to Section 2.01;
(vii) the Certificate Account established pursuant to
Section 3.02(d);
(viii) the Eligible Account or Accounts, if any,
established pursuant to Section 3.02(e);
(ix) any collateral funds established to secure the
obligations of the Holder of the Class B4 and Class B5
Certificates, respectively, under any agreements entered
into between such holder and the Company pursuant to Section
3.08(e) (which collateral funds will not constitute a part
of any REMIC established hereunder); and
(x) all rights of the Company as assignee under any
security agreements, pledge agreements or guarantees
relating to the Additional Collateral supporting any Pledged
Asset Mortgage Loan.
Trustee: The institution executing this Agreement as
Trustee, or its successor in interest, or if any successor
trustee is appointed as herein provided, then such successor
trustee so appointed.
Unanticipated Recovery: As defined in Section 4.01(f)
herein.
Uninsured Cause: Any cause of damage to property
subject to a Mortgage such that the complete restoration of
the property is not fully reimbursable by the hazard
insurance policies required to be maintained pursuant to
Section 3.06.
Unpaid Class Interest Shortfall: As to any Distribution
Date and any Class of Certificates (other than any Class of
Principal Only Certificates and any Class consisting of
Specified Components) or any Specified Component (other than
any Principal Only Component), the amount, if any, by which
the aggregate of the Class Interest Shortfalls for such
Class or in respect of such Specified Component for prior
Distribution Dates is in excess of the aggregate amounts
distributed on prior Distribution Dates to Holders of such
Class of Certificates or in respect of such Specified
Component (or added to the Class Certificate Principal
Balance of any Class of Accrual Certificates, or to the
Component Principal Balance of any Accrual Component
constituting a Specified Component) pursuant to Section
4.01(a)(ii), in the case of the Senior Certificates (other
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than any Class of Principal Only Certificates) and any
Specified Component thereof (other than any Principal Only
Component), Section 4.01(a)(vi), in the case of the Class M
Certificates, Section 4.01(a)(ix), in the case of the Class
B1 Certificates, Section 4.01(a)(xii), in the case of the
Class B2 Certificates, Section 4.01(a)(xv), in the case of
the Class B3 Certificates, Section 4.01(a)(xviii), in the
case of the Class B4 Certificates, and Section 4.01(a)(xxi),
in the case of the Class B5 Certificates. As to any Class of
Certificates consisting of Specified Components and any
Distribution Date, the sum of the Unpaid Class Interest
Shortfalls for the Specified Components thereof on such
date.
Voluntary Principal Prepayment: With respect to any
Distribution Date, any prepayment of principal received from
the related Mortgagor on a Mortgage Loan.
Voting Rights: The portion of the voting rights of all
the Certificates that is allocated to any Certificate for
purposes of the voting provisions of Section 10.01. Voting
Rights shall be allocated among the Classes (and among the
Certificates within each Class of Certificates) in
proportion to their Class Certificate Principal Balances (or
Certificate Principal Balances or Notional Principal
Balances), as the case may be.
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 of this Agreement,
does hereby transfer, assign, set-over and otherwise convey to
the Trustee without recourse (except as provided herein) all the
right, title and interest of the Company in and to the Mortgage
Loans, including all interest and principal received by the
Company on or with respect to the Mortgage Loans (other than
payments of principal and interest due and payable on the
Mortgage Loans on or before, and all Principal Prepayments
received before, the Cut-off Date).
In addition, with respect to any Pledged Asset
Mortgage Loan, the Company does hereby transfer, assign, set-over
and otherwise convey to the Trustee without recourse (except as
provided herein) (i) its rights as assignee under any security
agreements, pledge agreements or guarantees relating to the
Additional Collateral supporting any Pledged Asset Mortgage Loan,
(ii) its security interest in and to any Additional Collateral,
(iii) its right to receive payments in respect of any Pledged
Asset Mortgage Loan pursuant to the Pledged Asset Mortgage
Servicing Agreement, and (iv) its rights as beneficiary under the
Surety Bond in respect of any Pledged Asset Mortgage Loan.
(b) In connection with such transfer and assignment, the
Company does hereby deliver to the Trustee the following
documents or instruments with respect to:
(1) Each Mortgage Loan (other than any Cooperative Loan
or Designated Loan) so transferred and assigned:
(i) The Mortgage Note, endorsed without recourse
in blank by the Company, including all intervening
endorsements showing a complete chain of
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endorsement from the originator to the Company;
provided, however, that if such Mortgage Note is a
Confirmatory Mortgage Note, such Confirmatory Mortgage
Note may be payable directly to the Company or may show
a complete chain of endorsement from the named payee to
the Company;
(ii) Any assumption and modification agreement;
(iii) An assignment in recordable form (which may
be included in a blanket assignment or assignments) of
the Mortgage to the Trustee; and
(2) Each Cooperative Loan (other than a Designated
Loan) so transferred and assigned:
(i) The Mortgage Note, endorsed without recourse
in blank by the Company and showing an unbroken chain
of endorsements from the originator to the Company;
provided, however, that if such Mortgage Note is a
Confirmatory Mortgage Note, such Confirmatory Mortgage
Note may be payable directly to the Company or may show
a complete chain of endorsement from the named payee to
the Company;
(ii) A counterpart of the Proprietary Lease and
the Assignment of Proprietary Lease executed in blank
or to the originator of the Cooperative Loan;
(iii) The related Cooperative Stock Certificate,
together with an undated stock power (or other similar
instrument) executed in blank;
(iv) A counterpart of the 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 in the
Cooperative Stock and the Proprietary Lease;
(vii) If applicable, copies of the UCC-3
assignments of the security interest described in
clause (vi) above, sent to the appropriate public
office for filing, showing an unbroken chain of title
from the originator to the Company, evidencing the
security interest of the originator in the Cooperative
Stock and the Proprietary Lease;
(viii) An executed assignment (which may be a
blanket assignment for all Cooperative Loans) of the
interest of the Company in the Security Agreement,
Assignment of Proprietary Lease and the recognition
agreement described in clause (iv) above, showing an
unbroken chain of title from the originator to the
Trustee; and
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(ix) A UCC-3 assignment from the Company to the
Trustee of the security interest described in clause
(vi) above, in form suitable for filing, otherwise
complete except for filing information regarding the
original UCC-1 if unavailable (which may be included in
a blanket assignment to the Trustee).
In instances where a completed assignment of the
Mortgage in recordable form cannot be delivered by the Company to
the Trustee in accordance with Section 2.01(b)(1)(iii) prior to
or concurrently with the execution and delivery of this
Agreement, due to a delay in connection with recording of the
Mortgage, the Company may, in lieu of delivering the completed
assignment in recordable form, deliver to the Trustee the
assignment in such form, otherwise complete except for recording
information.
(3) With respect to each Designated Loan, the Company
does hereby deliver to the Trustee the Designated Loan
Closing Documents.
(c) In connection with each Mortgage Loan transferred and
assigned to the Trustee, the Company shall deliver to the Trustee
the following documents or instruments as promptly as
practicable, but in any event within 30 days, after receipt by
the Company of all such documents and instruments for all of the
outstanding Mortgage Loans:
(i) the Mortgage with evidence of recording
indicated thereon (other than with respect to a
Cooperative Loan);
(ii) a copy of the title insurance policy (other
than with respect to a Cooperative Loan);
(iii) with respect to any Mortgage that has been
assigned to the Company, the related recorded
intervening assignment or assignments of Mortgage,
showing a complete chain of assignment from the
originator to the Company (other than with respect to a
Cooperative Loan); and
(iv) with respect to any Cooperative Loan that has
been assigned to the Company, the related filed
intervening UCC-3 financing statements (not previously
delivered pursuant to Section 2.01(b)(2)(vii)), showing
a complete chain of assignment from the named
originator to the Company.
Pending such delivery, the Company shall retain in its files (a)
copies of the documents described in clauses (i) and (iii) of the
preceding sentence, without evidence of recording thereon, and
(b) title insurance binders with respect to the Mortgage Loans
(other than with respect to a Cooperative Loan). The Company
shall also retain in its files evidence of any primary mortgage
insurance relating to the Mortgage Loans during the period when
the related insurance is in force. Such evidence shall consist,
for each Mortgage Loan, of a certificate of private mortgage
insurance relating to such Mortgage Loan or an electronic screen
print setting forth the information contained in such certificate
of private mortgage insurance, including, without limitation,
information relating to the name of the mortgage insurance
carrier, the certificate number, the loan amount, the property
address, the effective date of coverage, the amount of coverage
and the expiration date of the policy. (The copies of the
Mortgage, intervening
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assignments of Mortgage, if any, title insurance binder and the
Primary Insurance Policy, if any, described in the second and
third preceding sentences are collectively referred to herein as
the "Document File" with respect to each Mortgage Loan.) The
Company shall advise the Trustee in writing if such delivery to
the Trustee shall not have occurred on or before the first
anniversary of the Closing Date. The Company shall promptly
furnish to the Trustee the documents included in the Document
Files (other than any such documents previously delivered to the
Trustee as originals or copies) either (a) upon the written
request of the Trustee or (b) when the Company or the Trustee
obtains actual notice or knowledge of a Trigger Event. The
Trustee shall have no obligation to request delivery of the
Document Files unless a Responsible Officer of the Trustee has
actual notice or knowledge of the occurrence of a Trigger Event.
In the case of Mortgage Loans which have been prepaid
in full after the Cut-off Date and prior to the date of execution
and delivery of this Agreement, the Company, in lieu of
delivering the above documents to the Trustee, herewith delivers
to the Trustee a certification of a Servicing Officer of the
nature set forth in Section 3.09.
(d) The Company shall not be required to record the
assignments of the Mortgages referred to in Section
2.01(b)(1)(iii) or file the UCC-3 assignments referred to in
Section 2.01(b)(2)(ix) to the Trustee unless the Company or the
Trustee obtains actual notice or knowledge of the occurrence of
any Trigger Event; provided, however, that such recording or
filing shall not be required if the Company delivers to the
Trustee a letter from each Rating Agency to the effect that the
failure to take such action will not cause such Rating Agency to
reduce or withdraw its then current ratings of the Certificates.
The party obtaining actual notice or knowledge of any of such
events shall give the other party prompt written notice thereof.
For purposes of the foregoing (as well as for purposes of
determining whether the Company shall be required to deliver the
Document Files to the Trustee following the occurrence of a
Trigger Event), the Company shall be deemed to have knowledge of
any such downgrading referred to in the definition of Trigger
Event if, in the exercise of reasonable diligence, the Company
has or should have had knowledge thereof. As promptly as
practicable subsequent to the Company's delivery or receipt of
such written notice, as the case may be, the Company shall insert
the recording or filing information in the assignments of the
Mortgages or UCC-3 assignments to the Trustee and shall cause the
same to be recorded or filed, at the Company's expense, in the
appropriate public office for real property records or UCC
financing statements, except that the Company need not cause to
be so completed and recorded any assignment of mortgage which
relates to a Mortgage Loan secured by property in a jurisdiction
under the laws of which, on the basis of an Opinion of Counsel
reasonably satisfactory to the Trustee and satisfactory to each
Rating Agency (as evidenced in writing), recordation of such
assignment is not necessary to protect the Trustee against
discharge of such Mortgage Loan by the Company or any valid
assertion that any Person other than the Trustee has title to or
any rights in such Mortgage Loan. In the event that the Company
fails or refuses to record or file the assignment of Mortgages or
UCC-3 financing statement in the circumstances provided above,
the Trustee shall record or cause to be recorded or filed such
assignment or UCC-3 financing statement at the expense of the
Company. In connection with any such recording or filing, the
Company shall furnish such documents as may be reasonably
necessary to accomplish such recording or filing. Notwithstanding
the foregoing, at any time the Company may record or file, or
cause to be recorded or filed, the assignments of Mortgages or
UCC-3 financing statement at the expense of the Company.
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Section 2.02. Acceptance by Trustee. Subject to the
examination hereinafter provided, the Trustee acknowledges
receipt of the Mortgage Notes, the assignments of the Mortgages
to the Trustee, the assumption and modification agreements, if
any, the documents specified in Section 2.01(b)(2) (subject to
any permitted delayed delivery of the documents described in
Section 2.01(c)(iv)), and the Designated Loan Closing Documents,
if any, delivered pursuant to Section 2.01, and declares that the
Trustee holds and will hold such documents and each other
document delivered to it pursuant to Section 2.01 in trust, upon
the trusts herein set forth, for the use and benefit of all
present and future Certificateholders. The Trustee agrees, for
the benefit of Certificateholders, to review each Mortgage File
within 45 days after (i) the execution and delivery of this
Agreement, in the case of the Mortgage Notes, the assignments of
the Mortgages to the Trustee, the assumption and modification
agreements, if any, the documents specified in Section 2.01(b)(2)
(subject to any permitted delayed delivery of the documents
described in Section 2.01(c)(iv)), and the Designated Loan
Closing Documents, if any, (ii) delivery to the Trustee after the
Closing Date of the Mortgage Notes and the assumption and
modification agreements, if any, with respect to each Designated
Loan, and (iii) delivery of the recorded Mortgages, title
insurance policies, recorded intervening assignments of Mortgage,
if any, and filed intervening UC 3 financing statements, if any,
with respect to any Cooperative Loan to ascertain that all
required documents set forth in Section 2.01 have been executed,
received and recorded, if applicable, and that such documents
relate to the Mortgage Loans identified in Exhibit C hereto. In
performing such examination, the Trustee may conclusively assume
the due execution and genuineness of any such document and the
genuineness of any signature thereon. It is understood that the
scope of the Trustee's examination of the Mortgage Files is
limited solely to confirming, after receipt of the documents
listed in Section 2.01, that such documents have been executed,
received and recorded, if applicable, and relate to the Mortgage
Loans identified in Exhibit C to this Agreement. If in the course
of such review the Trustee finds (1) that any document required
to be delivered as aforesaid has not been delivered, or (2) any
such document has been mutilated, defaced or physically altered
without the borrower's authorization or approval, or (3) based
upon its examination of such documents, the information with
respect to any Mortgage Loan set forth on Exhibit C is not
accurate, the Trustee shall promptly so notify the Company in
writing, which shall have a period of 60 days after receipt of
such notice to correct or cure any such defect. The Company
hereby covenants and agrees that, if any such material defect
cannot be corrected or cured, the Company will on a Distribution
Date which is not later than the first Distribution Date which is
more than ten days after the end of such 60-day period repurchase
the related Mortgage Loan from the Trustee at the Purchase Price
therefor or replace such Mortgage Loan pursuant to Section
2.03(b); provided, however, that if the defect (or breach
pursuant to Section 2.03(a)) is one that, had it been discovered
before the Startup Day, would have prevented the Mortgage Loan
from being a "qualified mortgage" within the meaning of the REMIC
Provisions, such defect or breach shall be cured, or the related
Mortgage Loan shall be repurchased or replaced, on a Distribution
Date which falls within 90 days of the date of discovery of such
defect or breach. The Purchase Price for the repurchased Mortgage
Loan, or any amount required in respect of a substitution
pursuant to Section 2.03(b), shall be deposited by the Company in
the Certificate Account pursuant to Section 3.02(d) on the
Business Day prior to the applicable Distribution Date and, upon
receipt by the Trustee of written notification of such deposit
signed by a Servicing Officer, the Trustee shall release or cause
to be released to the Company the related Mortgage File and shall
execute and deliver or cause to be executed and delivered such
instruments of transfer or assignment, in each case without
recourse, as shall be
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necessary to vest in the Company any Mortgage Loan released
pursuant hereto. It is understood and agreed that the obligation
of the Company to repurchase or replace any Mortgage Loan as to
which a material defect in a constituent document exists shall
constitute the sole remedy respecting such defect available to
Certificateholders or the Trustee on behalf of
Certificateholders.
Upon receipt by the Trustee of the Mortgage Note with
respect to a Designated Loan that is not defective in accordance
with the fifth sentence of the preceding paragraph, the related
Lost Note Affidavit delivered pursuant to Section 2.01 shall be
void and the Trustee shall return it to the Company.
Section 2.03. Representations and Warranties of the Company;
Mortgage Loan Repurchase. (a) The Company hereby represents and
warrants to the Trustee that:
(i) The information set forth in Exhibit C hereto
was true and correct in all material respects at the
date or dates respecting which such information is
furnished;
(ii) As of the date of the initial issuance of the
Certificates, other than with respect to Cooperative
Loans, each Mortgage is a valid and enforceable first
lien on the property securing the related Mortgage Note
subject only to (a) the lien of current real property
taxes and assessments, (b) covenants, conditions and
restrictions, rights of way, easements and other
matters of public record as of the date of recording of
such Mortgage, such exceptions appearing of record
being acceptable to mortgage lending institutions
generally in the area wherein the property subject to
the Mortgage is located or specifically reflected in
the appraisal obtained in connection with the
origination of the related Mortgage Loan obtained by
the Company and (c) other matters to which like
properties are commonly subject which do not materially
interfere with the benefits of the security intended to
be provided by such Mortgage;
(iii) Immediately prior to the transfer and
assignment herein contemplated, the Company had good
title to, and was the sole owner of, each Mortgage Loan
and all action had been taken to obtain good record
title to each related Mortgage. Each Mortgage Loan has
been transferred free and clear of any liens, claims
and encumbrances;
(iv) As of the date of the initial issuance of the
Certificates, no payment of principal of or interest on
or in respect of any Mortgage Loan is 30 or more days
past due and none of the Mortgage Loans have been past
due 30 or more days more than once during the preceding
12 months;
(v) As of the date of the initial issuance of the
Certificates, other than with respect to Cooperative
Loans, there is no mechanics' lien or claim for work,
labor or material affecting the premises subject to any
Mortgage which is or may be a lien prior to, or equal
or coordinate with, the lien of such Mortgage except
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those which are insured against by the title insurance
policy referred to in (x) below;
(vi) As of the date of the initial issuance of the
Certificates, other than with respect to Cooperative
Loans, there is no delinquent tax or assessment lien
against the property subject to any Mortgage;
(vii) As of the date of the initial issuance of
the Certificates, there is no valid offset, defense or
counterclaim to any Mortgage Note or Mortgage,
including the obligation of the Mortgagor to pay the
unpaid principal and interest on such Mortgage Note;
(viii) As of the date of the initial issuance of
the Certificates, the physical property subject to any
Mortgage (or, in the case of a Cooperative Loan, the
related Cooperative Apartment) is free of material
damage and is in good repair;
(ix) Each Mortgage Loan at the time it was made
complied in all material respects with applicable state
and federal laws, including, without limitation, usury,
equal credit opportunity and disclosure laws;
(x) Other than with respect to Cooperative Loans,
a lender's title insurance policy or binder, or other
assurance of title insurance customary in the relevant
jurisdiction therefor was issued on the date of the
origination of each Mortgage Loan and each such policy
or binder is valid and remains in full force and
effect;
(xi) None of the Mortgage Loans constitute Pledged
Asset Mortgage Loans. The Loan-to-Value Ratio of each
Mortgage Loan was not more than 95.000%. As of the
Cut-off Date, no more than 8.000% of the Mortgage Loans
by Scheduled Principal Balance had Loan-to-Value Ratios
of more than 80% and each such Mortgage Loan is covered
by a Primary Insurance Policy so long as its then
outstanding principal amount exceeds 80% of the greater
of (a) the Original Value and (b) the then current
value of the related Mortgaged Property as evidenced by
an appraisal thereof satisfactory to the Company. Each
Primary Insurance Policy is issued by a private
mortgage insurer acceptable to FNMA or FHLMC;
(xii) Each Mortgage Note is payable on the first
day of each month in self-amortizing monthly
installments of principal and interest, with interest
payable in arrears, over an original term of not more
than thirty years. The Mortgage Rate of each Mortgage
Note of the related Mortgage Loan was not less than
6.375% per annum and not greater than 8.750% per annum.
The Mortgage Rate of each Mortgage Note is fixed for
the life of the related Mortgage Loan;
(xiii) Other than with respect to Cooperative
Loans, the improvements on the Mortgaged Properties are
insured against loss under a hazard insurance
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policy with extended coverage and conforming to the
requirements of Section 3.06 hereof. As of the date of
initial issuance of the Certificates, all such
insurance policies are in full force and effect;
(xiv) As of the Cut-off Date, (i) no more than
13.000% of the Mortgage Loans by Scheduled Principal
Balance had a Scheduled Principal Balance of more than
$500,000 and up to and including $750,000; (ii) none of
the Mortgage Loans by Scheduled Principal Balance had a
Scheduled Principal Balance of more than $750,000 and
up to and including $1,000,000; and (iii) none of the
Mortgage Loans by Scheduled Principal Balance had a
Scheduled Principal Balance of more than $1,000,000;
(xv) As of the Cut-off Date, no more than 1.000%
of the Mortgage Loans by Scheduled Principal Balance
are secured by Mortgaged Properties located in any one
postal zip code area;
(xvi) As of the Cut-off Date, at least 98.000% of
the Mortgage Loans by Scheduled Principal Balance are
secured by Mortgaged Properties determined by the
Company to be the primary residence of the Mortgagor.
The basis for such determination is the making of a
representation by the Mortgagor at origination that he
or she intends to occupy the underlying property;
(xvii) As of the Cut-off Date, at least 95.750% of
the Mortgage Loans by Scheduled Principal Balance are
secured by one-family detached residences;
(xviii) As of the Cut-off Date, no more than
2.250% of the Mortgage Loans by Scheduled Principal
Balance are secured by condominiums and, as of the
Cut-off Date, no more than 1.250% of the Mortgage Loans
by Scheduled Principal Balance are secured by two- to
four-family residential properties. As to each
condominium or related Mortgage Loan, (a) the related
condominium is in a project that is on the FNMA or
FHLMC approved list, (b) the related condominium is in
a project that, upon submission of appropriate
application, could be so approved by either FNMA or
FHLMC, (c) the related Mortgage Loan meets the
requirements for purchase by FNMA or FHLMC, (d) the
related Mortgage Loan is of the type that could be
approved for purchase by FNMA or FHLMC but for the
principal balance of the related Mortgage Loan or the
pre-sale requirements or (e) the related Mortgage Loan
has been approved by a nationally recognized mortgage
pool insurance company for coverage under a mortgage
pool insurance policy issued by such insurer. As of the
Cut-off Date, no more than 0.250% of the Mortgage Loans
by Scheduled Principal Balance are secured by
condominiums located in any one postal zip code area;
(xix) Other than with respect to Cooperative
Loans, no Mortgage Loan is secured by a leasehold
interest in the related Mortgaged Property and each
Mortgagor holds fee title to the related Mortgaged
Property;
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(xx) As of the Cut-off Date, none of the Mortgage
Loans constituted Buydown Mortgage Loans. The maximum
Buydown Period for any Buydown Mortgage Loan is three
years, and the maximum difference between the stated
Mortgage Rate of any Buydown Mortgage Loan and the rate
paid by the related Mortgagor is three percentage
points. The portion of the interest rate paid by the
related Mortgagor will not increase by more than one
percentage point for each six-month period.
(xxi) The original principal balances of the
Mortgage Loans range from $75,000.00 to $750,000.00;
(xxii) As of the Cut-off Date, no more than 1.000%
of the Mortgage Loans by Scheduled Principal Balance
are secured by second homes and no more than 1.000% of
the Mortgage Loans by Scheduled Principal Balance are
secured by investor-owned properties;
(xxiii) All appraisals have been prepared
substantially in accordance with the description
contained under the caption "The Trust Fund - The
Mortgage Loans" in the Company's prospectus dated
October 22, 1998, accompanying the Prospectus
Supplement dated November 24, 1998, pursuant to which
certain Classes of the Certificates were publicly
offered;
(xxiv) No selection procedures, other than those
necessary to comply with the representations and
warranties set forth herein or the description of the
Mortgage Loans made in any disclosure document
delivered to prospective investors in the Certificates,
have been utilized in selecting the Mortgage Loans from
the Company's portfolio which would be adverse to the
interests of the Certificateholders;
(xxv) Other than with respect to Cooperative
Loans, to the best of the Company's knowledge, at
origination no improvement located on or being part of
a Mortgaged Property was in violation of any applicable
zoning and subdivision laws and ordinances;
(xxvi) None of the Mortgage Loans is a temporary
construction loan. With respect to any Mortgaged
Property which constitutes new construction, the
related construction has been completed substantially
in accordance with the specifications therefor and any
incomplete aspect of such construction shall not be
material or interfere with the habitability or legal
occupancy of the Mortgaged Property. Mortgage Loan
amounts sufficient to effect any such completion are in
escrow for release upon or in connection with such
completion or a performance bond or completion bond is
in place to provide funds for this purpose and such
completion shall be accomplished within 120 days after
weather conditions permit the commencement thereof;
(xxvii) As of the Closing Date, each Mortgage Loan
is a "qualified mortgage" as defined in Section
860G(a)(3) of the Code;
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(xxviii) As of the Closing Date, the Company
possesses the Document File with respect to each
Mortgage Loan, and, other than with respect to
Cooperative Loans, the related Mortgages and
intervening assignment or assignments of Mortgages, if
any, have been delivered to a title insurance company
for recording;
(xxix) As of the Cut-Off Date, none of the
Mortgage Loans, by Scheduled Principal Balance, are
Cooperative Loans. With respect to each Cooperative
Loan:
(A) The Security Agreement creates a first
lien in the stock ownership and leasehold rights
associated with the related Cooperative Apartment;
(B) The lien created by the related Security
Agreement is a valid, enforceable and subsisting
first priority security interest in the related
Cooperative Stock securing the related Mortgage
Note, subject only to (a) liens of the Cooperative
for unpaid assessments representing the
Mortgagor's pro rata share of the Cooperative's
payments for its blanket mortgage, current and
future real property taxes, insurance premiums,
maintenance fees and other assessments to which
like collateral is commonly subject and (b) other
matters to which like collateral is commonly
subject which do not materially interfere with the
benefits of the security intended to be provided
by the Security Agreement. There are no liens
against or security interest in the Cooperative
Stock relating to such Cooperative Loan (except
for unpaid maintenance, assessments and other
amounts owed to the related Cooperative which
individually or in the aggregate do not have a
material adverse effect on such Cooperative Loan),
which have priority over the Trustee's security
interest in such Cooperative Stock;
(C) The Cooperative Stock that is pledged as
security for the Mortgage Loan is held by a person
as a "tenant-stockholder" within the meaning of
section 216 of the Code, the related Cooperative
that owns title to the related cooperative
apartment building is a "cooperative housing
corporation" within the meaning of section 216 of
the Code, and such Cooperative is in material
compliance with applicable federal, state and
local laws which, if not complied with, could have
a material adverse effect on the Mortgaged
Property; and
(D) There is no prohibition against pledging
the Cooperative Stock or assigning the Proprietary
Lease; and
(xxx) With respect to each Mortgage Loan
identified on Exhibit C as having been originated or
acquired under the Company's Enhanced Streamlined
Refinance program, the value of the related Mortgaged
Property, as of the date of such origination or
acquisition under the Company's Enhanced Streamlined
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Refinance program, is no less than the value thereof
established at the time the mortgage loan that is the
subject of the refinancing was originated.
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. Upon
discovery by either the Company or the Trustee of a breach of any
of the foregoing representations and warranties which materially
and adversely affects the interests of the Certificateholders in
the related Mortgage Loan, the party discovering such breach
shall give prompt written notice to the other. Subject to the
following sentence, within 60 days of its discovery or its
receipt of notice of breach, or, with the prior written consent
of a Responsible Officer of the Trustee, such longer period
specified in such consent, the Company shall cure such breach in
all material respects or shall repurchase such Mortgage Loan from
the Trustee or replace such Mortgage Loan pursuant to Section
2.03(b). Any such repurchase by the Company shall be accomplished
in the manner set forth in Section 2.02, subject to the proviso
of the third-to-last sentence thereof, and at the Purchase Price.
It is understood and agreed that the obligation of the Company to
repurchase or replace any Mortgage Loan as to which a breach
occurred and is continuing shall constitute the sole remedy
respecting such breach available to Certificateholders or the
Trustee on behalf of Certificateholders and such obligation of
the Company to repurchase or replace any such Mortgage Loan shall
not be assumed by any Person which may succeed the Company as
servicer hereunder, but shall continue as an obligation of the
Company. Notwithstanding the preceding sentence, if a breach of
the representation and warranty of the Company contained in
Section 2.03(a)(ix) occurs as a result of a violation of the
federal Truth in Lending Act, 15 U.S.C. ss. 1601 et seq., as
amended ("TILA") or any state truth-in lending or similar
statute, and the Trustee or the Trust Fund is named as a
defendant in a TILA suit or a suit under any such statutes in
respect of such violation and liability in respect thereof is
imposed upon the Trustee or the Trust Fund as assignees of the
related Mortgage Loan pursuant to Section 1641 of TILA, or any
analogous provision of any such statute, the Company shall
indemnify the Trustee and the Trust Fund from, and hold them
harmless against, any and all losses, liabilities, damages,
claims or expenses (including reasonable attorneys' fees) to
which the Trustee and the Trust Fund, or either of them, become
subject pursuant to TILA or any such statute, insofar as such
losses, damages, claims or expenses (including reasonable
attorneys' fees) result from such violation. The Company's
obligations under the preceding sentence shall not impair or
derogate from the Company's obligations to the Trustee under
Section 8.05.
(b) If the Company is required to repurchase any Mortgage
Loan pursuant to Section 2.02 or 2.03(a), the Company may, at its
option, within the applicable time period specified in such
respective Sections, remove such Defective Mortgage Loan from the
terms of this Agreement and substitute one or more other mortgage
loans for such Defective Mortgage Loan, in lieu of repurchasing
such Defective Mortgage Loan, provided that no such substitution
shall occur more than two years after the Closing Date. Any
substitute Mortgage Loan shall (a) have a Scheduled Principal
Balance (together with that of any other Mortgage Loan
substituted for the same Defective Mortgage Loan) as of the first
Distribution Date following the month of substitution not in
excess of the Scheduled Principal Balance of the Defective
Mortgage Loan as of such date (the amount of any difference, plus
one month's interest thereon at the respective Remittance Rate,
to be deposited by the Company in the Certificate Account
pursuant to Section 2.02), (b) have a Mortgage Rate not less
than, and not more than one percentage point greater than, the
Mortgage Rate of the Defective Mortgage Loan, (c) have the same
Net Mortgage Rate
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as the Defective Mortgage Loan, (d) have a remaining term to
stated maturity not later than, and not more than one year less
than, the remaining term to stated maturity of the Defective
Mortgage Loan, (e) be, in the reasonable determination of the
Company, of the same type, quality and character as the Defective
Mortgage Loan as if the defect or breach had not occurred, (f)
have a ratio of its current principal amount to its Original
Value not greater than that of the removed Mortgage Loan and (g)
be, in the reasonable determination of the Company, in compliance
with the representations and warranties contained in Section
2.03(a) as of the date of substitution.
The Company shall amend the Mortgage Loan Schedule to
reflect the withdrawal of any Defective Mortgage Loan and the
substitution of a substitute Mortgage Loan therefor. Upon such
amendment the Company shall be deemed to have made as to such
substitute Mortgage Loan the representations and warranties set
forth in Section 2.03(a) as of the date of such substitution,
which shall be continuing as long as any Certificate shall be
outstanding or this Agreement has not been terminated, and the
remedies for breach of any such representation or warranty shall
be as set forth in Section 2.03(a). Upon such amendment, the
Trustee shall review the Mortgage File delivered to it relating
to the substitute Mortgage Loan, within the time and in the
manner and with the remedies specified in Section 2.02, except
that for purposes of this Section 2.03(b) (other than the
two-year period specified in the first sentence of the preceding
paragraph of this Section 2.03(b)), such time shall be measured
from the date of the applicable substitution.
Section 2.04. Execution of Certificates. The Trustee has
caused to be executed, countersigned and delivered to or upon the
order of the Company, in exchange for the Mortgage Loans, the
Certificates in authorized denominations evidencing the entire
ownership of the Trust Fund.
Section 2.05. Designations under the REMIC Provisions. (a)
The Company hereby designates the Classes of Certificates
identified in Section 5.01(b), other than the Residual
Certificates, as "regular interests," and the Class R Certificate
as the single class of "residual interest," in the REMIC
established hereunder for purposes of the REMIC Provisions.
(b) The Closing Date will be the "Startup Day" for the REMIC
established hereunder for purposes of the REMIC Provisions.
(c) The "tax matters person" with respect to the REMIC
established hereunder for purposes of the REMIC Provisions shall
be (i) the Company, if the Company is the owner of a Class R
Certificate, or (ii) in any other case, the beneficial owner of
the Class R Certificate having the largest Percentage Interest of
such Class; provided, however, that such largest beneficial owner
and, to the extent relevant, each other holder of a Class R
Certificate, by its acceptance thereof irrevocably appoints the
Company as its agent and attorney-in-fact to act as "tax matters
person" with respect to the REMIC established hereunder for
purposes of the REMIC Provisions.
(d) The "latest possible maturity date" of the regular
interests in the REMIC established hereunder is the Latest
Possible Maturity Date for purposes of section 860G(a)(1) of the
Code.
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(e) In the event that the Servicing Fee exceeds the amount
reasonable for such services (within the meaning of Treasury
Regulation 1.860D-1(b)(1)(ii)), the portion or portions of such
fee that can be measured as a fixed number of basis points on
some or all of the Mortgage Loans and can be treated as one or
more stripped coupons within the meaning of Treasury Regulation
1.860D-1(b)(2)(iii) shall be treated as such stripped coupons and
shall not be treated as a REMIC asset.
ARTICLE III
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
Section 3.01. Company to Act as Servicer. (a) It is
intended that the REMIC established hereunder shall constitute,
and that the affairs of the REMIC shall be conducted so as to
qualify the Trust Fund (other than any collateral fund
established under the agreement referred to in Section 3.08(e)),
as a "real estate mortgage investment conduit" as defined in and
in accordance with the REMIC Provisions. In furtherance of such
intention, the Company covenants and agrees that it shall act as
agent (and the Company is hereby appointed to act as agent) on
behalf of the Trust Fund and the Holders of the Residual
Certificates and that in such capacity it shall:
(i) prepare and file, or cause to be prepared and
filed, in a timely manner, a U.S. Real Estate Mortgage
Investment Conduit Income Tax Return (Form 1066) and
prepare and file or cause to be prepared and filed with
the Internal Revenue Service and applicable state or
local tax authorities income tax or information returns
for each taxable year with respect to the REMIC
established hereunder, using the calendar year as the
taxable year and the accrual method of accounting,
containing such information and at the times and in the
manner as may be required by the Code or state or local
tax laws, regulations, or rules, and shall furnish or
cause to be furnished to Certificateholders the
schedules, statements or information at such times and
in such manner as may be required thereby;
(ii) within thirty days of the Closing Date, shall
furnish or cause to be furnished to the Internal
Revenue Service, on Form 8811 or as otherwise may be
required by the Code, the name, title, address, and
telephone number of the person that the holders of the
Certificates may contact for tax information relating
thereto (and the Company shall act as the
representative of the REMIC established hereunder for
this purpose), together with such additional
information as may be required by such Form, and shall
update such information at the time or times and in the
manner required by the Code;
(iii) make or cause to be made an election, on
behalf of the REMIC established hereunder, to be
treated as a REMIC, and make the appropriate
designations, if applicable, in accordance with Section
2.05(a) hereof on the federal tax return of the Trust
Fund for its first taxable year (and, if necessary,
under applicable state law);
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(iv) prepare and forward, or cause to be prepared
and forwarded, to the Certificateholders and to the
Internal Revenue Service and, if necessary, state tax
authorities, all information returns or reports, or
furnish or cause to be furnished by telephone, mail,
publication or other appropriate method such
information, as and when required to be provided to
them in accordance with the REMIC Provisions, including
without limitation, the calculation of any original
issue discount using the Prepayment Assumption
Multiple;
(v) provide information necessary for the
computation of tax imposed on the transfer of a
Residual Certificate to a Disqualified Organization, or
an agent (including a broker, nominee or other
middleman) of a Disqualified Organization, or a
pass-through entity in which a Disqualified
Organization is the record holder of an interest (the
reasonable cost of computing and furnishing such
information may be charged to the Person liable for
such tax);
(vi) use its best reasonable efforts to conduct
the affairs of the REMIC established hereunder at all
times that any Certificates are outstanding so as to
maintain the status thereof as a REMIC under the REMIC
Provisions;
(vii) not knowingly or intentionally take any
action or omit to take any action that would cause the
termination of the REMIC status of the REMIC or that
would subject the Trust Fund to tax;
(viii) exercise reasonable care not to allow the
creation of any "interests" in the REMIC within the
meaning of section 860D(a)(2) of the Code other than
the interests represented by the Classes of
Certificates identified in Section 5.01(b);
(ix) exercise reasonable care not to allow the
occurrence of any "prohibited transactions" within the
meaning of section 860F of the Code, unless the Company
shall have provided an Opinion of Counsel to the
Trustee that such occurrence would not (a) result in a
taxable gain, (b) otherwise subject the Trust Fund to
tax, or (c) cause the REMIC established hereunder to
fail to qualify as a REMIC;
(x) exercise reasonable care not to allow the
Trust Fund to receive income from the performance of
services or from assets not permitted under the REMIC
Provisions to be held by a REMIC;
(xi) pay the amount of any federal or state tax,
including prohibited transaction taxes, taxes on
certain contributions to the REMIC after the Startup
Day, and taxes on net income from foreclosure property,
imposed on the Trust Fund when and as the same shall be
due and payable (but such obligation shall not prevent
the Company or any other appropriate Person from
contesting any such tax in appropriate proceedings and
shall not prevent the Company from withholding payment
of such tax, if permitted by law, pending the outcome
of such proceedings);
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(xii) ensure that federal, state or local income
tax or information returns shall be signed by the
Trustee or such other person as may be required to sign
such returns by the Code or state or local laws,
regulations or rules; and
(xiii) maintain such records relating to the REMIC
established hereunder, including but not limited to the
income, expenses, individual Mortgage Loans (including
Mortgaged Property), other assets and liabilities
thereof, and the fair market value and adjusted basis
of the property of each determined at such intervals as
may be required by the Code, as may be necessary to
prepare the foregoing returns, schedules, statements or
information.
The Company shall be entitled to be reimbursed
pursuant to Section 3.04 for any federal income taxes paid by it
pursuant to clause (xi) of the preceding sentence, except to the
extent that such taxes are imposed as a result of the bad faith,
misfeasance or negligence of the Company in the performance of
its obligations hereunder. With respect to any reimbursement of
prohibited transaction taxes, the Company shall inform the
Trustee of the circumstances under which such taxes were
incurred.
(b) The Company shall service and administer the Mortgage
Loans and shall have full power and authority, acting alone or
through one or more Primary Servicers, to do any and all things
in connection with such servicing and administration which it may
deem necessary or desirable. Without limiting the generality of
the foregoing, the Company shall continue, and is hereby
authorized and empowered by the Trustee, to execute and deliver,
or file, as appropriate, on behalf of itself, the
Certificateholders and the Trustee or any of them, any and all
continuation statements, termination statements, instruments of
satisfaction or cancellation, or of partial or full release or
discharge and all other comparable instruments, with respect to
the Mortgage Loans and with respect to the properties subject to
the Mortgages. Without limitation of the foregoing, if the
Company in its individual capacity agrees to refinance any
Mortgage Loan upon the request of the related Mortgagor, the
Company, as servicer hereunder, may execute an instrument of
assignment in customary form to the Company in its individual
capacity. In connection with any such refinancing, the Trustee
shall, upon certification of a Servicing Officer to the effect
that an amount equal to the principal balance of the related
Mortgage Loan together with accrued and unpaid interest thereon
at the applicable Remittance Rate to the date of such
certification has been credited to the Mortgage Loan Payment
Record, release the related Mortgage File to the Company
whereupon the Company may cancel the related Mortgage Note. Upon
request by the Company after the execution and delivery of this
Agreement, the Trustee shall furnish the Company with any powers
of attorney and other documents necessary or appropriate to
enable the Company to carry out its servicing and administrative
duties hereunder. Except as otherwise provided herein, the
Company shall maintain servicing standards substantially
equivalent to those required for approval by FNMA or FHLMC. The
Company shall not agree to any modification of the material terms
of any Mortgage Loan except as provided in the second sentence of
Section 3.02(a) and in Section 3.07. The Company shall not
release any portion of any Mortgaged Property from the lien of
the related Mortgage unless the related Mortgage Loan would be a
"qualified mortgage" within the meaning of the REMIC Provisions
following such release.
(c) [Intentionally Omitted.]
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(d) The relationship of the Company (and of any successor to
the Company as servicer under this Agreement) to the Trustee
under this Agreement is intended by the parties to be that of an
independent contractor and not that of a joint venturer, partner
or agent.
(e) All costs incurred by the Company in effecting the
timely payment of taxes and assessments on the properties subject
to the Mortgage Loans shall not, for the purpose of calculating
monthly distributions to Certificateholders, be added to the
amount owing under the related Mortgage Loans, notwithstanding
that the terms of such Mortgage Loans so permit, and such costs
shall be recoverable by the Company to the extent permitted by
Section 3.04. The Company shall collect such amounts from the
Mortgagor and shall credit the Mortgage Loan Payment Record
accordingly.
(f) If the Company enters into a servicing agreement with
any servicer (a "Primary Servicer") pursuant to which such
Primary Servicer shall directly service certain Mortgage Loans
and the Company shall perform master servicing with respect
thereto, the Company shall not be released from its obligations
to the Trustee and Certificateholders with respect to the
servicing and administration of the Mortgage Loans in accordance
with the provisions of Article III hereof and such obligations
shall not be diminished by virtue of any such servicing agreement
or arrangement and the Company shall be obligated to the same
extent and under the same terms and conditions as if the Company
alone were servicing and administering the Mortgage Loans. Any
amounts received by a Primary Servicer in respect of a Mortgage
Loan shall be deemed to have been received by the Company whether
or not actually received by it. Any servicing agreement that may
be entered into and any transactions or services relating to the
Mortgage Loans involving a Primary Servicer in its capacity as
such shall be deemed to be between the Company and the Primary
Servicer alone, and the Trustee and the Certificateholders shall
have no claims, obligations, duties or liabilities with respect
thereto. Notwithstanding the foregoing, in the event the Company
has been removed as the servicer hereunder pursuant to Section
6.04 or Section 7.01, the Trustee or any successor servicer
appointed pursuant to Section 7.02 shall succeed to all of the
Company's rights and interests (but not to any obligations or
liabilities of the Company arising prior to the date of
succession) under any servicing agreement with any Primary
Servicer in respect of the Mortgage Loans, subject to the
limitation on the Trustee's responsibilities under Section 7.02.
(g) In no event shall any collateral fund established under
the agreement referred to in Section 3.08(e) constitute an asset
of any REMIC established hereunder.
Section 3.02. Collection of Certain Mortgage Loan Payments;
Mortgage Loan Payment Record; Certificate Account. (a) The
Company 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, follow such collection procedures as it follows
with respect to mortgage loans comparable to the Mortgage Loans
in its servicing portfolio. Consistent with the foregoing, the
Company may in its discretion (i) waive any late payment charge
or any assumption fees or other fees which may be collected in
the ordinary course of servicing such Mortgage Loan and (ii) if a
default on the Mortgage Loan has occurred or is reasonably
foreseeable, arrange at any time prior to foreclosure with a
Mortgagor a schedule for the payment of due and unpaid principal
and interest for a period extending not longer than two years
after the date that such schedule is arranged. Any arrangement of
the sort
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described in clause (ii) above shall not affect the
amount or timing of the Company's obligation to make Monthly
Advances with respect to any Mortgage Loan which Monthly Advances
shall be made pursuant to the original amortization schedule
applicable to such Mortgage Loan.
(b) The Company shall establish and maintain a Mortgage Loan
Payment Record in which the following payments on and collections
in respect of each Mortgage Loan shall as promptly as practicable
be credited by the Company for the account of the Holders of the
Certificates:
(i) All payments on account of principal,
including Principal Prepayments (other than (A)
payments of principal due and payable on the Mortgage
Loans on or before, and all Principal Prepayments
received before, the Cut-off Date, (B) in the case of a
substitute Mortgage Loan, payments of principal due and
payable on such Mortgage Loan on or before the
Determination Date in the month of substitution, and
all Principal Prepayments received before the first day
of the month of substitution, and (C) in the case of a
replaced Mortgage Loan, payments of principal due and
payable on such Mortgage Loan after the Determination
Date in the month of substitution, and all Principal
Prepayments received in the month of substitution);
(ii) All payments (other than (A) those due and
payable on or before the Cut-off Date, (B) in the case
of a substitute Mortgage Loan, those due and payable on
such Mortgage Loan on or before the Determination Date
in the month of substitution, and (C) in the case of a
replaced Mortgage Loan, those due and payable on such
Mortgage Loan after the Determination Date in the month
of substitution) on account of interest at the
applicable Remittance Rate on the Mortgage Loan
received from the related Mortgagor, including any
Buydown Funds applied with respect to interest at the
applicable Remittance Rate on any Buydown Mortgage
Loan;
(iii) All Liquidation Proceeds received by the
Company with respect to such Mortgage Loan and the
Purchase Price for any Mortgage Loan purchased by the
Company pursuant to Sections 2.02, 2.03 and 3.16
(including any amounts received in respect of a
substitution of a Mortgage Loan);
(iv) All Insurance Proceeds (including, for this
purpose, any amounts required to be credited by the
Company pursuant to the last sentence of Section 3.06)
received by the Company for the benefit of the Trust
Fund, other than proceeds to be applied to the
restoration or repair of the property subject to the
related Mortgage or released, or to be released, to the
related Mortgagor in accordance with the normal
servicing procedures of the Company;
(v) All REO Proceeds;
(vi) All Unanticipated Recoveries; and
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(vii) All amounts received by the Company with
respect to any Pledged Asset Mortgage Loan pursuant to
the liquidation of any Additional Collateral or
pursuant to any recovery under the Surety Bond in
accordance with Section 4.09.
The foregoing requirements respecting credits to the
Mortgage Loan Payment Record are exclusive, it being understood
that, without limiting the generality of the foregoing, the
Company need not enter in the Mortgage Loan Payment Record
collections, Liquidation Proceeds or Insurance Proceeds in
respect of Mortgage Loans which have been previously released
from the terms of this Agreement, amounts representing fees or
late charge penalties payable by Mortgagors, or amounts received
by the Company for the account of Mortgagors for application
towards the payment of taxes, insurance premiums, assessments and
similar items.
(c) Subject to subsection (e) below, until the Business Day
prior to each Distribution Date on which amounts are required to
be transferred to the Certificate Account pursuant to subsection
(d) of this Section 3.02, the Company may retain and commingle
such amounts with its own funds and shall be entitled to retain
for its own account any gain or investment income thereon, and
any such investment income shall not be subject to any claim of
the Trustee or Certificateholders. To the extent that the Company
realizes any net loss on any such investments, the Company shall
deposit in the Certificate Account an amount equal to such net
loss at the time the Company is required to deposit amounts in
the Certificate Account pursuant to subsection (d) of this
section 3.02. Any such deposit shall not increase the Company's
obligation under said subsection (d).
(d) The Trustee shall establish and maintain with the
Trustee in its corporate trust department a single separate trust
account designated in the name of the Trustee for the benefit of
the Holders of the Certificates issued hereunder (the
"Certificate Account") into which the Company shall transfer, not
later than 11:00 a.m. New York time on the Business Day prior to
each Distribution Date, an amount in next day funds equal to the
sum of Available Funds for such Distribution Date and any
Unanticipated Recoveries received in the calendar month preceding
the month of such Distribution Date. If the Trustee does not
receive such transfer by 2:00 p.m. on such Business Day, it shall
give the Company written notice thereof.
(e) If the Company or a Responsible Officer of the Trustee
obtains actual notice of or knowledge of the occurrence of either
(x) any Trigger Event or (y) the downgrade by S&P of General
Electric Capital Corporation's short-term senior unsecured debt
rating below A-1+ then, notwithstanding subsection (c) above, the
Company shall promptly establish, and thereafter maintain, one or
more Eligible Accounts in the name of the Trustee and bearing a
designation indicating that amounts therein are held for the
benefit of the Trustee and the Certificateholders, into which the
Company and any Primary Servicer shall deposit within two
Business Days after receipt, all amounts otherwise required to be
credited to the Mortgage Loan Payment Record pursuant to Section
3.02(b); provided, however, that such action shall not be
required if the Company delivers to the Trustee a letter from
each Rating Agency to the effect that the failure to take such
action will not cause such Rating Agency to withdraw or reduce
its then current ratings of the Certificates. All amounts so
deposited shall be held in trust for the benefit of
Certificateholders. Amounts so deposited may be invested at the
written instruction of the Company in Permitted Investments in
the name of the Trustee maturing no later than the Business Day
preceding the Distribution Date following the date of such
investment; provided,
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however, that any such Permitted Investment which is an
obligation of State Street Bank and Trust Company, in its
individual capacity and not in its capacity as Trustee, may
mature on such Distribution Date; and, provided further, that no
such Permitted Investment shall be sold before the maturity
thereof if the sale thereof would result in the realization of
gain prior to maturity unless the Company has obtained an Opinion
of Counsel that such sale or disposition will not cause the Trust
Fund to be subject to the tax on prohibited transactions under
section 860F of the Code, or otherwise subject the Trust Fund to
tax or cause the REMIC established hereunder to fail to qualify
as a REMIC. The Trustee shall maintain physical possession of all
Permitted Investments, other than Permitted Investments
maintained in book-entry form. The Company, as servicer, shall be
entitled to retain for its own account any gain or other income
from Permitted Investments, and neither the Trustee nor
Certificateholders shall have any right or claim with respect to
such income. The Company shall deposit an amount equal to any
loss realized on any Permitted Investment as soon as any such
loss is realized. If the provisions in this subsection (e) become
operable, references in this Agreement to the Mortgage Loan
Payment Record and credits and debits to such Record shall be
deemed to refer to Eligible Accounts and transfers to and
withdrawals from such Eligible Accounts. Any action which may be
necessary to establish the terms of an account pursuant to this
Section 3.02(e) may be taken by an amendment or supplement to
this Agreement or pursuant to a written order of the Company,
which amendment, supplement or order shall not require the
consent of Certificateholders, provided that the Company has
delivered to the Trustee a letter from each Rating Agency to the
effect that such amendment, supplement or order will not cause
such Rating Agency to withdraw or reduce its then current ratings
of the Certificates.
Section 3.03. Collection of Taxes, Assessments and Other
Items. Other than with respect to any Cooperative Loan, the
Company shall establish and maintain with one or more depository
institutions one or more accounts into which it shall deposit all
collections of taxes, assessments, private mortgage or hazard
insurance premiums or comparable items for the account of the
Mortgagors. As servicer, the Company shall effect the timely
payment of all such items for the account of Mortgagors.
Withdrawals from such account or accounts may be made only to
effect payment of taxes, assessments, private mortgage or
standard hazard insurance premiums or comparable items, to
reimburse the Company out of related collections for any payments
made regarding taxes and assessments or for any payments made
pursuant to Section 3.05 regarding premiums on Primary Insurance
Policies and Section 3.06 regarding premiums on standard hazard
insurance policies, to refund to any Mortgagors any sums
determined to be overages, or to pay interest owed to Mortgagors
to the extent required by law.
Section 3.04. Permitted Debits to the Mortgage Loan Payment
Record. The Company (or any successor servicer pursuant to
Section 7.02) may, from time to time, make debits to the Mortgage
Loan Payment Record for the following purposes:
(i) To reimburse the Company or the applicable
Primary Servicer for Liquidation Expenses theretofore
incurred in respect of any Mortgage Loan in an amount
not to exceed the amount of the related Liquidation
Proceeds credited to the Mortgage Loan Payment Record
pursuant to Section 3.02(b)(iii); provided that the
Company or the applicable Primary Servicer shall not be
entitled to reimbursement for Liquidation Expenses
incurred after the initiation of
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foreclosure proceedings in respect of any Defaulted
Mortgage Loan that is repurchased pursuant to Section
3.16;
(ii) To reimburse the Company or the applicable
Primary Servicer for Insured Expenses and amounts
expended by it pursuant to Section 3.08 in good faith
in connection with the restoration of property damaged
by an Uninsured Cause, in an amount not to exceed the
amount of the related Insurance Proceeds and
Liquidation Proceeds (net of any debits pursuant to
clause (i) above) and amounts representing proceeds of
other insurance policies covering the property subject
to the related Mortgage credited to the Mortgage Loan
Payment Record pursuant to Section 3.02(b) (iii) and
(iv);
(iii) To reimburse the Company to the extent
permitted by Sections 3.01(a) and 6.04;
(iv) To pay to the Company amounts received in
respect of any Defective Mortgage Loan or Defaulted
Mortgage Loan purchased by the Company to the extent
that the distribution of any such amounts on the
Distribution Date upon which the proceeds of such
purchase are distributed would make the total amount
distributed in respect of any such Mortgage Loan on
such Distribution Date greater than the Purchase Price
therefor, net of any unreimbursed Monthly Advances made
by the Company;
(v) To reimburse the Company (or the Trustee, as
applicable) for Monthly Advances theretofore made in
respect of any Mortgage Loan to the extent of late
payments, REO Proceeds, Insurance Proceeds and
Liquidation Proceeds in respect of such Mortgage Loan;
(vi) To reimburse the Company from any Mortgagor
payment of interest or other recovery with respect to a
particular Mortgage Loan, to the extent not previously
retained by the Company, for unpaid Servicing Fees with
respect to such Mortgage Loan, subject to Section
3.08(d);
(vii) To reimburse the Company (or the Trustee, as
applicable) for any Nonrecoverable Advance (which right
of reimbursement of the Trustee pursuant to this clause
shall be prior to such right of the Company);
(viii) To make transfers of funds to the
Certificate Account pursuant to Section 3.02(d);
(ix) To pay to the Company amounts received in
respect of any Mortgage Loan purchased by the Company
pursuant to Section 9.01 to the extent that the
distribution of any such amounts on the final
Distribution Date upon which the proceeds of such
purchase are distributed would make the total amount
distributed in respect of any such Mortgage Loan on
such Distribution Date greater than the purchase price
therefor specified in clause (x) of the first sentence
of Section 9.01; and
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(x) To deduct any amount credited to the Mortgage
Loan Payment Record in error.
The Company shall keep and maintain separate
accounting records, on a Mortgage Loan by Mortgage Loan basis,
for the purpose of accounting for debits to the Mortgage Loan
Payment Record pursuant to clauses (i), (ii), (iv), (v) and (vi)
of this Section 3.04; provided, however, that it is understood
and agreed that the records of such accounting need not be
retained by the Company for a period longer than the five most
recent fiscal years.
Section 3.05. Maintenance of the Primary Insurance
Policies. (a) The Company shall not 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 Company,
would have been covered thereunder. To the extent coverage is
available, the Company 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 Note is 80% or less of
the greater of (i) the related Original Value and (ii) the then
current value of the property underlying the related Mortgage
Note as evidenced by an appraisal thereof satisfactory to the
Company; provided that no such Primary Insurance Policy need be
kept in effect if doing so would violate applicable law. The
Company shall not cancel or refuse to renew any such Primary
Insurance Policy applicable to a Mortgage Loan that is in effect
at the Closing Date 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 ratings equal to or
better than the ratings then assigned to the Certificates by such
Rating Agency. The Company agrees to effect the timely payment of
the premium on each Primary Insurance Policy, and such costs not
otherwise recoverable shall be recoverable by the Company from
related Insurance Proceeds and Liquidation Proceeds pursuant to
Section 3.04.
(b) In connection with its activities as administrator and
servicer of the Mortgage Loans, the Company agrees to present, on
behalf of itself, the Trustee and the Certificateholders, claims
to the insurer under each Primary Insurance Policy and, in this
regard, to take such reasonable action as shall be necessary to
permit recovery under any Primary Insurance Policy respecting a
related defaulted Mortgage Loan. To the extent provided in
Section 3.02(b), any amounts collected by the Company under any
Primary Insurance Policy in respect of the Mortgage Loans
(including, without limitation, a Mortgage Loan purchased by a
related insurer) shall be credited to the Mortgage Loan Payment
Record.
Section 3.06. Maintenance of Hazard Insurance. The Company
shall cause to be maintained for each Mortgage Loan, other than a
Cooperative Loan, hazard insurance with a standard mortgagee
clause and with extended coverage in an amount which is at least
equal to the maximum insurable value of the improvements securing
such Mortgage Loan from time to time or the principal balance
owing on such Mortgage Loan from time to time, whichever is less.
The Company shall also maintain on property (other than
Cooperative Apartments) acquired upon foreclosure, or by deed in
lieu of foreclosure, hazard insurance with extended coverage in
an amount which is at least equal to the lesser of (i) the
maximum insurable value from time to time of the improvements
which are a part of such property or (ii) the unpaid principal
balance of such Mortgage Loan at the time of such foreclosure or
deed in lieu of foreclosure plus accrued interest and the
good-faith estimate of the Company of related Liquidation
Expenses to be
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incurred in connection therewith. To the extent provided in
Section 3.02(b)(iv), amounts collected by the Company under any
such policies in respect of the Mortgage Loans shall be credited
to the Mortgage Loan Payment Record. Such costs shall be
recoverable by the Company pursuant to Sections 3.03 and 3.04. In
cases in which property securing any Mortgage Loan other than a
Cooperative Loan is located in a federally designated flood area,
the hazard insurance to be maintained for such Mortgage Loan
shall include flood insurance. All such flood insurance shall be
in such amounts as are required under applicable guidelines of
FNMA. The Company shall be under no obligation to require that
any Mortgagor maintain earthquake or other additional insurance
and shall be under no obligation itself to maintain any such
additional insurance on property acquired in respect of a
Mortgage Loan, other than pursuant to such applicable laws and
regulations as shall at any time be in force and as shall require
such additional insurance. If the Company shall obtain and
maintain a blanket policy insuring against hazard losses on all
of the Mortgage Loans (whether or not including Cooperative
Loans), it shall conclusively be deemed to have satisfied its
obligations as set forth in the first sentence of this Section
3.06, it being understood and agreed that such policy may contain
a deductible clause, in which case the Company 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 3.06, and there shall have been a loss which would
have been covered by such policy, credit to the Mortgage Loan
Payment Record the amount not otherwise payable under the blanket
policy because of such deductible clause.
Section 3.07. Assumption and Modification Agreements. (a)
In any case in which property subject to a Mortgage has been or
is about to be conveyed by the Mortgagor, the Company shall
exercise its right to accelerate the maturity of such Mortgage
Loan under any "due-on-sale" clause applicable thereto, unless in
the reasonable discretion of the Company, such exercise would
adversely affect or jeopardize coverage under the related Primary
Insurance Policy, if any; provided, however, that if the Company
is prevented, as provided in Section 3.07(b), from enforcing any
such clause, the Company is authorized to make or enter into an
assumption and modification agreement from or with the Person to
whom such property has been or is about to be conveyed, pursuant
to which such Person becomes liable under the Mortgage Note and
the Mortgagor remains liable thereon. In connection with any such
assumption and modification agreement, the Company shall apply
its then current underwriting standards to such Person. The
Company shall not make or enter into any such assumption and
modification agreement, however, unless (to the extent
practicable in the circumstances) it shall have received
confirmation of the continued effectiveness of any applicable
Primary Insurance Policy and hazard insurance policy. The Company
shall notify the Trustee that any assumption and modification
agreement has been completed by forwarding to the Trustee the
original copy thereof, which copy shall be added by the Trustee
to the related Mortgage File and shall, for all purposes, be
considered a part of such Mortgage File to the same extent as all
other documents and instruments constituting a part thereof. In
connection with any such agreement, the Mortgage Rate, mortgage
term and any other material term of such Mortgage Loan shall not
be changed. Any fee collected by the Company for entering into
any such agreement will be retained by the Company as additional
servicing compensation.
(b) Notwithstanding Section 3.07(a) or any other provision
of this Agreement, the Company shall not be deemed to be in
default, breach or any other violation of its obligations
hereunder by reason of any assumption of a Mortgage Loan, or
transfer of the property subject to
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a Mortgage without the assumption thereof, by operation of law or
any assumption or transfer which the Company reasonably believes
it may be restricted by law from preventing, for any reason
whatsoever.
Section 3.08. Realization Upon Defaulted Mortgage Loans.
(a) The Company shall foreclose upon or otherwise comparably
convert 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 3.02. In connection with
such foreclosure or other conversion the Company shall,
consistent with Section 3.05, follow such practices and
procedures as it shall deem necessary or advisable and as shall
be normal and usual in its general mortgage servicing activities.
The foregoing is subject to the proviso that the Company shall
not be required to expend its own funds in connection with any
foreclosure or towards the restoration of any property unless it
shall determine (i) that such restoration or foreclosure will
increase the proceeds of liquidation of the Mortgage Loan to
Certificateholders after reimbursement to itself for such
expenses and (ii) that such expenses will be recoverable to it
either through Liquidation Proceeds or Insurance Proceeds.
Notwithstanding the foregoing, the Company shall not be entitled
to recover legal expenses incurred in connection with foreclosure
proceedings where the Mortgage Loan is reinstated and such
foreclosure proceedings are terminated prior to completion, other
than sums received from the Mortgagor for such expenses.
Notwithstanding anything to the contrary contained
herein, the Company shall be under no obligation to foreclose
upon or otherwise convert the ownership of any Mortgaged Property
which it believes may be contaminated with or affected by
hazardous or toxic wastes, materials or substances. The Company
may, but shall not be obligated to, make such determination on
the basis of a Phase I environmental assessment with respect to
the related Mortgaged Property. Neither the Trustee nor the
Company shall be liable to the Trust Fund or the
Certificateholders if, based on the Company's belief that such
contamination or effect exists, the Company does not foreclose
upon or otherwise convert the ownership of a Mortgaged Property.
In addition, neither the Trustee nor the Company shall be liable
to the Trust Fund or the Certificateholders if, based on the
Company's belief that no such contamination or effect exists, the
Company forecloses upon a Mortgaged Property and the Trustee or
its nominee on behalf of the Trust Fund takes title to such
Mortgaged Property, and thereafter such Mortgaged Property is
determined to be so contaminated or affected.
(b) In the event that title to any Mortgaged Property is
acquired in 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 the Trust Fund. Notwithstanding any such
acquisition of title and cancellation of the related Mortgage
Loan, such Mortgage Loan shall (except for purposes of Section
9.01) be considered to be an Outstanding Mortgage Loan until such
time as the Mortgaged Property shall be sold and such Mortgage
Loan becomes a Liquidated Mortgage Loan. Consistent with the
foregoing, for purposes of all calculations hereunder so long as
such Mortgage Loan shall be considered to be an Outstanding
Mortgage Loan, it shall be assumed that the related Mortgage Note
and its amortization schedule in effect on and after such
acquisition of title (after giving effect to any previous
Principal Prepayments and Deficient Valuations incurred
subsequent to the related Bankruptcy Coverage Termination Date
and before any adjustment thereto by reason of any bankruptcy
(other than as aforesaid) or any similar proceeding or any
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moratorium or similar waiver or grace period) remain in effect
(notwithstanding that the indebtedness evidenced by such Mortgage
Note shall have been discharged), subject to adjustment to
reflect the application of REO Proceeds received in any month.
REO Proceeds received in any month shall be applied to the
payment of the installments of principal due and interest accrued
on the related REO Mortgage Loan in accordance with the terms of
such Mortgage Note. REO Proceeds received in any month in excess
of the Amortization Payment for such month due on an REO Mortgage
Loan shall be treated as a Principal Prepayment received in
respect of such Mortgage Loan.
(c) In the event that the Trust Fund acquires any Mortgaged
Property as aforesaid or otherwise in connection with a default
or imminent default on a Mortgage Loan, the Company shall dispose
of such Mortgaged Property prior to the close of the third
calendar year after the year of its acquisition by the Trust Fund
unless (a) the Trustee shall have been supplied with an Opinion
of Counsel to the effect that the holding by the Trust Fund of
such Mortgaged Property subsequent to such period (and specifying
the period beyond such period for which the Mortgaged Property
may be held) will not result in the imposition of taxes on
"prohibited transactions" of the Trust Fund as defined in section
860F of the Code, or cause the REMIC established hereunder to
fail to qualify as a REMIC at any time that any Certificates are
outstanding, in which case the Trust Fund may continue to hold
such Mortgaged Property (subject to any conditions contained in
such Opinion of Counsel), or (b) the Trustee (at the Company's
expense) or the Company shall have applied for, not later than 61
days prior to the expiration of such period, an extension of such
period in the manner contemplated by section 856(e)(3) of the
Code, in which case such period shall be extended by the time
period permitted by section 856(e)(3) of the Code.
Notwithstanding any other provision of this Agreement, no
Mortgaged Property acquired by the Trust Fund shall be rented (or
allowed to continue to be rented) or otherwise used for the
production of income by or on behalf of the Trust Fund or sold in
such a manner or pursuant to any terms that would (i) cause such
Mortgaged Property to fail to qualify at any time as "foreclosure
property" within the meaning of section 860G(a)(8) of the Code,
(ii) subject the Trust Fund to the imposition of any federal or
state income taxes on "net income from foreclosure property" with
respect to such Mortgaged Property within the meaning of section
860G(c) of the Code, or (iii) cause the sale of such Mortgaged
Property to result in the receipt by the Trust Fund of any income
from non-permitted assets as described in section 860F(a)(2)(B)
of the Code, unless the Company has agreed to indemnify and hold
harmless the Trust Fund with respect to the imposition of any
such taxes.
(d) Any collection of Insurance Proceeds or Liquidation
Proceeds will be applied in the following order of priority:
first, to reimburse the Company for any related unreimbursed
Liquidation Expenses and to reimburse the Company or the Trustee,
as applicable, for any related unreimbursed Monthly Advances;
second, to accrued and unpaid interest on the Mortgage Loan at
the Mortgage Rate from the date to which interest was last paid
or advanced to the Due Date prior to the Distribution Date on
which such amounts are to be distributed; and third, as a
recovery of principal of the Mortgage Loan. If the amount so
allocated to interest is less than the full amount of accrued and
unpaid interest due on such Mortgage Loan, the amount of such
recovery will be allocated among the Base Servicing Fee at the
Base Servicing Fee Rate, the Supplemental Servicing Fee at the
Supplemental Servicing Fee Rate and interest at the Remittance
Rate in proportion to the amount of such accrued interest which
would have been allocated to each such category in the absence of
any shortfall. The resulting Interest Loss shall
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be allocated among each such category in the same proportion as
described in the preceding sentence. The portion so allocated to
interest at the Remittance Rate shall be allocated to the
Certificates for purposes of making the allocation specified in
the definition of Certificate Interest Loss.
(e) Notwithstanding anything to the contrary contained
herein, the Company shall have the right to enter into an
agreement substantially in the form of Exhibit K hereto with any
Person that is the Holder of 100% of the Class B5 Certificates
(provided that such form may be revised to delete the option on
the part of such Person to purchase a defaulted Mortgage Loan as
set forth in Section 2.02(f) thereof). Prior to entering into any
such agreement with any Person, the Company shall obtain a
certification from such Person to the effect that (i) such Person
is not an "affiliate" (within the meaning of the Prohibited
Transaction Exemption) of the Trustee and (ii) such Person will
not purchase any Certificates if such purchase would cause such
Person to hold more than a ten percent interest in the Mortgage
Pool. It is understood that the right of the Company to be
reimbursed for Monthly Advances and Nonrecoverable Advances under
this Agreement shall not be affected in any way by the provisions
of any such agreement. The Trustee hereby agrees to perform such
obligations as may be expressly required of it pursuant to the
provisions of such agreement and to promptly notify each party to
such agreement if a Responsible Officer of the Trustee (with
direct responsibility for administration of this Agreement)
becomes aware of any discussions, plans or events that might lead
to the Trustee's becoming an "affiliate" (within the meaning of
the Prohibited Transaction Exemption) of any Person with which
the Company has entered into such agreement, provided that the
contents of any such notification shall be kept confidential by
the parties to such agreement. The Company agrees to promptly
notify the Trustee upon entering into any such agreement. In
addition, the Company shall provide the Trustee with such
information as may be necessary for the Trustee to perform its
obligations thereunder, including written instructions, clearly
identifying the source, amount and application of funds to be
deposited or withdrawn from the Collateral Fund (as defined in
such agreement). The Trustee shall provide the Company with such
information concerning credits and debits to the Collateral Fund
on account of income, gains and losses realized from Collateral
Fund Permitted Investments (as defined in such agreement), and
costs associated with the purchase and sale thereof, as the
Company may request in order to prepare the instructions
described in the preceding sentence.
In addition, subject to the provisions of the
preceding paragraph, the Company shall have the right to enter
into an agreement substantially in the form of Exhibit K hereto
with the Person that is the Holder of 100% of the Class B4
Certificates, provided that (i) such Person is also the Holder of
100% of the Class B5 Certificates, (ii) such Person shall have no
rights under such agreement until the date on which the Class
Certificate Principal Balance of the Class B5 Certificates has
been reduced to zero, and (iii) any rights of such Person under
such agreement shall terminate in the event that such Person
transfers, directly or indirectly, the Class B4 Certificates to
any other Person.
Section 3.09. Trustee to Cooperate; Release of Mortgage
Files. Upon the payment in full of any Mortgage Loan, the Company
will immediately notify the Trustee by a certification (which
certification shall include a statement to the effect that all
amounts received in connection with such payment which are
required to be credited to the Mortgage Loan Payment Record
pursuant to Section 3.02 have been so credited) of a Servicing
Officer and shall request delivery
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to it of the Mortgage File. If a Buydown Mortgage Loan is the
subject of a Principal Prepayment in full during the related
Buydown Period, the related Buydown Funds will be applied or
returned to the Person entitled thereto in accordance with the
terms of such Buydown Mortgage Loan. Upon receipt of such
certification and request in form satisfactory to the Trustee,
the Trustee shall promptly, but in any event within five Business
Days, release the related Mortgage File to the Company; provided,
that the Trustee shall not be responsible for any delay in the
release of a Mortgage File resulting from acts beyond its
control, including without limitation, acts of God, strikes,
lockouts, riots, acts of war or terrorism, epidemics,
nationalization, governmental regulations imposed after the fact,
fire, communication line failures, computer viruses, power
failures, earthquakes or other disasters. Upon any such payment
in full, the Company is authorized to execute, pursuant to the
authorization contained in Section 3.01, an instrument of
satisfaction regarding such Mortgage, which instrument of
satisfaction shall be recorded by the Company if required by
applicable law and be delivered to the Person entitled thereto,
it being understood and agreed that no expenses incurred in
connection with such instrument of satisfaction shall be
reimbursed from amounts at the time credited to the Mortgage Loan
Payment Record. From time to time and as appropriate for the
servicing or foreclosure of any Mortgage Loan (including, without
limitation, collection under any Primary Insurance Policy), the
Trustee shall, upon request of the Company and delivery to the
Trustee of a receipt signed by a Servicing Officer, release the
related Mortgage File to the Company and shall execute such
documents as shall be necessary to the prosecution of any such
proceedings. Such receipt shall obligate the Company to return
the Mortgage File to the Trustee when the need therefor by the
Company no longer exists unless the Mortgage Loan shall be
liquidated, in which case, upon receipt of a certificate of a
Servicing Officer similar to that hereinabove specified, the
receipt shall be released by the Trustee to the Company.
Section 3.10. Servicing Compensation; Payment of Certain
Expenses by the Company. (a) As compensation for its activities
and obligations hereunder, the Company shall be entitled to
withhold and pay to itself out of each payment received by it on
account of interest on each Mortgage Loan (including the portion
of any Buydown Funds applied to the related Buydown Mortgage Loan
for the applicable period) an amount equal to the Servicing Fee.
The aggregate of the Servicing Fees payable to the Company on any
Distribution Date shall be reduced by the amount of any
Compensating Interest Payment for such Distribution Date.
Additional servicing compensation in the form of Prepayment
Interest Excess, assumption fees, modification fees, late payment
charges, interest income or gain with respect to amounts
deposited in the Certificate Account and invested by the Company
or otherwise shall be retained by the Company, subject to Section
3.10(b), if applicable. The Company shall be required to pay all
expenses incurred by it in connection with its activities
hereunder (including payment of Trustee fees and all other fees
and expenses not expressly stated hereunder to be for the account
of the Certificateholders) and shall not be entitled to
reimbursement therefor except as provided in Sections 3.01, 3.03,
3.04 and 3.08.
(b) The Company may, as a condition to granting any request
by a Mortgagor for any consent, modification, waiver or amendment
or any other matter or thing, the granting of which is in the
Company's discretion pursuant to the terms of the instruments
evidencing or securing the related Mortgage Loan and is permitted
by other sections of this Agreement, require (to the extent
permitted by applicable law) that such Mortgagor pay to it a
reasonable or customary fee in accordance with the schedule set
forth as Exhibit H (which may be amended from time to time
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by provision of a revised schedule of such fees to the Trustee,
whereupon such revised schedule shall be deemed to be Exhibit H
hereunder) for the additional services performed in connection
with such request, together with any related costs and expenses
incurred by it. Such fees shall be additional servicing
compensation to the Company.
Section 3.11. Reports to the Trustee; Certificate Account
Statements. Not later than 15 days after each Distribution Date,
the Company shall forward to the Trustee a statement, certified
by a Servicing Officer, setting forth the status of the Mortgage
Loan Payment Record as of the close of business on such
Distribution Date and showing, for the period covered by such
statement, the aggregate of credits to the Mortgage Loan Payment
Record for each category of credit specified in Section 3.02 and
each category of debit specified in Section 3.04.
Section 3.12. Annual Statement as to Compliance. The
Company will deliver to the Trustee, on or before March 31 of
each year, beginning with March 31, 2000, an Officer's
Certificate stating that (a) a review of the activities of the
Company during the preceding calendar year and of its performance
under this Agreement has been made under such Officer's
supervision and (b) to the best of such Officer's knowledge,
based on such review, the Company has fulfilled all its material
obligations under this Agreement throughout such year, or, if
there has been a default in the fulfillment of any such
obligation, specifying each such default known to such Officer
and the nature and status thereof.
Section 3.13. Annual Independent Public Accountants'
Servicing Report. On or before March 31 of each year, beginning
with March 31, 2000, the Company shall:
(a) furnish to a firm of independent public accountants
(which may also render other services to the Company) a statement
substantially to the effect that the Company has complied in all
material respects with the minimum servicing standards set forth
in the Uniform Single Attestation Program for Mortgage Bankers
(the "Minimum Servicing Standards") with respect to the mortgage
loans in the Company's servicing portfolio (which may exclude
home equity loans) or, if there has been material noncompliance
with such servicing standards, containing a description of such
noncompliance; and
(b) at its expense cause such firm of independent public
accountants to furnish a report to the Trustee stating its
opinion as to the Company's assertion contained in the statement
delivered pursuant to Section 3.13(a), which opinion shall be
based on an examination conducted by such firm in accordance with
the standards established by the American Institute of Certified
Public Accountants, including examining, on a test basis,
evidence about the Company's compliance with the Minimum
Servicing Standards. Such opinion shall be to the effect that the
Company has complied in all material respects with the Minimum
Servicing Standards with respect to the mortgage loan portfolio
described in the Company's statement delivered pursuant to
Section 3.13(a) hereof or if there has been material
noncompliance with the Minimum Servicing Standards, shall contain
a description of such noncompliance in accordance with applicable
accounting standards. In rendering such report, such firm may
rely, as to matters relating to direct servicing of Mortgage
Loans by any primary servicer, upon comparable reports of
independent public accountants with respect to such primary
servicer.
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Section 3.14. Access to Certain Documentation and
Information Regarding the Mortgage Loans. To the extent permitted
by applicable law, the Company shall provide to the Trustee,
Certificateholders which are regulated insurance entities and the
applicable insurance regulatory agencies thereof,
Certificateholders which are federally insured savings and loan
associations, the Office of Thrift Supervision, 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 or of such
insurance regulatory agencies, as the case may be, such access
being afforded without charge but only upon reasonable request
and during normal business hours at the offices of the Company.
Nothing in this Section 3.14 shall derogate from the obligation
of the Company to observe any applicable law prohibiting
disclosure of information regarding the Mortgagors and the
failure of the Company to provide access as provided in this
Section 3.14 as a result of such obligation shall not constitute
a breach of this Section 3.14.
Section 3.15. Maintenance of Certain Servicing Policies. The
Company shall during the term of its service as servicer maintain
in force (i) a policy or policies of insurance covering errors
and omissions in the performance of its obligations as servicer
hereunder and (ii) a fidelity bond in respect of its officers,
employees or agents. Each such policy or policies and bond shall,
together, comply with the requirements from time to time of FNMA
for persons performing servicing for mortgage loans purchased by
such association.
Section 3.16. Optional Purchase of Defaulted Mortgage Loans.
The Company shall have the right, but not the obligation, to
purchase any Defaulted Mortgage Loan for a price equal to the
Purchase Price therefor. Any such purchase shall be accomplished
as provided in Section 4.04(a) hereof.
ARTICLE IV
PAYMENTS AND STATEMENTS
Section 4.01. Distributions. (a) On each Distribution Date,
the Trustee shall withdraw the Available Funds from the
Certificate Account and shall make distributions to Holders of
the Certificates as of the preceding Record Date in the following
order of priority, to the extent of the remaining Available
Funds:
(i) to each Class of Senior Certificates (other
than any Class of Principal Only Certificates), the
Accrued Certificate Interest thereon for such
Distribution Date; provided, however, that any
shortfall in available amounts shall be allocated among
such Classes in proportion to the amount of Accrued
Certificate Interest that would otherwise be
distributable thereto;
(ii) to each Class of Senior Certificates (other
than any Class of Principal Only Certificates), any
related Unpaid Class Interest Shortfall for such
Distribution Date; provided, however, that any
shortfall in available amounts shall be allocated among
such Classes in proportion to the Unpaid Class Interest
Shortfall for each such Class on such Distribution
Date;
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(iii) to the Classes of Senior Certificates in
reduction of the Class Certificate Principal Balances
thereof, as set forth in Exhibit O hereto, without
regard to the use of the word "approximately" therein;
provided, however, that defined terms used in Exhibit O
shall have the meanings assigned thereto in Article I
hereof;
(iv) to the Class PO Certificates, any Class PO
Deferred Amount for such Distribution Date, up to an
amount not to exceed the Junior Optimal Principal
Amount for such Distribution Date, until the Class
Certificate Principal Balance of such Class has been
reduced to zero; provided, that any such amounts
distributed to the Class PO Certificates pursuant to
this clause (iv) shall not reduce the Class Certificate
Principal Balance thereof;
(v) to the Class M Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(vi) to the Class M Certificates, any Unpaid Class
Interest Shortfall therefor on such Distribution Date;
(vii) to the Class M Certificates, in reduction of
the Class Certificate Principal Balance thereof, such
Class's Allocable Share of the Junior Optimal Principal
Amount on such Distribution Date;
(viii) to the Class B1 Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(ix) to the Class B1 Certificates, any Unpaid
Class Interest Shortfall therefor on such Distribution
Date;
(x) to the Class B1 Certificates, in reduction of
the Class Certificate Principal Balance thereof, such
Class's Allocable Share of the Junior Optimal Principal
Amount on such Distribution Date;
(xi) to the Class B2 Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(xii) to the Class B2 Certificates, any Unpaid
Class Interest Shortfall therefor on such Distribution
Date;
(xiii) to the Class B2 Certificates, in reduction
of the Class Certificate Principal Balance thereof,
such Class's Allocable Share of the Junior Optimal
Principal Amount on such Distribution Date;
(xiv) to the Class B3 Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(xv) to the Class B3 Certificates, any Unpaid
Class Interest Shortfall therefor on such Distribution
Date;
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(xvi) to the Class B3 Certificates, in reduction
of the Class Certificate Principal Balance thereof,
such Class's Allocable Share of the Junior Optimal
Principal Amount on such Distribution Date;
(xvii) to the Class B4 Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(xviii) to the Class B4 Certificates, any Unpaid
Class Interest Shortfall therefor on such Distribution
Date;
(xix) to the Class B4 Certificates, in reduction
of the Class Certificate Principal Balance thereof,
such Class's Allocable Share of the Junior Optimal
Principal Amount on such Distribution Date;
(xx) to the Class B5 Certificates, the Accrued
Certificate Interest thereon for such Distribution
Date;
(xxi) to the Class B5 Certificates, any Unpaid
Class Interest Shortfall therefor on such Distribution
Date; and
(xxii) to the Class B5 Certificates, in reduction
of the Class Certificate Principal Balance thereof,
such Class's Allocable Share of the Junior Optimal
Principal Amount on such Distribution Date.
Notwithstanding the foregoing, amounts otherwise distributable
pursuant to clauses (vii), (x), (xiii), (xvi), (xix) and (xxii)
on any Distribution Date shall be reduced, in inverse order of
priority, by any amount distributed pursuant to clause (iv) on
such date, such that such amount distributed pursuant to clause
(iv) on such date shall be applied first to reduce the amount
distributable pursuant to clause (xxii), and then, to the extent
of any excess, applied second, to reduce the amount distributable
pursuant to clause (xix), third, to reduce the amount
distributable pursuant to clause (xvi), fourth, to reduce the
amount distributable pursuant to clause (xiii), fifth, to reduce
the amount distributable pursuant to clause (x) and sixth, to
reduce the amount distributable pursuant to clause (vii).
(b) On each Distribution Date, the Trustee shall distribute
to the holder of the Class R Certificate any remaining Available
Funds for such Distribution Date after application of all amounts
described in clause (a) of this Section 4.01, together with any
Unanticipated Recoveries received by the Company in the calendar
month preceding the month of such Distribution Date and not
distributed on such Distribution Date to the holders of
outstanding Certificates of any other Class pursuant to Section
4.01(f). Any distributions pursuant to this clause (b) shall not
reduce the Class Certificate Principal Balance of the Class R
Certificate.
(c) If on any Distribution Date the Class Certificate
Principal Balances of the Junior Certificates have each been
reduced to zero, the amount distributable to the Senior
Certificates other than the Class PO Certificates pursuant to
Section 4.01(a)(iii) for such Distribution Date and each
succeeding Distribution Date shall be allocated among such
Classes of Senior Certificates, pro rata, on the basis of their
respective Class Certificate Principal Balances
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immediately prior to such Distribution Date, regardless of the
priorities and amounts set forth in Section 4.01(a)(iii).
(d) If on any Distribution Date (i) the Class Certificate
Principal Balance of the Class M Certificates or any Class of
Class B Certificates for which the related Prepayment
Distribution Trigger was satisfied on such Distribution Date is
reduced to zero and (ii) amounts distributable pursuant to
clauses (ii), (iv) and (v) of the Junior Optimal Principal Amount
remain undistributed on such Distribution Date after all amounts
otherwise distributable on such date pursuant to clauses (iv)
through (xxii) of Section 4.01(a) have been distributed, such
amounts shall be distributed on such Distribution Date to the
remaining Classes of Junior Certificates in order of priority,
such that no such distribution shall be made to any Class of
Junior Certificates while a prior such Class is outstanding.
(e) (i) On each Distribution Date prior to the Cross-Over
Date, distributions in reduction of the Class Certificate
Principal Balance of the Class A9 Certificates will be made in
accordance with the provisions of Section 4.10.
Upon the earlier of the Cross-Over Date and the next
Distribution Date after the Distribution Date on which the Class
Certificate Principal Balance of the Class A9 Certificates has
been reduced to zero, (x) to the extent the balance of funds
remaining in the Rounding Account is less than $999.99, the
balance in the Rounding Account shall be restored to $999.99 (or,
if less, the sum of such remaining balance and the amount so
distributable) from Available Funds otherwise available for
distribution on other Classes of Certificates and (y) the
Rounding Account shall be cleared and terminated, and the amounts
therein shall be distributed to the Class R Certificates on such
date (which distribution shall not reduce the Class Certificate
Principal Balance thereof).
(ii) As provided in Section 4.10(e),
notwithstanding any provisions herein to the contrary,
on the Cross-Over Date and on each subsequent
Distribution Date, distributions in reduction of the
Class Certificate Principal Balance of the Class A9
Certificates shall be made on a pro rata basis among
the outstanding Certificates of such Class, based on
the Percentage Interest in such Class represented by
each Certificate. The Trustee shall notify the
Depository prior to the first Distribution Date on
which distributions in respect of principal on the
Class A9 Certificates are to be made on a pro rata
basis in accordance with the preceding sentence. On the
Cross-Over Date and on each subsequent Distribution
Date, the Trustee shall not, and the Depository is not
authorized to, make distributions or payments in
respect of the Class A9 Certificates in accordance with
any Principal Distribution Request or by Random Lot.
(f) In the event that in any calendar month the Company
recovers an amount (an "Unanticipated Recovery") in respect of
principal of a Mortgage Loan which had previously been allocated
as a Realized Loss to any Class of Certificates pursuant to
Section 4.03, on the Distribution Date in the next succeeding
calendar month the Trustee shall withdraw from the Certificate
Account and distribute to the holders of each outstanding Class
to which such Realized Loss had previously been allocated its
share (determined as described in the succeeding paragraph) of
such Unanticipated Recovery in an amount not to exceed the amount
of such Realized Loss previously allocated to such Class. When
the Class Certificate Principal Balance
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of a Class of Certificates has been reduced to zero, the holders
of such Class shall not be entitled to any share of an
Unanticipated Recovery, and such Unanticipated Recovery shall be
allocated among all outstanding Classes of Certificates entitled
thereto in accordance with the preceding sentence, subject to the
remainder of this subsection (f). In the event that (1) any
Unanticipated Recovery remains undistributed in accordance with
the preceding sentence or (ii) the amount of an Unanticipated
Recovery exceeds the amount of the Realized Loss previously
allocated to any outstanding Classes with respect to the related
Mortgage Loan, on the applicable Distribution Date the Trustee
shall distribute to the holders of all outstanding Classes of the
related Certificates to which Realized Losses had previously been
allocated and not reimbursed their pro rata share (determined as
described below) of such excess in an amount not to exceed the
aggregate amount of any Realized Loss previously allocated to
such Class with respect to any other Mortgage Loan that has not
been recovered in accordance with this subsection (f). Any
distributions made pursuant to this subsection (f) shall not
reduce the Class Certificate Principal Balance of the related
Certificate.
For purposes of the preceding paragraph, the share of
an Unanticipated Recovery allocable to any Class of Certificates
with respect to a Mortgage Loan shall be (i) with respect to the
Class PO Certificates, based on the applicable PO Percentage of
the principal portion of the Realized Loss previously allocated
thereto with respect to such Mortgage Loan (or all Mortgage Loans
for purposes of the next to last sentence of the preceding
paragraph), and (ii) with respect to any other Class of
Certificates, based on its pro rata share (in proportion to the
Class Certificate Principal Balances thereof with respect to such
Distribution Date) of the applicable Non-PO Percentage of the
principal portion of any such Realized Loss previously allocated
with respect to such Mortgage Loan (or Loans); provided, however,
that (i) the share of an Unanticipated Recovery allocable to a
Class PO Certificate with respect to any Mortgage Loan (or Loans)
shall be reduced by the aggregate amount previously distributed
to such Class on account of the applicable Class PO Deferred
Amount in respect of such Mortgage Loan (or Loans) and (ii) the
amount by which the distributions to the Class PO Certificates
have been so reduced shall be distributed to the Classes of
Certificates described in clause (ii) of the preceding paragraph
in the same proportion as described in such clause (ii). For
purposes of the preceding sentence, any Class PO Deferred Amount
distributed to a Class PO Certificate on previous Distribution
Dates shall be deemed to have been allocated in respect of the
Mortgage Loans as to which the applicable PO Percentage of the
principal portion of Realized Losses has previously been
allocated to such Class on a pro rata basis (based on the amount
of Realized Losses so allocated).
Section 4.02. Method of Distribution. (a) Except as set
forth in Section 4.10 in respect of the Class A9 Certificates,
all distributions with respect to each Class of Certificates on
each Distribution Date shall be made pro rata among the
outstanding Certificates of such Class, based on the Percentage
Interest in such Class represented by each Certificate. Payments
to the Certificateholders on each Distribution Date will be made
by the Trustee to the Certificateholders of record on the related
Record Date (other than as provided in Section 9.01 respecting
the final distribution) by check or money order mailed to a
Certificateholder at the address appearing in the Certificate
Register, or upon written request by such Certificateholder to
the Trustee made not later than the applicable Record Date, by
wire transfer to a U.S. depository institution acceptable to the
Trustee, or by such other means of payment as such
Certificateholder and the Trustee shall agree.
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(b) Each distribution with respect to a Book-Entry
Certificate shall be paid to the Depository, which shall credit
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 Financial Intermediary for which it acts as agent. Each
Financial Intermediary shall be responsible for disbursing funds
to the Certificate Owners that it represents. Except as otherwise
provided in Section 4.10(g), the Depository shall be responsible
for the allocation of the aggregate amount of distributions in
reduction of the Class Certificate Principal Balance of the Class
A9 Certificates among the Depository Participants in accordance
with Section 4.10, and each Depository Participant (and each
respective Financial Intermediary for which such Depository
Participant acts as agent) shall be responsible for the
allocation of the amount allocated thereto among the related
Certificate Owners. All such credits and disbursements with
respect to a Book-Entry Certificate are to be made by the
Depository and the Depository Participants in accordance with the
provisions of the applicable Certificates. Neither the Trustee
nor the Company shall have any responsibility therefor except as
otherwise provided by applicable law.
(c) The Trustee shall withhold or cause to be withheld such
amounts as it reasonably determines are required by the Code
(giving full effect to any exemptions from withholding and
related certifications required to be furnished by
Certificateholders or Certificate Owners and any reductions to
withholding by virtue of any bilateral tax treaties and any
applicable certification required to be furnished by
Certificateholders or Certificate Owners with respect thereto)
from distributions to be made to Non-U.S. Persons. If the Trustee
reasonably determines that a more accurate determination of the
amount required to be withheld for a distribution can be made
within a reasonable period after the scheduled date for such
distribution, it may hold such distribution in trust for a holder
of a Residual Certificate until such determination can be made.
For the purposes of this paragraph, a "Non-U.S. Person" is (i) an
individual other than a citizen or resident of the United States,
(ii) a partnership, corporation or entity treated as a
partnership or corporation for U.S. federal income tax purposes
not formed under the laws of the United States, any state thereof
or the District of Columbia (unless, in the case of a
partnership, Treasury regulations provide otherwise), (iii) any
estate, the income of which is not subject to U.S. federal income
taxation, regardless of source, and (iv) any trust, other than a
trust that a court within the United States is able to exercise
primary supervision over the administration of the trust and one
or more U.S. Persons have the authority to control all
substantial decisions of the trust.
Section 4.03. Allocation of Losses. (a) On or prior to each
Determination Date, the Company shall determine the amount of any
Realized Loss in respect of each Mortgage Loan that occurred
during the immediately preceding calendar month.
(b) With respect to any Distribution Date, the principal
portion of each Realized Loss (other than any Excess Loss) shall
be allocated as follows:
(i) the applicable PO Percentage of the principal
portion of any such Realized Loss shall be allocated to
the Class PO Certificates until the Class Certificate
Principal Balance thereof has been reduced to zero; and
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(ii) the applicable Non-PO Percentage of the
principal portion of any such Realized Loss shall be
allocated in the following order of priority:
first, to the Class B5 Certificates until the
Class Certificate Principal Balance thereof has been
reduced to zero;
second, to the Class B4 Certificates until the
Class Certificate Principal Balance thereof has been
reduced to zero;
third, to the Class B3 Certificates until the
Class Certificate Principal Balance thereof has been
reduced to zero;
fourth, to the Class B2 Certificates until the
Class Certificate Principal Balance thereof has been
reduced to zero;
fifth, to the Class B1 Certificates until the
Class Certificate Principal Balance thereof has been
reduced to zero;
sixth, to the Class M Certificates until the Class
Certificate Principal Balance thereof has been reduced
to zero; and
seventh, to the Classes of Senior Certificates
other than the Class PO Certificates, pro rata, in
accordance with their Class Certificate Principal
Balances; provided, that any such loss allocated to any
Class of Accrual Certificates (and any Accrual
Component) shall be allocated (subject to Section
4.03(d)) on the basis of the lesser of (x) the Class
Certificate Principal Balance (or Component Principal
Balance) thereof immediately prior to the applicable
Distribution Date and (y) the Class Certificate
Principal Balance (or Component Principal Balance)
thereof on the Closing Date (as reduced by any Realized
Losses previously allocated thereto).
(c) With respect to any Distribution Date, the principal
portion of any Excess Loss (other than Excess Bankruptcy Losses
attributable to Debt Service Reductions) shall be allocated as
follows: (1) the PO Percentage of any such loss shall be
allocated to the Class PO Certificates, and (2) the Non-PO
Percentage of any such loss shall be allocated to each Class of
Certificates other than the Class PO Certificates, pro rata,
based on the respective Class Certificate Principal Balances
thereof; provided, that any such loss allocated to any Class of
Accrual Certificates (and any Accrual Component) shall be
allocated (subject to Section 4.03(d)) on the basis of the lesser
of (x) the Class Certificate Principal Balance (or Component
Principal Balance) thereof immediately prior to the applicable
Distribution Date and (y) the Class Certificate Principal Balance
(or Component Principal Balance) thereof on the Closing Date (as
reduced by any Realized Losses previously allocated thereto).
(d) Any Realized Losses allocated to a Class of Certificates
pursuant to Section 4.03(b) or (c) shall be allocated among the
Certificates of such Class in proportion to their respective
Certificate Principal Balances. In addition, any Realized Losses
allocated to any Class of Component Certificates on a
Distribution Date shall be allocated in reduction of the
Component Principal Balances of the related Components (other
than any Notional Component)
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in proportion to their respective Component Principal Balances
immediately prior to such Distribution Date. Any allocation of
Realized Losses pursuant to this paragraph (d) shall be
accomplished by reducing the Certificate Principal Balance (or,
in the case of any Component, the Component Principal Balance) of
the related Certificates (or Components) on the related
Distribution Date in accordance with Section 4.03(e).
(e) Realized Losses allocated in accordance with this
Section 4.03 shall be allocated on the Distribution Date in the
month following the month in which such loss was incurred and, in
the case of the principal portion thereof, after giving effect to
distributions made on such Distribution Date, except that the
aggregate amount of Realized Losses to be allocated to the Class
PO Certificates on such Distribution Date will be taken into
account in determining distributions in respect of any Class PO
Deferred Amount for such date.
(f) On each Distribution Date, the Company shall determine
the Subordinate Certificate Writedown Amount, if any. Any such
Subordinate Certificate Writedown Amount shall effect a
corresponding reduction in the Certificate Principal Balance of
the Subordinate Certificates, which reduction shall occur on such
Distribution Date after giving effect to distributions made on
such Distribution Date.
(g) Notwithstanding the foregoing, no such allocation of any
Realized Loss shall be made on a Distribution Date to a Class of
Certificates to the extent that such allocation would result in
the reduction of the aggregate Certificate Principal Balances of
all the Certificates as of such Distribution Date, after giving
effect to all distributions and prior allocations of Realized
Losses on such date, to an amount less than the aggregate
Scheduled Principal Balance of the Mortgage Loans as of the first
day of the month of such Distribution Date, less any Deficient
Valuations occurring on or prior to the Bankruptcy Coverage
Termination Date (such limitation, the "Loss Allocation
Limitation").
Section 4.04. Monthly Advances; Purchases of Defaulted
Mortgage Loans. (a) The Company shall be required to make Monthly
Advances in the manner and to the extent provided herein. Prior
to the close of business on each Determination Date, the Company
shall determine (i) the amount of the Monthly Advance which it is
required to make on the related Distribution Date and (ii)
whether it has elected to purchase any Defaulted Mortgage Loan or
Loans on such Distribution Date. If the Company so elects to
purchase any Defaulted Mortgage Loans (or is required to purchase
any Mortgage Loan pursuant to Section 2.02 or 2.03(a)), no
Monthly Advance shall be required with respect thereto for the
month in which such purchase occurs. The Company shall include
information as to each of such determinations in the Servicer's
Certificate furnished by it to the Trustee in accordance with
Section 4.06 and shall be obligated to transfer to the
Certificate Account pursuant to Section 3.02(d) on or before
11:00 a.m. New York time on the Business Day next preceding the
following Distribution Date in next-day funds the respective
amounts applicable to such determinations appearing in such
Servicer's Certificate. Upon receipt by the Trustee of written
notification signed by a Servicing Officer of any such deposit
relating to the purchase by the Company of such a Mortgage Loan,
the Trustee shall release to the Company the related Mortgage
File and shall execute and deliver such instruments of transfer
or assignment, in each case without recourse, as shall be
necessary to vest in the Company any Mortgage Loan released
pursuant hereto.
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(b) In the event that the Company transfers or expects to
transfer less than the Available Funds required to be deposited
by it pursuant to Section 3.02(d), the Company shall so notify
the Trustee no later than 9:00 a.m. on the Business Day preceding
the related Distribution Date, and the amount so transferred, if
any, shall be deemed to have been transferred first pursuant to
clause (i) of the definition of Available Funds, second pursuant
to clause (iii) of the definition of Available Funds, and third
pursuant to clause (ii) of the definition of Available Funds.
Such notice shall specify each Mortgage Loan delinquent as of the
preceding Determination Date. In such event, the Trustee shall
make any Monthly Advance required to be made hereunder, in the
manner and to the extent required; provided, the Trustee shall
not be so obligated if prohibited by applicable law.
(c) In the event that the Company is succeeded hereunder as
servicer, the obligation to make Monthly Advances in the manner
and to the extent required by Section 4.04(a) shall be assumed by
the successor servicer (subject to Section 7.02).
Section 4.05. Statements to Certificateholders. Each month,
at least two Business Days prior to each Distribution Date, the
Company shall deliver to the Trustee for mailing to each
Certificateholder, and the Trustee shall mail to each
Certificateholder on such Distribution Date, a statement (each, a
"Distribution Date Statement") substantially in the form of
Exhibit J hereto, setting forth:
(i) The amount of such distribution to the
Certificateholders of each Class (and in respect of any
Component), other than any Notional Certificates (and
any Notional Component), allocable to principal,
separately identifying the aggregate amount of any
Principal Prepayments included therein (including, for
this purpose, the Scheduled Principal Balances of all
Defaulted Mortgage Loans and Defective Mortgage Loans
purchased pursuant to Section 2.02, 2.03(b) or 3.16,
respectively, and any amounts deposited pursuant to
Section 2.03(b) in connection with the substitution of
any Mortgage Loans pursuant to Section 2.02 or 2.03(a),
the proceeds of which purchases or substitutions are
being distributed on such Distribution Date);
(ii) The amount of such distribution to the
Certificateholders of each Class (other than any Class
of Principal Only Certificates) allocable to interest,
including any Accrual Amount added to the Class
Certificate Principal Balance or Component Principal
Balance of any Class of Accrual Certificates or any
Accrual Components;
(iii) The amount of servicing compensation paid to
the Company during the month preceding the month of
distribution in respect of the Mortgage Loans and such
other customary information as the Company deems
necessary or desirable to enable Certificateholders to
prepare their tax returns;
(iv) The Pool Scheduled Principal Balance and the
aggregate number of the Mortgage Loans on the preceding
Due Date after giving effect to all distributions
allocable to principal made on such Distribution Date;
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(v) The Class Certificate Principal Balance (or
Notional Principal Balance) of each Class, the
Component Principal Balance of each Component and the
Certificate Principal Balance (or Notional Principal
Balance) of a Single Certificate of each Class after
giving effect to (i) all distributions allocable to
principal (or reductions in the Notional Principal
Balance, in the case of the Notional Certificates, or
the addition of any Accrual Amount, in the case of any
Class of Accrual Certificates) made on such
Distribution Date and (ii) the allocation of any
Realized Losses and any Subordinate Certificate
Writedown Amount for such Distribution Date;
(vi) The Pay-out Rate applicable to each Class of
Certificates;
(vii) The book value and unpaid principal balance
of any real estate acquired on behalf of
Certificateholders through foreclosure, or grant of a
deed in lieu of foreclosure or otherwise, of any REO
Mortgage Loan, and the number of the related Mortgage
Loans;
(viii) The aggregate Scheduled Principal Balances
and number of Mortgage Loans which, as of the close of
business on the last day of the month preceding the
related Distribution Date, were (a) delinquent as to a
total of (x) 30-59 days, (y) 60-89 days and (z) 90 days
or more, and (b) in foreclosure;
(ix) The Scheduled Principal Balance of any
Mortgage Loan replaced pursuant to Section 2.03(b);
(x) The Certificate Interest Rates of any LIBOR
Certificates and any COFI Certificates applicable to
the Interest Accrual Period relating to such
Distribution Date and such Class;
(xi) The Senior Percentage, the Group II Senior
Percentage, the Group II Senior Distribution Percentage
and the Junior Percentage for such Distribution Date;
(xii) The Senior Prepayment Percentage and the
Junior Prepayment Percentage for such Distribution
Date; and
(xiii) The amount of such distribution to the
Certificateholders of each Class allocable to
Unanticipated Recoveries.
In the case of information furnished pursuant to
clauses (i) through (iii) above, the amounts shall be expressed
as a dollar amount per Single Certificate.
In connection with any proposed transfer of a
Certificate that is purported to be made in reliance on Rule 144A
under the Securities Act, the Company shall be responsible for
furnishing such information as may be required thereunder to a
proposed transferee. In furtherance of the Company's obligations
hereunder, the Company hereby instructs the Trustee, at the
Company's expense and on its behalf, and the Trustee agrees, to
promptly make available to the proposed transferee, upon request
of the holder, (i) all statements furnished to
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Certificateholders pursuant to this Section 4.05(a) on previous
Distribution Dates, (ii) all certificates furnished to the
Trustee pursuant to Section 4.06 in prior months, (iii) Officer's
Certificates furnished to the Trustee pursuant to Section 3.12
for the two years preceding such request, (iv) reports of
independent accountants furnished to the Trustee pursuant to
Section 3.13 for the two years preceding such request, (v) a copy
of the Private Placement Memorandum relating to such Certificate,
together with any amendments or supplements thereto issued by the
Company (which copy shall be furnished to the Trustee by the
Company), and (vi) the Company's Current Report on Form 8-K,
dated the Closing Date, relating to the Mortgage Loans; provided,
however, that the Trustee shall in no event be required to make
available such statements or certificates pursuant to clauses (i)
and (ii) above relating to Distribution Dates occurring more than
twenty-four months preceding the month in which such request was
received; provided, further, however, that notwithstanding the
Trustee's agreement as aforesaid to provide such materials to a
proposed transferee, the Trustee does not assume, and shall not
thereby be deemed to have assumed, any responsibility for
compliance by the Company with Rule 144A (subject to the
Trustee's agreement set forth in the second sentence of this
paragraph) and shall be entitled to include a notice with such
statements or certificates to the effect that such materials have
not been prepared or assembled by the Trustee and that the
Trustee assumes no responsibility for the adequacy, sufficiency
or contents thereof. In connection with any such proposed
transfer, the Company shall make available to the proposed
holder, at the request of the related transferor, such additional
information, if any, as may be required to be delivered pursuant
to Rule 144A(d)(4).
Section 4.06. Servicer's Certificate. Each month, not later
than the second Business Day next preceding each Distribution
Date, the Company shall deliver to the Trustee a completed
Servicer's Certificate.
Section 4.07. Reports of Foreclosures and Abandonments of
Mortgaged Property. The Trustee (or the Company on behalf of the
Trustee) shall, in each year beginning after 1998, make the
reports of foreclosures and abandonments of any Mortgaged
Property as required by section 6050J of the Code. In order to
facilitate this reporting process, the Company, on or before
January 15th of each year, shall provide to the Trustee reports
relating to each instance occurring during the previous calendar
year in which the Company (i) on behalf of the Trustee acquires
an interest in a Mortgaged Property through foreclosure or other
comparable conversion in full or partial satisfaction of a
Mortgage Loan, or (ii) knows or has reason to know that a
Mortgaged Property has been abandoned. Reports from the Company
shall be in form and substance sufficient to meet the reporting
requirements imposed by section 6050J of the Code.
Section 4.08. Reduction of Base Servicing Fees by
Compensating Interest Payments. The aggregate amount of the Base
Servicing Fees subject to retention by the Company as servicer in
respect of any Distribution Date shall be reduced by the amount
of any Compensating Interest Payment for such Distribution Date.
Section 4.09. Surety Bond. (a) If a Required Surety Payment
is payable pursuant to the Surety Bond with respect to any
Pledged Asset Mortgage Loan, the Company shall so notify the
Trustee as soon as reasonably practicable and shall, on behalf of
the Trustee for the benefit of the Certificateholders, promptly
complete the notice in the form of Attachment 1 to the Surety
Bond and shall promptly submit such notice to the Surety as a
claim for a Required Surety Payment.
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(b) Upon receipt of a Required Surety Payment from the
Surety on behalf of the Certificateholders, the Company shall
promptly credit the Mortgage Loan Payment Record and shall
distribute such Required Surety Payment, or the proceeds thereof,
in accordance with the provisions of Section 4.01.
Section 4.10. Distributions to Holders of Class A9
Certificates. (a) Except as provided in subsections (d) and (f)
below, on each Distribution Date on which distributions in
reduction of the Class Certificate Principal Balance of the Class
A9 Certificates are made, such distributions will be made in the
following order of priority:
(i) first, in respect of any Principal
Distribution Request by the personal representative of
a Deceased Holder, a surviving tenant by the entirety,
a surviving joint tenant, a surviving tenant in common
or such other Person empowered to act on behalf of such
Deceased Holder upon his or her death, in an amount up
to but not exceeding $100,000 per request; and
(ii) second, in respect of any Principal
Distribution Request by a Living Holder, in an amount
up to but not exceeding $10,000 per request.
Thereafter, distributions will be made as provided in
clauses (i) and (ii) above up to a second $100,000 and $10,000
per request, respectively. This sequence of priorities will be
repeated until all such requests have been honored to the extent
of amounts available for distribution in reduction of the Class
Certificate Principal Balance of the Class A9 Certificates.
Principal Distribution Requests presented on behalf of
Deceased Holders in accordance with the provisions of clause (i)
above will be accepted in the order of their receipt by the
Depository. Principal Distribution Requests presented in
accordance with the provisions of clause (ii) above will be
accepted in the order of their receipt by the Depository after
all requests presented in accordance with clause (i) have been
honored. All Principal Distribution Requests with respect to any
Distribution Date shall be made in accordance with Section
4.10(c) below and must be received by the Depository no later
than the close of business on the related Record Date. Principal
Distribution Requests that are received by the Depository after
the related Record Date and requests, in either case, for
distributions timely received but not accepted with respect to
any Distribution Date, will be treated as Principal Distribution
Requests on the next succeeding Distribution Date, and each
succeeding Distribution Date thereafter, until each such request
is accepted or is withdrawn as provided in Section 4.10(c).
Requests on behalf of Deceased Holders that are not so withdrawn
shall retain their order of priority, all in accordance with the
procedures of the Depository and the Trustee. Upon the transfer
of beneficial ownership of any Class A9 Certificate, any
Principal Distribution Request previously submitted with respect
to such Certificate will be deemed to have been withdrawn only
upon the receipt by the Trustee of notification of such
withdrawal using a form required by the Depository.
Principal Distribution Requests will be applied, in the
aggregate, to the Class A9 Certificates in an amount equal to the
portion of the Available Funds distributable to the Class A9
Certificates pursuant to Section 4.01(a)(iii), plus any amounts
available for distribution from the Rounding Account pursuant to
Section 4.10(e), provided that the aggregate distribution in
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reduction of the Class Certificate Principal Balance of the Class
A9 Certificates on any Distribution Date shall be made in an
integral multiple of $1,000, subject to Section 4.10(f).
(b) A "Deceased Holder" is a beneficial owner of a Class A9
Certificate who was living at the time such interest was acquired
and whose authorized personal representative, surviving tenant by
the entirety, surviving joint tenant or surviving tenant in
common or other Person empowered to act on behalf of such
beneficial owner upon his or her death, causes to be furnished to
the Trustee a certified copy of the death certificate of such
Deceased Holder, evidence of such person's status as an
authorized representative of the Deceased Holder, such as
surviving tenant (whether by the entirety, joint tenancy or
tenancy in common), which evidence shall be satisfactory to the
Trustee, and any additional evidence of death required by and
satisfactory to the Trustee and any tax waivers requested by the
Trustee. Class A9 Certificates beneficially owned by tenants by
the entirety, joint tenants or tenants in common will be
considered to be beneficially owned by a single owner. The death
of a tenant by the entirety, joint tenant or tenant in common
will be deemed to be the death of the beneficial owner, and any
Class A9 Certificates so beneficially owned will be eligible for
priority with respect to distributions in reduction of the Class
Certificate Principal Balance of such Class A9 Certificates,
subject to the limitations contained in this Section 4.10. Class
A9 Certificates beneficially owned by a trust will be considered
to be beneficially owned by each beneficiary of the trust to the
extent of such beneficiary's beneficial interest therein, but in
no event will a trust's beneficiaries collectively be deemed to
be beneficial owners of a number of individual Class A9
Certificates greater than the number of individual Class A9
Certificates of which such trust is the beneficial owner. The
death of a beneficiary of a trust will be deemed to be the death
of a beneficial owner of the Class A9 Certificates beneficially
owned by the trust to the extent of such beneficiary's beneficial
interest in such trust. The death of an individual who was a
tenant by the entirety, joint tenant or tenant in common in a
tenancy that is the beneficiary of a trust will be deemed to be
the death of the beneficiary of the trust. The death of a person
who, immediately prior to his or her death, was entitled to
substantially all of the beneficial ownership interest in a Class
A9 Certificate will be deemed to be the death of the beneficial
owner of such Class A9 Certificates regardless of the
registration of ownership of such Class A9 Certificates, if such
beneficial ownership interest can be established to the
satisfaction of the Trustee. The Trustee's decision regarding
whether a Deceased Holder's beneficial interest is substantial
for purposes of the preceding sentence shall be conclusive and
binding. Such beneficial interest will be deemed to exist in
typical cases of street name or nominee ownership, ownership by a
trustee, ownership under the Uniform Gifts to Minors Act and
community property or other joint ownership arrangements between
a husband and wife. Beneficial interests shall include the power
to sell, transfer or otherwise dispose of a Class A9 Certificate
and the right to receive the proceeds therefrom, as well as
interest and distributions in reduction of the Certificate
Principal Balance of the Class A9 Certificates payable with
respect thereto. The Trustee shall not be under any duty to
determine independently the occurrence of the death of any
beneficial owner. The Trustee may rely entirely upon
documentation delivered to it in establishing the eligibility of
any beneficial owner to receive the priority accorded Deceased
Holders in Section 4.10(a). Expenses incurred by the Trustee in
an effort to determine the beneficial ownership interest with
respect to any Principal Distribution Request presented on behalf
of a Deceased Holder, including, without limitation, attorneys
fees, shall be paid by the Person presenting such Principal
Distribution Request.
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(c) Requests for distributions in reduction of the
Certificate Principal Balance of a Class A9 Certificate must be
made by delivering a Principal Distribution Request therefor to
the Depository Participant or Financial Intermediary that
maintains the account evidencing the beneficial owner's interest
in such Class A9 Certificate. Such Depository Participant or
Financial Intermediary should in turn make the request of the
Depository (or, in the case of an Financial Intermediary, such
Financial Intermediary should notify the related Depository
Participant of such request, which Depository Participant should
make the request of the Depository) on a form required by the
Depository and provided to the Depository Participant. In the
case of a request on behalf of a Deceased Holder, a certified
copy of the death certificate and any additional appropriate
evidence of death and any tax waivers must be forwarded to the
Trustee under separate cover. Furthermore, such requests of
Deceased Holders that are incomplete may not be honored by the
Trustee and, if not honored, will lose their priority and must be
resubmitted in proper form. Upon receipt of such Principal
Distribution Request, the Depository will date and time stamp
such request and forward such request to the Trustee. Such
requests will be honored on any Distribution Date only to the
extent that they are received by the Depository on or before the
Record Date for such Distribution Date. The Depository may
establish such procedures as it deems fair and equitable to
establish the order of receipt of requests for such distributions
received by it on the same day. Principal Distribution Requests
delivered to the Depository after the Record Date for a
particular Distribution Date and requests received in a timely
manner but not accepted with respect to a particular Distribution
Date will be treated as Principal Distribution Requests for the
next succeeding Distribution Date and each succeeding
Distribution Date thereafter until each request is accepted or is
withdrawn as provided below. In the case of Principal
Distribution Requests on behalf of Living Holders, the Depository
will establish a new order of priority for each Distribution
Date. This order will apply both to previously unsatisfied
Principal Distribution Requests and to newly submitted requests.
A Principal Distribution Request submitted on behalf of a Living
Holder who later dies will become entitled to the priority of a
newly submitted request on behalf of a Deceased Holder upon
satisfaction of the requirements set forth above for requests of
a Deceased Holder. Such priority will be effective for each
subsequent Distribution Date if the Trustee has received a
certified copy of the death certificate for such Deceased Holder
and any additional appropriate evidence of death and any
requested tax waivers by the last business day of the preceding
calendar month. Each Principal Distribution Request submitted by
a beneficial owner of a Class A9 Certificate will be held by the
Depository until such request has been accepted or has been
withdrawn in writing as described herein. Neither the Trustee nor
the Company shall be liable for any delay in delivery of
Principal Distribution Requests or Withdrawals (as defined below)
of such requests by the Depository, a Depository Participant or
any Financial Intermediary.
In the event that any Principal Distribution Requests
are rejected by the Trustee for failure to comply with the
requirements of this Section 4.10, the Trustee shall return such
requests to the appropriate Depository Participant with a copy to
the Depository with an explanation as to the reason for such
rejection.
The Trustee shall maintain a list of those Depository
Participants representing the Certificate Owners of Class A9
Certificates that have submitted Principal Distribution Requests,
together with the order of receipt and the amounts of such
requests. The Trustee shall notify the Depository and the
appropriate Depository Participants as to which requests should
be honored on each Distribution Date. Requests shall be honored
by the Depository in accordance with the
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procedures, and subject to the priorities and limitations,
described in this Section 4.10. The exact procedures to be
followed by the Trustee and the Depository for purposes of
determining such priorities and limitations shall be those
established from time to time by the Trustee or the Depository,
as the case may be. The decisions of the Trustee and the
Depository concerning such matters shall be final and binding on
all affected Persons.
Any beneficial owner of a Class A9 Certificate that
has made a Principal Distribution Request may withdraw its
request by so notifying in writing the Depository Participant or
Financial Intermediary that maintains such beneficial owner's
account (each such withdrawal, a "Withdrawal"). The Depository
Participant should forward the Withdrawal to the Depository on a
form required by the Depository. In the event that such account
is maintained by a Financial Intermediary, such Financial
Intermediary should notify the related Depository Participant
which in turn should forward the Withdrawal of such request, on a
form required by the Depository, to the Depository. If such
Withdrawal has not been received by the Depository and forwarded
to the Trustee on or before the Record Date for the next
Distribution Date, the previously made Principal Distribution
Request will be irrevocable with respect to the making of
distributions in reduction of the Certificate Principal Balance
of such Class A9 Certificate on such Distribution Date.
(d) To the extent, if any, that amounts available for
distribution in reduction of the Class Certificate Principal
Balance of the Class A9 Certificates on a Distribution Date
exceed the dollar amount of Principal Distribution Requests that
have been received by the related Record Date, as provided in
Section 4.10(c) above, distributions in reduction of the Class
Certificate Principal Balance of the Class A9 Certificates will
be made by mandatory distributions on a Random Lot basis, in
integral multiples equal to $1,000, in reduction thereof without
regard to whether such Certificate Owners have submitted
Principal Distribution Requests. The Trustee shall notify the
Depository of the aggregate amount of the mandatory distribution
in reduction of the Class Certificate Principal Balance of the
Class A9 Certificates to be made on the next Distribution Date.
The Depository shall then allocate such aggregate amount among
its Depository Participants on a Random Lot basis. Each
Depository Participant and, in turn, each Financial Intermediary,
will then select, in accordance with its own procedures, Class A9
Certificates from among those held in its accounts to receive
mandatory distributions in reduction of the Class Certificate
Principal Balance of the Class A9 Certificates, such that the
total amount so selected is equal to the aggregate amount of such
mandatory distributions allocated to such Depository Participant
by the Depository and to such Financial Intermediary by its
related Depository Participant, as the case may be. Depository
Participants and Financial Intermediaries that hold Class A9
Certificates selected for mandatory distributions in reduction of
the Class Certificate Principal Balance thereof should provide
notice of such mandatory distributions to the affected
Certificate Owners.
(e) On the Closing Date, a Rounding Account shall be
established with the Trustee for the Class A9 Certificates, and
Credit Suisse First Boston Corporation shall cause to be
initially deposited the sum of $999.99 in such Rounding Account.
On each Distribution Date on which a distribution is to be made
in reduction of the Class Certificate Principal Balance of the
Class A9 Certificates pursuant to Section 4.01(a), funds on
deposit in the Rounding Account shall be, to the extent needed,
withdrawn by the Trustee and applied to round upward to an
integral multiple of $1,000 the aggregate distribution in
reduction of the Class Certificate
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Principal Balance to be made on the Class A9 Certificates.
Rounding of such distribution on the Class A9 Certificates shall
be accomplished, on the first such Distribution Date, by
withdrawing from the Rounding Account the amount of funds, if
any, needed to round the amount otherwise available for such
distribution in reduction of the Class Certificate Principal
Balance of the Class A9 Certificates upward to the next integral
multiple of $1,000. On each succeeding Distribution Date on which
distributions in reduction of the Class Certificate Principal
Balance of the Class A9 Certificates are to be made pursuant to
Section 4.01(a), the aggregate amount of such distributions
allocable to the Class A9 Certificates shall be applied first to
repay any funds withdrawn from the Rounding Account and not
previously repaid, and then the remainder of such allocable
amount, if any, shall be similarly rounded upward to the next
integral multiple of $1,000 and applied as distributions in
reduction of the Class Certificate Principal Balance of the Class
A9 Certificates; this process shall continue on succeeding
principal Distribution Dates for the Class A9 Certificates prior
to the Cross-Over Date until the Class Certificate Principal
Balance of the Class A9 Certificates has been reduced to zero.
The Rounding Account shall be maintained as a non-interest
bearing account; the Rounding Account shall not be an asset of
the Trust Fund, but shall be an asset in the REMIC.
(f) Notwithstanding any provisions herein to the contrary,
on each Distribution Date following the first Distribution Date
on or after the Cross-Over Date, all distributions in reduction
of the Class Certificate Principal Balance of any Class A9
Certificates will be made among the Holders and Certificate
Owners of such Class of Certificates, pro rata, based on their
Certificate Principal Balances, and will not be made in integral
multiples of $1,000 or pursuant to requested distributions or
mandatory distributions by Random Lot.
(g) In the event that Definitive Certificates representing
the Class A9 Certificates are issued pursuant to Section 5.02(f),
all requests for distributions or withdrawals of such requests
relating to such Class must be submitted to the Trustee, and the
Trustee shall perform the functions described in Section 4.10(a)
through (d) using its own procedures, which procedures shall, to
the extent practicable, be consistent with the procedures
described in Section 4.10(a) through (d).
ARTICLE V
THE CERTIFICATES
Section 5.01. The Certificates. (a) The Certificates shall
be substantially in the forms set forth in Exhibit A hereto, as
applicable, and shall, on original issue, be executed by the
Trustee, not in its individual capacity but solely as Trustee,
and countersigned and delivered by the Trustee to or upon the
order of the Company as provided in Article II.
(b) The Certificates shall be issued in an aggregate Initial
Certificate Principal Balance of $352,481,681.49. Such aggregate
original principal balance shall be divided among the Classes
having the designations, Class Certificate Principal Balances,
Certificate Interest Rates and minimum denominations as follows:
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Initial Class
Certificate Certificate
Principal Interest Minimum
Designation Balance Rate Denominations
- ----------- ------- ---- -------------
Class A1 $173,097,900.00 6.25% $25,000
Class A2 21,409,000.00 6.25 1,000
Class A3 86,016,000.00 6.25 25,000
Class A4 2,165,133.00 6.50 1,000
Class A5 35,246,000.00 6.25 25,000
Class A6 2,138,907.00 6.50 1,000
Class A7 3,409,939.00 6.75 1,000
Class A8 6,819,878.00 6.00 1,000
Class A9 2,048,316.00 6.50 1,000
Class A10 6,352,356.00 6.00 25,000
Class PO 32,152.72 0.00 250,000
Class M 6,520,000.00 6.25 100,000
Class B1 2,820,000.00 6.25 100,000
Class B2 1,410,000.00 6.25 100,000
Class B3 1,409,000.00 6.25 250,000
Class B4 705,000.00 6.25 250,000
Class B5 881,999.77 6.25 250,000
Class R 100.00 6.25 100
(c) The Certificates shall be issuable in registered form
only. The Book-Entry Certificates will be evidenced by one or
more certificates, beneficial ownership of which will be held in
the minimum dollar denominations in Certificate Principal Balance
or Notional Principal Balance, as applicable, specified in
Section 5.01(b), and integral multiples of $1,000 in excess
thereof. The Non-Book-Entry Certificates other than the Residual
Certificates shall each be issued in the minimum dollar
denominations in Certificate Principal Balance or Notional
Principal Balance, as applicable, specified in Section 5.01(b),
and integral multiples of $1,000 in excess thereof (and, if
necessary, in the amount of the remaining Class Certificate
Principal Balance or Notional Principal Balance, as applicable,
of each Class, in the case of one Certificate of such Class). The
Residual Certificates shall be issued as a single certificate
evidencing the entire Class Certificate Principal Balance of such
Class and having a Percentage Interest of 100%. If necessary, one
Certificate of each Class of Book-Entry Certificates may evidence
an additional amount equal to the remainder of the Class
Certificate Principal Balance (or Notional Principal Balance) of
such Class.
(d) The Certificates shall be executed by manual or
facsimile signature on behalf of the Trustee by an authorized
officer under its seal, which may be in facsimile form and be
imprinted or otherwise reproduced thereon. Certificates bearing
the manual or facsimile signatures of individuals who were, at
the time when such signatures were affixed, authorized to sign on
behalf of the Trustee shall bind the Trustee, notwithstanding
that such individuals or any of them have ceased to be so
authorized prior to the authentication and delivery of such
Certificates or did not hold such offices at the date of such
Certificate. No Certificate shall be entitled to any benefit
under this Agreement, or be valid for any purpose, unless such
Certificate
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shall have been manually countersigned by the Trustee
substantially in the forms set forth in Exhibit A hereto, and
such countersignature upon any Certificate shall be conclusive
evidence, and the only evidence, that such Certificate has been
duly executed and delivered hereunder. All Certificates issued on
the Closing Date shall be dated the Closing Date; all
Certificates issued thereafter shall be dated the date of their
countersignature.
(e) [Reserved]
Section 5.02. Registration of Transfer and Exchange of
Certificates. (a) The Trustee shall cause to be kept at an office
or agency in the city in which the Corporate Trust Office of the
Trustee is located or in the City of New York, New York 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 shall initially
serve as Certificate Registrar for the purpose of registering
Certificates and transfers and exchanges of Certificates as
herein provided.
Subject to Sections 5.02(b) and 5.02(c), upon surrender
for registration of transfer of any Certificate at the Corporate
Trust Office, the Trustee shall execute, authenticate and
deliver, in the name of the designated transferee or transferees,
one or more new Certificates of the same Class in authorized
denominations of a like Percentage Interest.
At the option of a Certificateholder, Certificates may
be exchanged for other Certificates of authorized denominations
of a like Class and 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, countersign and deliver the Certificates
which the Certificateholder making the exchange is entitled to
receive. Every Certificate presented or surrendered for
registration of transfer or exchange shall 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.
No service charge shall be made for any registration of
transfer or exchange of Certificates, 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.
All Certificates surrendered for registration of
transfer and exchange shall be canceled and subsequently
destroyed by the Trustee and a certificate of destruction shall
be delivered by the Trustee to the Company.
(b) No legal or beneficial interest in all or any portion of
the Residual Certificates may be transferred directly or
indirectly to (i) Disqualified Organization or an agent of a
Disqualified Organization (including a broker, nominee, or
middleman), (ii) an entity that holds REMIC residual securities
as nominee to facilitate the clearance and settlement of such
securities through electronic book-entry changes in accounts of
participating organizations (a "Book-Entry Nominee"), or (iii) an
individual, corporation, partnership or other person unless such
transferee (A) is not a Non-U.S. Person or (B) is a Non-U.S.
Person that holds a Residual Certificate in connection with the
conduct of a trade or business within the United States and has
furnished the
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transferor and the Trustee with an effective Internal Revenue
Service Form 4224 or (C) is a Non-U.S. Person that has delivered
to both the transferor and the Trustee an opinion of a nationally
recognized tax counsel to the effect that the transfer of a
Residual Certificate to it is in accordance with the requirements
of the Code and the regulations promulgated thereunder and that
such transfer of a Residual Certificate will not be disregarded
for federal income tax purposes (any such person who is not
covered by clause (A), (B) or (C) above being referred to herein
as a "Non-permitted Foreign Holder"), and any such purported
transfer shall be void and have no effect. The Trustee shall not
execute, and shall not authenticate and deliver, a Residual
Certificate in connection with any transfer thereof unless the
transferor shall have provided to the Trustee an affidavit,
substantially in the form attached as Exhibit F hereto, signed by
the transferee, to the effect that the transferee is not such a
Disqualified Organization, an agent (including a broker, nominee,
or middleman) for any entity as to which the transferee has not
received a substantially similar affidavit, a Book-Entry Nominee
or a Non-permitted Foreign Holder, which affidavit shall contain
the consent of the transferee to any such amendments of this
Agreement as may be required to further effectuate the foregoing
restrictions on transfer of the Residual Certificates to
Disqualified Organizations, Book-Entry Nominees or Non-permitted
Foreign Holders, and an agreement by the Transferee that it will
not transfer a Residual Certificate without providing to the
Trustee an affidavit substantially in the form attached as
Exhibit F hereto and a letter substantially in the form attached
as Exhibit G hereto. Such affidavit shall also contain the
statement of the transferee that (i) it does not have the
intention to impede the assessment or collection of any federal,
state or local taxes legally required to be paid with respect to
the Residual Certificates and (ii) it understands that it may
incur tax liabilities in excess of cash flows generated by a
Residual Certificate and that it intends to pay taxes associated
with holding a Residual Certificate as they become due.
The affidavit described in the preceding paragraph, if
not executed in connection with the initial issuance of the
Residual Certificates, shall be accompanied by a written
statement in the form attached as Exhibit G hereto, signed by the
transferor, to the effect that as of the time of the transfer,
the transferor has (i) no actual knowledge that the transferee is
a Disqualified Organization, Book-Entry Nominee or Non-permitted
Foreign Holder, (ii) no reason to believe that the transferee has
the intention to impede the assessment or collection of any
federal, state or local taxes legally required to be paid with
respect to a Residual Certificate, and (iii) conducted a
reasonable investigation and found that the transferee had
historically paid its debts as they came due and found no
significant evidence to indicate that the transferee will not
continue to pay its debts as they become due. The Residual
Certificates shall bear a legend referring to the foregoing
restrictions contained in this paragraph and the preceding
paragraph.
Upon notice to the Company that any legal or
beneficial interest in any portion of the Residual Certificates
has been transferred, directly or indirectly, to a Disqualified
Organization or agent thereof (including a broker, nominee, or
middleman) in contravention of the foregoing restrictions, (i)
such transferee shall be deemed to hold the Residual Certificate
in constructive trust for the last transferor who was not a
Disqualified Organization or agent thereof, and such transferor
shall be restored as the owner of such Residual Certificate as
completely as if such transfer had never occurred, provided that
the Company may, but is not required to, recover any
distributions made to such transferee with respect to the
Residual Certificate and return such recovery to the transferor,
and (ii) the Company agrees to furnish to the Internal Revenue
Service and to any transferor of the Residual Certificate or such
agent
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(within 60 days of the request therefor by the transferor
or agent) such information necessary to the application of
section 860E(e) of the Code as may be required by the Code,
including but not limited to the present value of the total
anticipated excess inclusions with respect to the Residual
Certificate (or portion thereof) for periods after such transfer.
At the election of the Company, the cost to the Company of
computing and furnishing such information may be charged to the
transferor or such agent referred to above; however, the Company
shall in no event be excused from furnishing such information.
The restrictions on transfers of the Residual
Certificates set forth in the preceding three paragraphs shall
cease to apply to transfers (and the applicable portions of the
legend to the Residual Certificates may be deleted) after
delivery to the Trustee of an Opinion of Counsel to the effect
that the elimination of such restrictions will not cause the
REMIC established hereunder to fail to qualify as a REMIC at any
time that the Certificates are outstanding.
No transfer of a Restricted Certificate shall be made
unless such transfer is made pursuant to an effective
registration statement under the Securities Act of 1933, as
amended (the "Act"), and any applicable state securities laws, in
each case as evidenced by an Officer's Certificate, or is exempt
from the registration requirements of the Act and any applicable
state securities laws. In the event of such registration, any
restrictive legends set forth in the form of the relevant
Restricted Certificate in Exhibit A hereto with respect to the
Act and state securities law restrictions shall be removed by the
Trustee upon request of the Holder thereof and automatically upon
exchange or registration of transfer thereof. As a condition to
any transfer that is to be made in reliance upon an exemption
from the Act and such laws of a (i) Class PO Certificate or (ii)
Restricted Junior Certificate to any person other than a QIB (as
certified by the proposed transferee in the form of assignment
attached to the related Certificate), either (x) the Trustee
shall require the transferee to execute an investment letter in
the form substantially as set forth in Exhibit I hereto or in
such other form as may be acceptable to the Trustee, certifying
as to the facts surrounding such transfer, or (y) in lieu of such
investment letter, the Trustee may accept a written Opinion of
Counsel (in form and substance acceptable to the Trustee) that
such proposed transfer may be made pursuant to an exemption from
the Act. As an additional condition to any transfer of a
Restricted Certificate, either (i) the transferor and the
transferee shall complete the form of assignment attached to the
Certificate proposed to be transferred, or (ii) the Trustee shall
have received the above-referenced Opinion of Counsel. The holder
of any Restricted Certificate desiring to effect the transfer
thereof to a person other than a QIB shall, and hereby agrees to,
comply with any applicable conditions set forth in the preceding
two sentences and indemnify the Trustee and the Company against
any liability that may result if the transfer thereof is not so
exempt or is not made in accordance with such federal and state
laws. Such agreement to so indemnify the Trustee and the Company
shall survive the termination of this Agreement. Notwithstanding
the foregoing, no Opinion of Counsel or investment letter shall
be required upon the original issuance of (i) the Restricted
Junior Certificates to the Initial Purchaser (as defined in the
Private Placement Memorandum) or its nominee and (ii) the Class
PO Certificates to the Company or upon any subsequent transfer of
any Class PO Certificate by the Company, provided that if any
Restricted Junior Certificates are, at the request of the Initial
Purchaser, registered in the name of its nominee, the Initial
Purchaser shall be deemed to acknowledge and agree with the
Company and the Trustee that no transfer of a beneficial interest
in such Certificates will be made without registering such
Certificates in the name of the
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transferee, which shall be a Person other than such nominee. Any
opinion or letter required pursuant to this paragraph shall not
be at the expense of the Trust Fund or the Trustee.
(c) (i) No transfer of an ERISA-Restricted Certificate in
the form of a Definitive Certificate shall be made to any Person
unless the Trustee has received (A) a certificate (substantially
in the form of Exhibit E or such other form as is acceptable to
the Company and the Trustee) from such transferee to the effect
that such transferee (i) is not a Plan or a Person that is using
the assets of a Plan to acquire such ERISA-Restricted Certificate
or (ii) is an insurance company investing assets of its general
account and the exemptions provided by Section III(a) of
Department of Labor Prohibited Transaction Class Exemption 95-60,
60 Fed. Reg. 35925 (July 12, 1995) (the "Exemptions") apply to
the transferee's acquisition and holding of any ERISA-Restricted
Certificate or (B) an opinion of counsel satisfactory to the
Trustee and the Company to the effect that the purchase and
holding of such a Certificate will not constitute or result in
the assets of the Trust Fund being deemed to be "plan assets"
subject to the prohibited transactions provisions of ERISA or
Section 4975 of the Code and will not subject the Trustee or the
Company to any obligation in addition to those undertaken in the
Agreement; provided, however, that the Trustee will not require
such certificate or opinion in the event that, as a result of a
change of law or otherwise, counsel satisfactory to the Trustee
has rendered an opinion to the effect that the purchase and
holding of an ERISA-Restricted Certificate by a Plan or a Person
that is purchasing or holding such a Certificate with the assets
of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975 of the Code. The
preparation and delivery of the certificate and opinions referred
to above shall not be an expense of the Trust Fund, the Trustee
or the Company. Notwithstanding the foregoing, no opinion or
certificate shall be required for the initial issuance of the
ERISA-Restricted Certificates.
(ii) No transfer of a Residual Certificate shall
be made to any Person unless the Trustee has received a
certification (substantially in the form of paragraph 4
of Exhibit F) from such transferee to the effect that,
among other things, such transferee is not a Plan or a
Person that is using the assets of a Plan to acquire
any such Certificate. The preparation and delivery of
such certificate shall not be an expense of the Trust
Fund, the Trustee or the Company.
(d) Subject to Section 8.01(i) hereof, the Trustee may
conclusively rely upon any certificate, affidavit or opinion
delivered pursuant to Section 5.02(b) or (c). Any certificate or
affidavit required to be delivered by a transferee under this
Section 5.02 may be executed and delivered in the name of such
transferee by its attorney-in-fact duly authorized in writing in
form and substance satisfactory to the Trustee.
(e) Except as to any additional Certificate of any Class of
Book-Entry Certificates held in physical certificated form
pursuant to Section 5.02(g) or any Restricted Junior Certificate
of any Class of Book-Entry Certificates that is transferred to an
entity other than a QIB, the Book-Entry Certificates shall,
subject to Section 5.02(f), at all times remain registered in the
name of the Depository or its nominee and at all times: (i)
registration thereof may not be transferred by the Trustee except
to another Depository; (ii) the Depository shall maintain
book-entry records with respect to the Certificate Owners and
with respect to ownership and transfers of such Certificates;
(iii) ownership and transfers of registration of the Certificates
issued in book-entry form on the books of the Depository shall be
governed by applicable rules established
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by the Depository and the rights of Certificate Owners with
respect to Book-Entry Certificates shall be governed by
applicable law and agreements between such Certificate Owners and
the Depository, Depository Participants, and indirect
participating firms; (iv) the Depository may collect its usual
and customary fees, charges and expenses from its Depository
Participants; (v) the Trustee shall deal with the Depository,
Depository Participants and indirect participating firms as
authorized representatives of the Certificate Owners of the
Certificates issued in book-entry form for all purposes including
the making of payments due on the Book-Entry Certificates and
exercising the rights of Holders under this Agreement, and
requests and directions for and votes of such representatives
shall not be deemed to be inconsistent if they are made with
respect to different Certificate Owners; (vi) the Trustee may
rely and shall be fully protected in relying upon information
furnished by the Depository with respect to its Depository
Participants and furnished by the Depository Participants with
respect to indirect participating firms and persons shown on the
books of such indirect participating firms as direct or indirect
Certificate Owners; (vii) Certificate Owners shall not be
entitled to certificates for the Book-Entry Certificates and
(viii) the Trustee may establish a reasonable record date in
connection with solicitations of consents from or voting by
Certificateholders and give notice to the Depository of such
record date.
All transfers by Certificate Owners of 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 only transfer 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. Except as
provided herein, the Trustee shall have no duty to monitor or
restrict the transfer of Certificates or interests therein, and
shall have no liability for any transfer, including any transfer
made through the book-entry facilities of the Depository or
between or among Depository Participants or Certificate Owners,
made in violation of applicable restrictions set forth herein,
except in the event of the failure of the Trustee to perform its
duties and fulfill its obligations under this Agreement.
(f) If (x)(i) the Company or the Depository advises the
Trustee in writing that the Depository is no longer willing,
qualified or able to properly discharge its responsibilities as
Depository, and (ii) the Trustee or the Company is unable to
locate a qualified successor, (y) the Company at its option
advises the Trustee in writing that it elects to terminate the
book-entry system through the Depository or (z) after the
occurrence of an Event of Default, Certificate Owners
representing not less than 51% of the aggregate Voting Rights
allocated to the Book-Entry Certificates together advise the
Trustee and the Depository through the Depository Participants in
writing that the continuation of a book-entry system through the
Depository is no longer in the best interests of the Certificate
Owners, 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 such
Certificates by the Depository, accompanied by registration
instructions from the Depository for registration, the Trustee
shall issue the Definitive Certificates. Neither the Company nor
the Trustee shall be liable for 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 Depository shall be deemed to be imposed
upon and performed by the Trustee, to the extent
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applicable with respect to such Definitive Certificates and the
Trustee shall recognize the Holders of the Definitive
Certificates as Certificateholders hereunder.
(g) On or prior to the Closing Date, there shall be
delivered to the Depository (or to State Street Bank and Trust
Company acting as custodian for the Depository pursuant to the
Depository's procedures) one certificate for each Class of
Book-Entry Certificates registered in the name of the
Depository's nominee, Cede & Co. The face amount of each such
Certificate shall represent 100% of the initial Class Certificate
Principal Balance thereof, except for such amount that does not
constitute an acceptable denomination to the Depository. An
additional Certificate of each Class of Book-Entry Certificates
may be issued evidencing such remainder and, if so issued, will
be held in physical certificated form by the Holders thereof.
Each Certificate issued in book-entry form shall bear the
following legend:
"Unless this Certificate is presented by an authorized
representative of The Depository Trust Company, a New York
corporation ("DTC"), to Issuer or its agent for registration of
transfer, exchange, or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as
requested by an authorized representative of DTC (and any payment
is made to Cede & Co. or to such other entity as is requested by
an authorized representative of DTC), ANY TRANSFER, PLEDGE OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has
an interest herein."
Section 5.03. Mutilated, Destroyed, Lost or Stolen
Certificates. If (a) any mutilated Certificate is surrendered to
the Certificate Registrar, or the Certificate Registrar receives
evidence to its satisfaction of the destruction, loss or theft of
any Certificate and (b) there is delivered to the Company, the
Certificate Registrar and the Trustee such security or indemnity
as may be required by them to save each of them harmless, then,
in the absence of notice to the Certificate Registrar or the
Trustee that such Certificate has been acquired by a bona fide
purchaser, the Trustee shall execute, countersign 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. In connection with the issuance of any new
Certificate under this Section 5.03, 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 5.03 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 Trustee, the Certificate Registrar and any agent of
the Company, 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 4.01 and for all other purposes
whatsoever, and neither the Company, the Trustee, the Certificate
Registrar nor any agent of the Company, the Trustee or the
Certificate Registrar shall be affected by any notice to the
contrary.
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Section 5.05. Access to List of Certificateholders' Names
and Addresses. The Certificate Registrar will furnish or cause to
be furnished to the Company, within 15 days after receipt by the
Certificate Registrar of request therefor from the Company in
writing, a list, in such form as the Company may reasonably
require, of the names and addresses of the Certificateholders as
of the most recent Record Date for payment of distributions to
Certificateholders. If three or more Certificateholders
(hereinafter referred to as "applicants") apply in writing to the
Trustee, and such application states that the applicants desire
to communicate with other Certificateholders with respect to
their rights under this Agreement or under the Certificates and
is accompanied by a copy of the communication which such
applicants propose to transmit, then the Trustee shall, within
five Business Days after the receipt of such application, afford
such applicants access during normal business hours to the most
recent list of Certificateholders held by the Trustee. If such
list is as of a date more than 90 days prior to the date of
receipt of such applicants' request, the Trustee shall promptly
request from the Certificate Registrar a current list as provided
above, and shall afford such applicants access to such list
promptly upon receipt. Every Certificateholder, by receiving and
holding a Certificate, agrees with the Certificate Registrar and
the Trustee that neither the Certificate Registrar nor the
Trustee shall be held accountable by reason of the disclosure of
any such information as to the names and addresses of the
Certificateholders hereunder, regardless of the source from which
such information was derived.
Section 5.06. Representation of Certain Certificateholders.
The fiduciary of any Plan which becomes a Holder of a
Certificate, by virtue of its acceptance of such Certificate,
will be deemed to have represented and warranted to the Trustee
and the Company that such Plan is an "accredited investor" as
defined in Rule 501(a)(1) of Regulation D promulgated by the
Securities and Exchange Commission under the Securities Act of
1933.
Section 5.07. Determination of COFI. (a) If the outstanding
Certificates include any COFI Certificates, then on each COFI
Determination Date the Trustee shall determine the value of COFI
on the basis of the most recently available Information Bulletin
referred to in the definition of "COFI". The establishment of
COFI by the Trustee and the Trustee's subsequent calculation of
the rates of interest applicable to the COFI Certificates for
each Interest Accrual Period shall (in the absence of manifest
error) be final and binding. During each Interest Accrual Period,
the Certificate Interest Rate for the COFI Certificates for the
current and immediately preceding Interest Accrual Period shall
be made available by the Trustee to Certificate Owners and
Certificateholders at the following telephone number: (617)
664-5500.
(b) The failure by the Federal Home Loan Bank of San
Francisco to publish COFI for a period of 65 calendar days will
constitute an "Alternative Rate Event" for purposes hereof. Upon
the occurrence of an Alternative Rate Event, the Company will
calculate the Certificate Interest Rates for the COFI
Certificates for the subsequent Interest Accrual Periods by
using, in place of COFI, (i) the replacement index, if any,
published or designated by the Federal Home Loan Bank of San
Francisco or (ii) if no replacement index is so published or
designated, an alternative index to be selected by the Company
that has performed, or that the Company expects to perform, in a
manner substantially similar to COFI. At the time an alternative
index is first selected by the Company, the Company shall
determine the average number of basis points, if any, by which
the alternative index differed from COFI for such period as the
Company, in its sole discretion, reasonably determines to reflect
fairly the long-term difference between COFI
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and the alternative index, and shall adjust the alternative index
by such average. The Company shall select a particular index as
an alternative only if it receives an Opinion of Counsel to the
effect that the selection of such index will not cause any REMIC
established hereunder to fail to qualify as a REMIC for federal
income tax purposes. In the absence of manifest error, the
selection of any alternative index as provided by this Section
5.07(b) shall be final and binding for each subsequent Interest
Accrual Period. Upon the occurrence of an Alternative Rate Event,
the Trustee shall have no responsibility for the determination of
any alternative index or the calculation of the Certificate
Interest Rates for the COFI Certificates.
(c) If at any time after the occurrence of an Alternative
Rate Event the Federal Home Loan Bank of San Francisco resumes
publication of COFI, the Certificate Interest Rates for the COFI
Certificates for each Interest Accrual Period commencing
thereafter will be calculated by reference to COFI.
Section 5.08. Determination of LIBOR. (a) If the outstanding
Certificates include any LIBOR Certificates, then on each LIBOR
Determination Date the Trustee shall determine LIBOR for the
related Interest Accrual Period as such rate equal to the
Interest Settlement Rate. If such rate does not appear on the
Designated Telerate Page as of 11:00 a.m., London time, on the
applicable LIBOR Determination Date:
(i) The Trustee will request the principal London
office of each Reference Bank (as defined in Section
5.08(e)) to provide such bank's offered quotation
(expressed as a percentage per annum) to prime banks in
the London interbank market for one-month U.S. Dollar
deposits as of 11:00 a.m., London time, on the
applicable LIBOR Determination Date.
(ii) If on any LIBOR Determination Date, two or
more of the Reference Banks provide such offered
quotations, LIBOR for the next Interest Accrual Period
will be the arithmetic mean of such offered quotations
(rounding such arithmetic mean upwards, if necessary,
to the nearest whole multiple of 1/16%). If on any
LIBOR Determination Date only one or none of the
Reference Banks provide such offered quotations, LIBOR
for the next Interest Accrual Period will be the rate
per annum the Trustee determines to be the arithmetic
mean (rounding such arithmetic mean upwards, if
necessary, to the nearest whole multiple of 1/16%) of
the one-month Eurodollar lending rate that three major
banks in New York City selected by the Trustee are
quoting as of approximately 11:00 a.m., New York City
time, on the first day of the applicable Interest
Accrual Period.
(iii) If on any LIBOR Determination Date the
Trustee is required but unable to determine LIBOR in
the manner provided in subparagraph (ii) of this
Section 5.08(a), LIBOR for the next Interest Accrual
Period will be LIBOR as determined on the previous
LIBOR Determination Date, or, in the case of the first
LIBOR Determination Date, the Initial LIBOR Rate.
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(b) The establishment of LIBOR by the Trustee and the
Trustee's subsequent calculation of the Certificate Interest
Rates applicable to the LIBOR Certificates for the relevant
Interest Accrual Period, in the absence of manifest error, will
be final and binding.
(c) Within five Business Days of the Trustee's calculation
of the Certificate Interest Rates of the LIBOR Certificates, the
Trustee shall furnish to the Company by telecopy (or by such
other means as the Trustee and the Company may agree from time to
time) such Certificate Interest Rates.
(d) The Trustee shall provide to Certificateholders who
inquire of it by telephone the Certificate Interest Rates of the
LIBOR Certificates for the current and immediately preceding
Interest Accrual Period.
(e) As used herein, "Reference Banks" shall mean no more
than four leading banks engaged in transactions in Eurodollar
deposits in the international Eurocurrency market (i) with an
established place of business in London, England, (ii) whose
quotations appear on the display designated "LIBO" on the Reuters
Monitor Money Rates Service (the "Reuters Screen LIBO Page") on
the applicable LIBOR Determination Date and (iii) which have been
designated as such by the Trustee and are able and willing to
provide such quotations to the Trustee on each LIBOR
Determination Date. The Reference Banks initially shall be:
Barclay's plc, Bank of Tokyo, National Westminster Bank and Trust
Company and Bankers Trust Company. If any of the initial
Reference Banks should be removed from the Reuters Screen LIBO
Page or in any other way fail to meet the qualifications of a
Reference Bank, or if such page is no longer published, the
Trustee, after consultation with the Company, shall use its best
efforts to designate alternate Reference Banks.
ARTICLE VI
THE COMPANY
Section 6.01. Liability of the Company. The Company shall be
liable in accordance herewith only to the extent of the
obligations specifically imposed upon and undertaken by the
Company herein.
Section 6.02. Merger or Consolidation of, or Assumption of
the Obligations of, the Company. Any corporation into which the
Company may be merged or consolidated, or any corporation
resulting from any merger, conversion or consolidation to which
the Company shall be a party, or any corporation succeeding to
the business of the Company, or any corporation, more than 50% of
the voting stock of which is, directly or indirectly, owned by
General Electric Company, or any limited partnership, the sole
general partner of which is either the Company or a corporation,
more than 50% of the voting stock of which is owned, directly or
indirectly, by General Electric Company, which executes an
agreement of assumption to perform every obligation of the
Company hereunder, shall be the successor of the Company
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.
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Section 6.03. Assignment. The Company may assign its rights
and delegate its duties and obligations as servicer under this
Agreement; provided, that (i) the purchaser or transferee
accepting such assignment or delegation is qualified to service
mortgage loans for FNMA or FHLMC, is reasonably satisfactory to
the Trustee and executes and delivers to the Trustee an
agreement, in form and substance reasonably satisfactory to the
Trustee, which contains an assumption by such purchaser or
transferee of the due and punctual performance and observance of
each covenant and condition to be performed or observed by the
Company as servicer hereunder from and after the date of such
agreement and (ii) each Rating Agency's rating of any Classes of
Certificates in effect immediately prior to such assignment or
delegation would not be qualified, downgraded or withdrawn as a
result thereof. In the case of any such assignment or delegation,
the Company will be released from its obligations as servicer
hereunder except for liabilities and obligations as servicer
incurred prior to such assignment or delegation.
Section 6.04. Limitation on Liability of the Company and
Others. Neither the Company nor any of the directors or officers
or employees or agents of the Company shall be under any
liability to the Trust Fund or the Certificateholders for any
action taken or for refraining from the taking of any action by
the Company pursuant to this Agreement, or for errors in
judgment; provided, however, that this provision shall not
protect the Company or any such person against any liability
which would otherwise be imposed by reason of willful
misfeasance, bad faith or gross negligence in the performance of
duties of the Company or by reason of reckless disregard of
obligations and duties of the Company hereunder. The Company and
any director or officer or employee or agent of the Company 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 and any director or
officer or employee or agent of the Company 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. The Company shall be under no
obligation to appear in, prosecute or defend any legal action
which is not incidental to its duties to service the Mortgage
Loans in accordance with this Agreement and which in its opinion
may involve it in any expense or liability; provided, however,
that the Company may in its sole discretion undertake any such
action which it may deem necessary or desirable in respect of
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 and any
liability resulting therefrom shall be expenses, costs and
liabilities of the Trust Fund and the Company shall be entitled
to be reimbursed therefor from amounts credited to the Mortgage
Loan Payment Record as provided by Section 3.04.
Section 6.05. The Company Not to Resign. Subject to the
provisions of Sections 6.02 and 6.03, the Company shall not
resign from the obligations and duties hereby imposed on it
except upon determination that the performance of its duties
hereunder is no longer permissible under applicable law. Any such
determination permitting the resignation of the Company shall be
evidenced by an Opinion of Counsel to such effect delivered to
the Trustee. No such
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resignation shall become effective until the
Trustee or a successor servicer shall have assumed the
responsibilities and obligations of the Company in accordance
with Section 7.02.
ARTICLE VII
DEFAULT
Section 7.01. Events of Default. If any one of the following
events ("Events of Default") shall occur and be continuing:
(i) Any failure by the Company to make any payment
to the Trustee of funds pursuant to Section 3.02(d) out
of which distributions to Certificateholders of any
Class are required to be made under the terms of the
Certificates and this Agreement which failure continues
unremedied for a period of three Business Days after
the date upon which written notice of such failure
shall have been given to the Company by the Trustee or
to the Company and the Trustee by Holders of
Certificates of each Class affected thereby evidencing,
as to each such Class, Percentage Interests aggregating
not less than 25%; or
(ii) Failure on the part of the Company duly to
observe or perform in any material respect any other
covenants or agreements of the Company set forth in the
Certificates or in this Agreement, which covenants and
agreements (A) materially affect the rights of
Certificateholders and (B) continue unremedied for a
period of 60 days after the date on which written
notice of such failure, requiring the same to be
remedied, shall have been given to the Company by the
Trustee, or to the Company and the Trustee by the
Holders of Certificates of each Class affected thereby
evidencing, as to each such Class, Percentage Interests
aggregating not less than 25%; or
(iii) The entry of a decree or order by a court or
agency or supervisory authority having jurisdiction in
the premises for the appointment of a conservator,
receiver or liquidator in any insolvency, readjustment
of debt, marshalling of assets and liabilities or
similar proceedings of or relating to the Company, or
for the winding up or liquidation of the Company's
affairs, and the continuance of any such decree or
order unstayed and in effect for a period of 60
consecutive days; or
(iv) The consent by the Company 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 Company or of or relating to substantially all
of its property; or the Company shall admit in writing
its inability to pay its debts generally as they become
due, file a petition to take advantage of any
applicable insolvency or reorganization statute, make
an assignment for the benefit of its creditors, or
voluntarily suspend payment of its obligations;
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then, and in each and every such case, so long as an Event of
Default shall not have been remedied by the Company, either the
Trustee, or the Holders of Certificates of each Class affected
thereby evidencing, as to each such Class, Percentage Interests
aggregating not less than 51%, by notice then given in writing to
the Company (and to the Trustee if given by the
Certificateholders) may terminate all of the rights and
obligations of the Company as servicer under this Agreement. On
or after the receipt by the Company of such written notice, all
authority and power of the Company under this Agreement, whether
with respect to the Certificates or the Mortgage Loans or
otherwise, shall pass to and be vested in the Trustee pursuant to
and under this Section 7.01; and, without limitation, the Trustee
is hereby authorized and empowered to execute and deliver, on
behalf of the Company, 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 of the Mortgage Loans and related
documents, or otherwise, including, without limitation, the
recordation of the assignments of the Mortgage Loans to it. The
Company agrees to cooperate with the Trustee in effecting the
termination of the responsibilities and rights of the Company
hereunder, including, without limitation, the transfer to the
Trustee for the administration by it of all cash amounts that
shall at the time be held by the Company and that have been or
should have been credited by it to the Mortgage Loan Payment
Record, or that have been deposited by the Company in the
Certificate Account or are thereafter received by the Company
with respect to the Mortgage Loans. In addition to any other
amounts which are then, or, notwithstanding the termination of
its activities as servicer, may become, payable to the Company
under this Agreement, the Company shall be entitled to receive
out of any delinquent payment on account of interest on a
Mortgage Loan, due during the period prior to the notice pursuant
to this Section 7.01 which terminates the obligation and rights
of the Company hereunder and received after such notice, that
portion of such payment which it would have been entitled to
retain pursuant to Section 3.04(vi) if such notice had not been
given.
Section 7.02. Trustee to Act; Appointment of Successor. (a)
On and after the time the Company receives a notice of
termination pursuant to Section 7.01, the Trustee shall be the
successor in all respects to the Company in its capacity as
servicer under this Agreement and the transactions set forth or
provided for herein and shall succeed to all the rights of and be
subject to all the responsibilities, duties and liabilities
relating thereto placed on the Company in its capacity as
servicer by the terms and provisions hereof; provided, however,
that the responsibilities and duties of the Company pursuant to
Sections 2.02 and 2.03(a) and, if the Trustee is prohibited by
law or regulation from making Monthly Advances, the
responsibility to make Monthly Advances pursuant to Section 4.04,
shall not be the responsibilities, duties or obligations of the
Trustee; and provided further, that any failure of the Trustee to
perform such duties and responsibilities that is caused by the
Company's failure to cooperate with the Trustee as required by
Section 7.01 shall not be considered a default by the Trustee
hereunder. As compensation therefor, the Trustee shall, except as
provided in Section 7.01, be entitled to such compensation as the
Company would have been entitled to hereunder if no such notice
of termination had been given. Notwithstanding the above, the
Trustee may, if it shall be unwilling so to act, or shall, if it
is legally unable so to act, appoint, or petition a court of
competent jurisdiction to appoint, any established housing and
home finance institution approved to service mortgage loans for
either FNMA or FHLMC, having a net worth of not less than
$10,000,000, as the successor to the Company hereunder in the
assumption of all or any part of the
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responsibilities, duties or liabilities of the Company hereunder.
Pending appointment of a successor to the Company pursuant to
this Article VII, unless the Trustee is prohibited by law from so
acting, the Trustee 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 Company
hereunder. The Trustee and such successor shall take such action,
consistent with this Agreement, as shall be necessary to
effectuate any such succession.
(b) Any successor, including the Trustee, to the Company as
servicer pursuant to this Article VII shall during the term of
its service as servicer maintain in force (i) a policy or
policies of insurance covering errors and omissions in the
performance of its obligations as servicer hereunder, and (ii) a
fidelity bond in respect of its officers, employees and agents to
the same extent as the Company is so required pursuant to Section
3.15.
Section 7.03. Notification to Certificateholders. Upon any
termination or appointment of a successor to the Company pursuant
to this Article VII, the Trustee shall give prompt written notice
thereof to Certificateholders at their respective addresses
appearing in the Certificate Register.
ARTICLE VIII
THE TRUSTEE
Section 8.01. Duties of Trustee. 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. If an Event of Default has occurred (which has
not been cured), 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 person
would exercise or use under the circumstances in the conduct of
his or her own affairs.
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.
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 misconduct; provided,
however, that:
(i) Prior to the occurrence of an Event of
Default, and after the curing 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
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and, in the absence of bad faith on the part of the
Trustee, the Trustee may conclusively rely, as to the
truth of the statements and the correctness of the
opinions expressed therein, upon any certificates or
opinions furnished to the Trustee and conforming to 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 of the Trustee, unless it shall be
proved that the Trustee was negligent in performing its
duties in accordance with the terms of this Agreement;
(iii) The Trustee shall not be personally liable
with respect to any action taken, suffered or omitted
to be taken by it in good faith in accordance with the
direction of the Holders of Certificates of each Class
affected thereby evidencing, as to each such Class,
Percentage Interests aggregating not less than 25%,
relating 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; and
(iv) The Trustee shall not be charged with
knowledge of (A) any failure by the Company to comply
with the obligations of the Company referred to in
clauses (i) and (ii) of Section 7.01, (B) the rating
downgrade referred to in the definition of "Trigger
Event" or (C) any failure by the Company to comply with
the obligations of the Company to record the
assignments of Mortgages referred to in Section 2.01
unless a Responsible Officer of the Trustee at the
Corporate Trust Office obtains actual knowledge of such
failures, occurrence or downgrade or the Trustee
receives written notice of such failures, occurrence or
downgrade from the Company or the Holders of
Certificates of each Class affected thereby evidencing,
as to each such Class, Percentage Interests aggregating
not less than 25%.
Subject to any obligation of the Trustee to make
Monthly Advances as provided herein, the Trustee shall not be
required to expend or risk its own funds or otherwise incur
financial liability in the performance of any of its duties
hereunder, or in the exercise of any of its rights or powers, if
there is reasonable ground for believing that the repayment of
such funds or adequate indemnity against such risk or liability
is not reasonably assured to it, and none of the provisions
contained in this Agreement shall in any event require the
Trustee to perform, or be responsible for the manner of
performance of, any of the obligations of the Company under this
Agreement, except during such time, if any, as the Trustee shall
be the successor to, and be vested with the rights, duties,
powers and privileges of, the Company in accordance with the
terms of this Agreement.
Section 8.02. Certain Matters Affecting the Trustee. Except
as otherwise provided in Section 8.01:
(i) The Trustee may conclusively rely and shall be
protected in acting or refraining from acting upon any
resolution, Officer's Certificate, certificate of
auditors or any other certificate, statement,
instrument, opinion, report, notice,
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request, consent, order, appraisal, bond or other paper
or document believed by it to be genuine and to have
been signed or presented by the proper party or
parties;
(ii) The Trustee may consult with counsel and any
Opinion of Counsel shall be full and complete
authorization and protection in respect of any action
taken or suffered or omitted by it hereunder in good
faith and in accordance with such Opinion of Counsel;
(iii) The Trustee shall be under no obligation to
exercise any of the rights or powers vested in it by
this Agreement, or to institute, conduct or defend any
litigation hereunder or in relation hereto, at the
request, order or direction of any of the
Certificateholders, pursuant to the provisions of this
Agreement, unless such Certificateholders shall have
offered to the Trustee reasonable security or indemnity
against the costs, expenses and liabilities which may
be incurred therein or thereby; nothing contained
herein shall, however, relieve the Trustee of the
obligations, 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 person would exercise or use
under the circumstances in the conduct of his or her
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
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 documents, unless
requested in writing so to do by Holders of
Certificates of each Class affected thereby evidencing,
as to each such Class, Percentage Interests aggregating
not less than 25%; 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 cost, expense or liability as a
condition to such proceeding. The reasonable expense of
every such investigation shall be paid by the Company
or, if paid by the Trustee, shall be reimbursed by the
Company upon demand. Nothing in this clause (v) shall
derogate from the obligation of the Company to observe
any applicable law prohibiting disclosure of
information regarding the Mortgagors; and
(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 or a
custodian.
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Section 8.03. Trustee Not Liable for Certificates or
Mortgage Loans. The recitals contained herein and in the
Certificates (other than the signature and countersignature of
the Trustee on the Certificates) shall be taken as the statements
of the Company, and the Trustee assumes no responsibility for the
correctness of the same. The Trustee makes no representations as
to the validity or sufficiency of this Agreement or of the
Certificates (other than the signature and countersignature of
the Trustee on the Certificates) or of any Mortgage Loan or
related document. The Trustee shall not be accountable for the
use or application by the Company 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 in respect of the
Mortgage Loans or deposited in or withdrawn from the Certificate
Account by the Company.
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 as it would have if
it were not Trustee.
Section 8.05. The Company to Pay Trustee's Fees and
Expenses. The Company covenants and agrees to pay to the Trustee
from time to time, and the 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 it 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 the
Company will pay or reimburse the Trustee upon its request for
all reasonable expenses, disbursements and advances (including
any Monthly Advances of the Trustee not previously reimbursed
thereto pursuant to Section 3.04) incurred or made by the 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) except any such expense, disbursement or advance as
may arise from its negligence or bad faith or which is the
responsibility of Certificateholders hereunder. In addition, the
Company covenants and agrees to indemnify the Trustee from, and
hold it harmless against, any and all losses, liabilities,
damages, claims or expenses other than those resulting from the
negligence or bad faith of the Trustee. From time to time, the
Trustee may request that the Company debit the Mortgage Loan
Payment Record pursuant to Section 3.04 to reimburse the Trustee
for any Monthly Advances and Nonrecoverable Advances.
Section 8.06. Eligibility Requirements for Trustee. The
Trustee hereunder shall at all times be a corporation having its
principal office either in the State of New York or in the same
state as that in which the initial Trustee under this Agreement
has its principal office 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 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 8.06, 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. The Trustee shall not be an affiliate of the
Company. In case at any time the Trustee shall cease to be
eligible in accordance with the provisions of this Section 8.06,
the Trustee shall resign immediately in the manner and with the
effect specified in Section 8.07.
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Section 8.07. Resignation or Removal of Trustee. 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 having
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.
If the conditions in any of the following clauses (i),
(ii) or (iii) shall occur at any time, the Company may remove the
Trustee: (i) 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; (ii) the Trustee
shall be legally unable to act, or shall be adjudged a 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; or (iii)
the replacement of the Trustee with a successor Trustee will
enable the Company to avoid (and should, based on the information
included in the notice referred to below, result in the avoidance
of) a downgrading of the ratings assigned to the Certificates by
the Rating Agencies (whether or not other actions could avoid
such downgrading) and no Event of Default, as provided by Section
7.01 hereof, shall have occurred or be continuing; provided,
however, that no action shall be taken pursuant to this clause
(iii) unless reasonable notice shall have been provided to the
Trustee, which notice shall set forth the basis for any rating
downgrade as contemplated by the Rating Agencies and shall also
indicate the manner in which such proposed action is intended to
avoid such downgrade. If it removes the Trustee under the
authority of the immediately preceding sentence, the Company
shall promptly 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.
Any resignation or removal of the Trustee and
appointment of a successor Trustee pursuant to any of the
provisions of this Section 8.07 shall not become effective until
acceptance of appointment by the successor Trustee as provided in
Section 8.08.
Section 8.08. Successor Trustee. 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, without any further
act, deed or conveyance, shall become fully vested with all the
rights, powers, duties and obligations of its predecessor
hereunder, with like effect as if originally named as Trustee.
The predecessor Trustee shall deliver to the successor Trustee
all Mortgage Files and related documents and statements held by
it hereunder; and the Company and the predecessor Trustee shall
execute and deliver such instruments and do such other things as
may reasonably be required for fully and certainly vesting and
confirming in the successor Trustee all such rights, powers,
duties and obligations.
No successor Trustee shall accept appointment as
provided in this Section 8.08 unless at the time of such
acceptance such successor Trustee shall be eligible under the
provisions of Section 8.06.
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Upon acceptance of appointment by a successor Trustee
as provided in this Section 8.08, 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 into which the Trustee may be merged or converted or
with which it may be consolidated, or any corporation resulting
from any merger, conversion or consolidation to which the Trustee
shall be a party, or any corporation succeeding to the corporate
trust business of the Trustee, shall be the successor of the
Trustee hereunder, provided that such corporation 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.
Section 8.10. Appointment of Co-Trustee or Separate
Trustee. Notwithstanding any other provisions of this Agreement,
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 any Mortgage Note may at the time be located, the
Company and the Trustee acting jointly shall have the power and
shall execute and deliver all instruments to appoint one or more
Persons approved by the Trustee to act as co-trustee or
co-trustees, jointly with the Trustee, of all or any part of the
Trust Fund, or separate trustee or separate trustees of any part
of the Trust Fund, and to vest in such Person or Persons, in such
capacity and for the benefit of the Certificateholders, 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 Company and the Trustee may
consider necessary or desirable. If the Company 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 and no notice to
Certificateholders of the appointment of any co-trustee or
separate trustee shall be required under Section 8.08.
Every separate trustee and co-trustee shall, to the
extent permitted by law, be appointed and act subject to the
following provisions and conditions:
(i) 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 (it being understood that such separate trustee
or co-trustee is not authorized to act separately
without the Trustee joining in such act), 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 Company
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 singly by such separate trustee or
co-trustee, but solely at the direction of the Trustee;
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(ii) No trustee hereunder shall be held personally
liable by reason of any act or omission of any other
trustee hereunder; and
(iii) The Company and the Trustee acting jointly
may at any time accept the resignation of or remove any
separate trustee or co-trustee.
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 and a copy thereof given to the Company.
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. Compliance with REMIC Provisions; Tax
Returns. The Trustee shall at all times act in such a manner in
the performance of its duties hereunder as shall be necessary to
prevent the Trust Fund from failing to qualify as a REMIC and to
prevent the imposition of a tax on the Trust Fund or the REMIC
established hereunder. The Trustee, upon request, will furnish
the Company with all such information within its possession as
may be reasonably required in connection with the preparation of
all tax returns of the Trust Fund and any Reserve Fund, and
shall, upon request, execute such returns.
ARTICLE IX
TERMINATION
Section 9.01. Termination upon Repurchase by the Company or
Liquidation of All Mortgage Loans. Subject to Section 9.02, the
respective obligations and responsibilities of the Company and
the Trustee created hereby (other than the obligation of the
Trustee to make certain payments to Certificateholders after the
final Distribution Date and the obligation of the Trustee 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 (a) the repurchase by the Company of all Mortgage
Loans and all REO Mortgage Loans remaining in the Trust Fund at a
price equal to the sum of (x) 100% of the unpaid principal
balance of each Mortgage Loan (other than any REO Mortgage Loans
described in the following clause) as of the first day of the
month in which such purchase price is to be distributed to
Certificateholders plus accrued and unpaid interest thereon at
the applicable
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Remittance Rate (less any amounts constituting previously
unreimbursed Monthly Advances) to the first day of the month in
which such purchase price is to be distributed to
Certificateholders and (y) the appraised value of any REO
Mortgage Loan (less the good faith estimate of the Company of
Liquidation Expenses to be incurred in connection with its
disposal thereof), such appraisal to be conducted by an appraiser
mutually agreed upon by the Company and the Trustee, and (b) the
later of the final payment or other liquidation (or any Monthly
Advance with respect thereto) of the last Mortgage Loan remaining
in the Trust Fund or the disposition of all property acquired
upon foreclosure or by deed in lieu of foreclosure of any
Mortgage Loan; provided, however, that in no event shall the
Trust Fund 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 of
America to the Court of St. James's, living on the date of this
Agreement. The right of the Company to repurchase all Mortgage
Loans pursuant to clause (a) above shall be conditioned upon the
aggregate of the Scheduled Principal Balance of the Outstanding
Mortgage Loans, at the time of any such repurchase, aggregating
less than 10 percent of the aggregate of the Scheduled Principal
Balance of the Mortgage Loans as of the Cut-off Date.
Notice of any termination, specifying the Distribution
Date upon which the Certificateholders may surrender their
Certificates to the Trustee for payment of the final distribution
and cancellation, shall be given promptly by the Trustee by
letter to Certificateholders mailed not earlier than the 15th day
and not later than the 25th day of the month next preceding the
month of such final distribution specifying (A) the Distribution
Date upon which final payment of the Certificates will be made
upon presentation and surrender of the Certificates at the office
of the Trustee therein designated, (B) the amount of any such
final payment and (C) 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 of the Trustee therein specified. The Trustee shall give
such notice to the Certificate Registrar at the time such notice
is given to Certificateholders. In the event such notice is given
in connection with the exercise by the Company of its right of
repurchase, the Company shall deposit in the Certificate Account
not later than 11:00 a.m. on the Business Day prior to the final
Distribution Date in next-day funds an amount equal to the price
described above. Upon presentation and surrender of the
Certificates, the Trustee shall cause to be distributed to
Certificateholders an amount equal to the price calculated as
above provided, any such repurchase being in lieu of the
distribution otherwise required to be made on the Distribution
Date upon which the repurchase is effected. Upon certification to
the Trustee by a Servicing Officer following such final deposit,
the Trustee shall promptly release to the Company the Mortgage
Files for the repurchased Mortgage Loans.
On the final Distribution Date, the Trustee shall
distribute amounts on deposit in the Certificate Account in
accordance with the applicable priorities provided by Section
4.01. Distributions on each Certificate shall be made on the
final Distribution Date in the manner specified in Section 4.02
but only upon presentation and surrender of the Certificates.
In the event that all of the Certificateholders shall
not surrender their Certificates for cancellation within six
months after the date specified in the above-mentioned written
notice, the Trustee 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
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one year after the second notice all the Certificates shall not
have been surrendered for cancellation, the Trustee may take
appropriate steps, or may appoint an agent to take appropriate
steps, to contact the remaining Certificateholders concerning
surrender of their Certificates, and the cost thereof shall be
paid out of the funds and other assets which remain subject
hereto.
Section 9.02. Additional Termination Requirements. (a) In
the event the Company exercises its purchase option as provided
in Section 9.01, the Trust Fund and the REMIC established
hereunder shall be terminated in accordance with the following
additional requirements, unless the Trustee has been supplied
with an Opinion of Counsel to the effect that the failure to
comply with the requirements of this Section 9.02 will not (i)
result in the imposition of taxes on "prohibited transactions" of
such REMIC as defined in section 860F of the Code, or (ii) cause
the Trust Fund to fail to qualify as a REMIC at any time that any
Certificates are outstanding:
(i) Within 90 days prior to the final Distribution
Date set forth in the notice given by the Trustee under
Section 9.01, the Company shall prepare and the Trustee
shall execute and adopt a plan of complete liquidation
for such REMIC within the meaning of section
860F(a)(4)(A)(i) of the Code, which shall be evidenced
by such notice; and
(ii) Within 90 days after the time of adoption of
such a plan of complete liquidation, the Trustee shall
sell all of the assets of the Trust Fund to the Company
for cash in accordance with Section 9.01.
(b) By their acceptance of the Residual Certificates, the
Holders thereof hereby authorize the Trustee to adopt such a plan
of complete liquidation which authorization shall be binding on
all successor Holders of the Residual Certificates.
(c) On the final federal income tax return for the REMIC
established hereunder, the Trustee will attach a statement
specifying the date of the adoption of the plan of liquidation.
ARTICLE X
MISCELLANEOUS PROVISIONS
Section 10.01. Amendment. This Agreement may be amended
from time to time by the Company and the Trustee, without the
consent of any of the Certificateholders, to cure any ambiguity,
to correct or supplement any provisions herein or therein which
may be defective or inconsistent with any other provisions
herein, or to surrender any right or power herein conferred upon
the Company, or to add any other provisions with respect to
matters or questions arising under this Agreement, which shall
not be materially inconsistent with the provisions of this
Agreement; provided, however, that such action shall not, as
evidenced by an Opinion of Counsel, adversely affect in any
material respect the interests of any Certificateholder.
Notwithstanding the foregoing, without the consent of the
Certificateholders, the Trustee and the Company may at any time
and from time to time amend this Agreement to modify, eliminate
or
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add to any of its provisions to such extent as shall be necessary
or appropriate to maintain the qualification of the Trust Fund as
a REMIC under the Code 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 at any time prior to the
final redemption of the Certificates, provided that the Trustee
has obtained an opinion of independent counsel (which opinion
also shall be addressed to the Company) to the effect that such
action is necessary or appropriate to maintain such qualification
or to avoid or minimize the risk of the imposition of such a tax.
This Agreement may also be amended from time to time
by the Company and the Trustee with the consent of Holders of
Certificates evidencing (i) not less than 66% of the Voting
Rights of all the Certificates or (ii) Percentage Interests
aggregating not less than 66% of each Class affected by such
amendment, for the purpose of adding any provisions to or
changing in any manner or eliminating any of the provisions of
this Agreement, or of modifying in any manner the rights of the
Holders of Certificates; provided, however, that no such
amendment shall (a) reduce in any manner the amount of, or delay
the timing of, collections of payments on the Mortgage Loans or
distributions which are required to be made on any Certificate
without the consent of the Holder of such Certificate, (b)
adversely affect in any material respects the interests of the
Holders of any Class of Certificates in any manner other than as
described in (a), without the consent of the Holders of
Certificates evidencing Percentage Interests aggregating not less
than 66% of such Class, or (c) reduce the aforesaid percentages
of Certificates of any Class required to consent to any such
amendment, without the consent of the Holders of all Certificates
of such Class then outstanding. For purposes of this paragraph,
references to "Holder" or "Holders" shall be deemed to include,
in the case of any Class of Book-Entry Certificates, the related
Certificate Owners.
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 to the effect that such amendment will not subject the
Trust Fund to tax or cause the Trust Fund to fail to qualify as a
REMIC at any time that any Certificates are outstanding.
Promptly after the execution of any such amendment or
consent the Trustee shall furnish written notification of the
substance of such amendment to each Certificateholder.
It shall not be necessary for the consent of
Certificateholders under this Section 10.01 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 requirements as the Trustee
may prescribe.
Section 10.02. Recordation of Agreement. 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 Company and at its expense on direction by the Trustee, but
only upon direction of the Trustee accompanied by an Opinion of
Counsel to the effect that such recordation materially and
beneficially affects the interests of Certificateholders.
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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 10.03. Limitation on Rights of Certificateholders.
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 commence any
proceeding in any court for a partition or winding up of the
Trust Fund, nor otherwise affect the rights, obligations and
liabilities of the parties hereto or any of them.
No Certificateholder shall have any right to vote
(except as provided in Section 10.01) or in any manner otherwise
control the operation and management of the Trust Fund, or the
obligations of the parties hereto, nor shall anything herein set
forth, or contained in the terms of the Certificates, be
construed so as to constitute the Certificateholders from time to
time as partners or members of an association; nor shall any
Certificateholder be under any liability to any third person by
reason of any action taken by the parties to this Agreement
pursuant to any provision hereof.
No Certificateholder shall have any right by virtue or
by availing itself of any provisions 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 each Class
affected thereby evidencing, as to each such Class, Percentage
Interests aggregating not less than 25% shall have made written
request upon the Trustee to institute such action, suit or
proceeding in its own name as Trustee hereunder and shall have
offered to the Trustee such reasonable indemnity as it may
require against the costs, expenses and liabilities to be
incurred therein or thereby, and the Trustee, for 60 days after
its receipt of such notice, request and offer of indemnity, shall
have neglected or refused to institute any such action, suit or
proceeding; it being understood and intended, and being expressly
covenanted by each Certificateholder with every other
Certificateholder and the Trustee, that no one or more Holders of
Certificates shall have any right in any manner whatever by
virtue or by availing itself or themselves of any provisions of
this Agreement to affect, disturb or prejudice the rights of the
Holders of any other of the Certificates, 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 equal, ratable and common benefit of
all Certificateholders. For the protection and enforcement of the
provisions of this Section 10.03, each and every
Certificateholder and the Trustee shall be entitled to such
relief as can be given either at law or in equity.
Section 10.04. Governing Law. THIS AGREEMENT SHALL BE
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 10.05. Notices. All demands, notices and
communications hereunder shall be in writing and shall be deemed
to have been duly given if personally delivered at or mailed by
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certified mail, return receipt requested, (a) in the case of the
Company, to GE Capital Mortgage Services, Inc., 3 Executive
Campus, Cherry Hill, New Jersey 08002, Attention: General
Counsel, (b) in the case of the Trustee, to State Street Bank and
Trust Company, Corporate Trust Department, 225 Franklin Street,
Boston, Massachusetts 02110, (c) in the case of Fitch, to Fitch
IBCA, Inc., One State Street Plaza, New York, New York 10004,
Attention: Structured Finance Surveillance, and (d) in the case
of S&P, Standard and Poor's Ratings Services, 26 Broadway, 10th
Floor, New York, New York 10004, Attention: Residential
Mortgage-Surveillance, or, as to each such Person, at such other
address as shall be designated by such Person in a written notice
to each other named Person. 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 10.06. Notices to the Rating Agencies. The Company
shall deliver written notice of the following events to each
Rating Agency promptly following the occurrence thereof: material
amendment to this Agreement; any Event of Default; any Trigger
Event; change in or termination of the Trustee; removal of the
Company or any successor servicer as servicer; repurchase or
replacement of any Defective Mortgage Loan pursuant to Section
2.03; and final payment to Certificateholders. In addition, the
Company shall deliver copies of the following documents to each
Rating Agency at the time such documents are required to be
delivered pursuant to this Agreement: monthly statements to
Certificateholders pursuant to Section 4.05, annual report of
independent accountants pursuant to Section 3.13 and annual
servicer compliance report pursuant to Section 3.12.
Notwithstanding the foregoing, the failure to deliver such
notices or copies shall not constitute an Event of Default under
this Agreement.
Section 10.07. 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
to the extent permitted by law 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 10.08. Certificates Nonassessable and Fully Paid. It
is the intention of the Trustee that Certificateholders shall not
be personally liable for obligations of the Trust Fund, that the
beneficial ownership interests represented by the Certificates
shall be nonassessable for any losses or expenses of the Trust
Fund or for any reason whatsoever, and that Certificates upon
execution, countersignature and delivery thereof by the Trustee
are and shall be deemed fully paid.
* * *
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IN WITNESS WHEREOF, the Company and the Trustee have
caused this Agreement to be duly executed by their respective
officers and their respective seals, duly attested, to be
hereunto affixed, all as of the day and year first above written.
GE CAPITAL MORTGAGE SERVICES, INC.
By:____________________________________
Name:
Title:
[SEAL]
Attest:
By:____________________________________
Name:
Title:
STATE STREET BANK AND
TRUST COMPANY,
as Trustee
By:______________________________________
Name:
Title:
[SEAL]
Attest:
By:____________________________________
Name:
Title:
<PAGE>
State of New Jersey )
) ss.:
County of Camden )
On the day of November, 1998 before me, a notary
public in and for the State of New Jersey, personally appeared
_______________________, known to me who, being by me duly sworn,
did depose and say that he/she resides at ________________________
___________________________________; that he/she is a(n)
_________________________ of GE Capital Mortgage Services, Inc.,
a corporation formed under the laws of the State of New Jersey,
one of the parties that executed the foregoing instrument; that
he/she knows the seal of said corporation; that the seal affixed
to said instrument is such corporate seal; that it was so affixed
by order of the Board of Directors of said corporation; and that
he/she signed his/her name thereto by like order.
----------------------------------
Notary Public
[Notarial Seal]
<PAGE>
The Commonwealth of Massachusetts )
) ss.:
County of Suffolk )
On the day of November, 1998 before me, a notary
public in and for the Commonwealth of Massachusetts, personally
appeared ____________________, known to me who, being by me duly
sworn, did depose and say that he/she resides at
__________________ _________________________________________;
that he/she is a(n) __________________________________ of State
Street Bank and Trust Company, one of the parties that executed
the foregoing instrument; that he/she knows the seal of said
Bank; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors
of said Bank; and that he/she signed his/her name thereto by
order of the Board of Directors of said Bank.
----------------------------------
Notary Public
[Notarial Seal]
<PAGE>
EXHIBIT A
FORMS OF CERTIFICATES
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A1 Certificate
Principal Balance:
Class A1 $173,097,900
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RWY7
December 28, 1998
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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 A1 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the
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pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.
This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-24, issued in eighteen Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class R, Class PO, Class M, Class
B1, Class B2, Class B3, Class B4 and Class B5, herein called the
"Certificates").
The Certificates are limited in right of payment to
certain payments on and collections in respect of the Mortgage
Loans, all as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.
As provided in the Agreement and with certain
exceptions therein provided, certain losses on the Mortgage Loans
resulting from defaults by Mortgagors will be borne by the
Holders of the Class M, Class B1, Class B2, Class B3, Class B4
and Class B5 Certificates before such losses will be borne by the
Holders of the other Classes of the Certificates.
This Certificate does not purport to summarize the
Agreement and reference is made to the Agreement for the
interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties
and immunities of the Trustee.
The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. 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
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Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.
No transfer of any Class M, Class B1, Class B2, Class
B3, Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.
No transfer of any Class R Certificate shall be made
to any Person unless the Trustee has received a certificate from
such transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption
5
<PAGE>
applies to such transferee's acquisition and holding of any such
Class R Certificate.
As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, 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 the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons 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 the same Class of authorized denominations
evidencing the same 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 Trustee and the Certificate Registrar and any
agent of 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 Trustee, the Certificate
Registrar nor any such agent shall be affected by any notice to
the contrary.
The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage
6
<PAGE>
Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.
Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.
7
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed under its official seal.
STATE STREET BANK AND TRUST
COMPANY, not in its individual
capacity but solely as Trustee
(SEAL)
By:___________________________
Name:
Title:
Countersigned:
By_______________________
Authorized Signatory of
STATE STREET BANK AND TRUST COMPANY,
not in its individual capacity but
solely as Trustee
Dated:___________________
8
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s),
assign(s) and transfer(s) unto
Please insert social security
or other identifying number of assignee
_________________________________________________________________
_________________________________________________________________
(Please print or typewrite name and address
including postal zip code of assignee)
_________________________________________________________________
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.
I (we) further direct the Certificate Registrar to
issue a new Certificate of like Class and Percentage Interest, to
the above named assignee and deliver such Certificate to the
following address:
_________________________________________________________________
_________________________________________________________________
_________________________________________________________________
Dated:___________________
______________________________________
Signature by or on behalf of assignor
___________________________
*Signature Guaranteed*
*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.
9
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
10
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A2 Certificate
Principal Balance:
Class A2 $21,409,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RWZ4
December 28, 1998
11
<PAGE>
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 A2 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
12
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
13
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A3 Certificate
Principal Balance:
Class A3 $86,016,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXA8
December 28, 1998
14
<PAGE>
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 A3 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
15
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
16
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A4 Certificate
Principal Balance:
Class A4 $2,165,133
Certificate Interest Initial Certificate Principal
Rate per annum: 6.50% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXB6
December 28, 1998
17
<PAGE>
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 A4 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
18
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
19
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A5 Certificate
Principal Balance:
Class A5 $35,246,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXC4
December 28, 1998
20
<PAGE>
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 A5 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
21
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
22
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A6 Certificate
Principal Balance:
Class A6 $2,138,907
Certificate Interest Initial Certificate Principal
Rate per annum: 6.50% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXD2
December 28, 1998
23
<PAGE>
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 A6 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
24
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
25
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A7 Certificate
Principal Balance:
Class A7 $3,409,939
Certificate Interest Initial Certificate Principal
Rate per annum: 6.75% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXE0
December 28, 1998
26
<PAGE>
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 A7 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
27
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
28
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A8 Certificate
Principal Balance:
Class A8 $6,819,878
Certificate Interest Initial Certificate Principal
Rate per annum: 6.00% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXF7
December 28, 1998
29
<PAGE>
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 A8 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
30
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
31
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A9 Certificate
Principal Balance:
Class A9 $2,048,316
Certificate Interest Initial Certificate Principal
Rate per annum: 6.50% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXG5
December 28, 1998
32
<PAGE>
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 A9 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
33
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
34
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class A10 Certificate
Principal Balance:
Class A10 $6,352,356
Certificate Interest Initial Certificate Principal
Rate per annum: 6.00% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXH3
December 28, 1998
35
<PAGE>
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 A10 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
36
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
FOR U.S. FEDERAL INCOME TAX PURPOSES, THIS CERTIFICATE IS THE
"RESIDUAL INTEREST" IN A "REAL ESTATE MORTGAGE INVESTMENT
CONDUIT" ("REMIC") AS THOSE TERMS ARE DEFINED, RESPECTIVELY, IN
SECTIONS 860G(a)(2) AND 860D OF THE INTERNAL REVENUE CODE OF
1986, AS AMENDED (THE "CODE"). A TRANSFEREE OF THIS CERTIFICATE,
BY ACCEPTANCE HEREOF, IS DEEMED TO HAVE ACCEPTED THIS CERTIFICATE
SUBJECT TO CERTAIN RESTRICTIONS ON TRANSFERABILITY AS SET FORTH
IN THE AGREEMENT, AND SHALL BE REQUIRED TO FURNISH AN AFFIDAVIT
TO THE TRANSFEROR AND THE TRUSTEE TO THE EFFECT THAT IT IS NOT A
DISQUALIFIED ORGANIZATION, AS SUCH TERM IS DEFINED IN CODE
SECTION 860E(e)(5), AN AGENT (INCLUDING A BROKER, NOMINEE OR
OTHER MIDDLEMAN) FOR SUCH DISQUALIFIED ORGANIZATION, OR AN ENTITY
THAT HOLDS REMIC RESIDUAL SECURITIES AS NOMINEE TO FACILITATE THE
CLEARANCE AND SETTLEMENT OF SUCH SECURITIES THROUGH BOOK-ENTRY
CHANGES IN ACCOUNTS OF PARTICIPATING ORGANIZATIONS (A "BOOK-ENTRY
NOMINEE") AND TO HAVE AGREED TO SUCH AMENDMENTS TO THE AGREEMENT
AS MAY BE REQUIRED TO FURTHER EFFECTUATE THE RESTRICTIONS ON
TRANSFERS TO DISQUALIFIED ORGANIZATIONS, AGENTS THEREOF OR
BOOK-ENTRY NOMINEES.
THE HOLDER OF THIS CLASS R CERTIFICATE, BY ACCEPTANCE HEREOF, IS
DEEMED TO HAVE IRREVOCABLY APPOINTED THE COMPANY (AS DEFINED
HEREIN) AS ITS AGENT AND ATTORNEY-IN-FACT TO ACT AS "TAX MATTERS
PERSON" OF THE REMIC TO PERFORM THE FUNCTIONS OF A "TAX MATTERS
PARTNER" FOR PURPOSES OF SUBCHAPTER C OF CHAPTER 63 OF SUBTITLE F
OF THE CODE, WITH RESPECT TO THE TRUST FUND.
37
<PAGE>
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
DISQUALIFIED ORGANIZATION, BOOK-ENTRY NOMINEE OR NON-PERMITTED
FOREIGN HOLDER, AS DEFINED IN THE AGREEMENT OR TO ANY EMPLOYEE
BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME SECURITY
ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO SECTION
4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED ("SECTION
4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS OF A PLAN
TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED HEREIN. THE
TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN OTHER
RESTRICTIONS AS SET FORTH HEREIN.
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class R Certificate
Principal Balance:
Class R $100.00
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXJ9
December 28, 1998
38
<PAGE>
THIS CERTIFIES THAT
is the registered owner of the Percentage Interest evidenced by
this Certificate (obtained by dividing the initial Certificate
Principal Balance of this Certificate by the aggregate initial
Certificate Principal Balance of all Class R Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the
39
<PAGE>
pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.
This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-24, issued in eighteen Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class R, Class PO, Class M, Class
B1, Class B2, Class B3, Class B4 and Class B5, herein called the
"Certificates").
The Certificates are limited in right of payment to
certain payments on and collections in respect of the Mortgage
Loans, all as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.
As provided in the Agreement and with certain
exceptions therein provided, certain losses on the Mortgage Loans
resulting from defaults by Mortgagors will be borne by the
Holders of the Class M, Class B1, Class B2, Class B3, Class B4
and Class B5 Certificates before such losses will be borne by the
Holders of the other Classes of the Certificates.
This Certificate does not purport to summarize the
Agreement and reference is made to the Agreement for the
interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties
and immunities of the Trustee.
The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. 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
40
<PAGE>
Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.
No transfer of any Class M, Class B1, Class B2, Class
B3, Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.
No transfer of any Class R Certificate shall be made
to any Person unless the Trustee has received a certificate from
such transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption
41
<PAGE>
applies to such transferee's acquisition and holding of any such
Class R Certificate.
As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, 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 the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons 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 the same Class of authorized denominations
evidencing the same 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 Trustee and the Certificate Registrar and any
agent of 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 Trustee, the Certificate
Registrar nor any such agent shall be affected by any notice to
the contrary.
The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage
42
<PAGE>
Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.
Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.
43
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed under its official seal.
STATE STREET BANK AND TRUST
COMPANY, not in its individual
capacity but solely as Trustee
(SEAL)
By:___________________________
Name:
Title:
Countersigned:
By_______________________
Authorized Signatory of
STATE STREET BANK AND TRUST COMPANY,
not in its individual capacity but
solely as Trustee
Dated:___________________
44
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s),
assign(s) and transfer(s) unto
Please insert social security
or other identifying number of assignee
_____________________________________________________________
_____________________________________________________________
(Please print or typewrite name and address
including postal zip code of assignee)
_____________________________________________________________
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.
I (we) further direct the Certificate Registrar to
issue a new Certificate of like Class and Percentage Interest, to
the above named assignee and deliver such Certificate to the
following address:
_____________________________________________________________
_____________________________________________________________
_____________________________________________________________
Dated:___________________
_____________________________________
Signature by or on behalf of assignor
_________________________
*Signature Guaranteed*
*The signature hereon must be guaranteed by a bank, trust
company or broker of the signatory who is a member of a
signature guarantee medallion program.
45
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
46
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class M Certificate
Principal Balance:
Class M $6,520,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXK8
December 28, 1998
47
<PAGE>
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 M Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the
48
<PAGE>
pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.
This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-24, issued in eighteen Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class R, Class PO, Class M, Class
B1, Class B2, Class B3, Class B4 and Class B5, herein called the
"Certificates").
The Certificates are limited in right of payment to
certain payments on and collections in respect of the Mortgage
Loans, all as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.
As provided in the Agreement and with certain
exceptions therein provided, certain losses on the Mortgage Loans
resulting from defaults by Mortgagors will be borne by the
Holders of the Class M, Class B1, Class B2, Class B3, Class B4
and Class B5 Certificates before such losses will be borne by the
Holders of the other Classes of the Certificates.
This Certificate does not purport to summarize the
Agreement and reference is made to the Agreement for the
interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties
and immunities of the Trustee.
The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. 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
49
<PAGE>
Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.
No transfer of any Class M, Class B1, Class B2, Class
B3, Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.
No transfer of any Class R Certificate shall be made
to any Person unless the Trustee has received a certificate from
such transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption
50
<PAGE>
applies to such transferee's acquisition and holding of any such
Class R Certificate.
As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, 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 the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons 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 the same Class of authorized denominations
evidencing the same 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 Trustee and the Certificate Registrar and any
agent of 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 Trustee, the Certificate
Registrar nor any such agent shall be affected by any notice to
the contrary.
The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage
51
<PAGE>
Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.
Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.
52
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed under its official seal.
STATE STREET BANK AND TRUST
COMPANY, not in its individual
capacity but solely as Trustee
(SEAL)
By:___________________________
Name:
Title:
Countersigned:
By_______________________
Authorized Signatory of
STATE STREET BANK AND TRUST COMPANY,
not in its individual capacity but
solely as Trustee
Dated:___________________
53
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s),
assign(s) and transfer(s) unto
Please insert social security
or other identifying number of assignee
_____________________________________________________________
_____________________________________________________________
(Please print or typewrite name and address
including postal zip code of assignee)
_____________________________________________________________
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.
I (we) further direct the Certificate Registrar to
issue a new Certificate of like Class and Percentage Interest, to
the above named assignee and deliver such Certificate to the
following address:
_____________________________________________________________
_____________________________________________________________
_____________________________________________________________
Dated:___________________
_____________________________________
Signature by or on behalf of assignor
_________________________
*Signature Guaranteed*
*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.
54
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
55
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class B1 Certificate
Principal Balance:
Class B1 $2,820,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXL4
December 28, 1998
56
<PAGE>
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 B1 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
57
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK
CORPORATION ("DTC"), TO ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE, OR PAYMENT, AND ANY CERTIFICATE ISSUED IS
REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS
REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT
IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY
AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR
OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS
WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS
AN INTEREST HEREIN.
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
58
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class B2 Certificate
Principal Balance:
Class B2 $1,410,000
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP: 36157RXM2
December 28, 1998
59
<PAGE>
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 B2 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
60
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
61
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class B3 Certificate
Principal Balance:
Class B3 $1,409,000.00
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP:36157RXN0
December 28, 1998
62
<PAGE>
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 B3 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the
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<PAGE>
pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.
This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-24, issued in eighteen Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class R, Class PO, Class M, Class
B1, Class B2, Class B3, Class B4 and Class B5, herein called the
"Certificates").
The Certificates are limited in right of payment to
certain payments on and collections in respect of the Mortgage
Loans, all as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.
As provided in the Agreement and with certain
exceptions therein provided, certain losses on the Mortgage Loans
resulting from defaults by Mortgagors will be borne by the
Holders of the Class M, Class B1, Class B2, Class B3, Class B4
and Class B5 Certificates before such losses will be borne by the
Holders of the other Classes of the Certificates.
This Certificate does not purport to summarize the
Agreement and reference is made to the Agreement for the
interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties
and immunities of the Trustee.
The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. 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
64
<PAGE>
Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.
No transfer of any Class M, Class B1, Class B2, Class
B3, Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Exemption
95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the "Exemption")
applies to such transferee's acquisition and holding of such
Certificate, or (ii) an opinion of counsel satisfactory to the
Trustee, which opinion shall not be an expense of the Trustee or
the Company, to the effect that the purchase and holding of such
Certificate will not constitute or result in the assets of the
Trust Fund being deemed to be "plan assets" and subject to the
prohibited transaction provisions of ERISA or Section 4975 and
will not subject the Trustee or the Company to any obligation in
addition to those undertaken in the Agreement; provided, however,
that the Trustee will not require such certificate or opinion in
the event that, as a result of a change of law or otherwise,
counsel satisfactory to the Trustee has rendered an opinion to
the effect that the purchase and holding of a Class M, Class B1,
Class B2, Class B3, Class B4 or Class B5 Certificate by a Plan or
a Person that is purchasing or holding such Certificate with the
assets of a Plan will not constitute or result in a prohibited
transaction under ERISA or Section 4975.
No transfer of any Class R Certificate shall be made
to any Person unless the Trustee has received a certificate from
such transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption
65
<PAGE>
applies to such transferee's acquisition and holding of any such
Class R Certificate.
As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, 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 the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons 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 the same Class of authorized denominations
evidencing the same 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 Trustee and the Certificate Registrar and any
agent of 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 Trustee, the Certificate
Registrar nor any such agent shall be affected by any notice to
the contrary.
The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage
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<PAGE>
Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.
Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.
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<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed under its official seal.
STATE STREET BANK AND TRUST
COMPANY, not in its individual
capacity but solely as Trustee
(SEAL)
By:_________________________
Name:
Title:
Countersigned:
By______________________
Authorized Signatory of
STATE STREET BANK AND TRUST COMPANY,
not in its individual capacity but
solely as Trustee
Dated:__________________
68
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s),
assign(s) and transfer(s) unto
Please insert social security
or other identifying number of assignee
_____________________________________________________________
_____________________________________________________________
(Please print or typewrite name and address
including postal zip code of assignee)
_____________________________________________________________
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.
I (we) further direct the Certificate Registrar to
issue a new Certificate of like Class and Percentage Interest, to
the above named assignee and deliver such Certificate to the
following address:
_____________________________________________________________
_____________________________________________________________
_____________________________________________________________
Dated:___________________
_____________________________________
Signature by or on behalf of assignor
_________________________
*Signature Guaranteed*
*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.
69
<PAGE>
In connection with any transfer of this Certificate,
the undersigned registered holder hereof confirms that without
utilizing any general solicitation or general advertising:
(Check One) -
|_| (a) This Certificate is being transferred by the
undersigned to a person whom the undersigned
reasonably believes is a "qualified
institutional buyer" (as defined in Rule 144A
under the Securities Act of 1933, as amended)
pursuant to the exemption from registration
under the Securities Act of 1933, as amended,
provided by Rule 144A thereunder.
|_| (b) This Certificate is being transferred by the
undersigned to an institutional "accredited
investor" (as defined in Rule 501(a)(1), (2),
(3) or (7) of Regulation D under the
Securities Act of 1933, as amended) and that
the undersigned has been advised by the
prospective purchaser that it intends to hold
this Certificate for investment and not for
distribution or resale.
Dated
- ---------------------
(Signature)
If none of the foregoing boxes is checked, the Trustee shall not
be obligated to register this Certificate in the name of any
person other than the registered holder thereof unless and until
the conditions to any such transfer of registration set forth
herein, and in the Pooling and Servicing Agreement have been
satisfied.
TO BE COMPLETED BY PURCHASER IF (a) ABOVE IS CHECKED:
The undersigned represents and warrants that (i) it is
a "qualified institutional buyer" (as defined in Rule 144A under
the Securities Act of 1933, as amended) and acknowledges that it
has received such information as the undersigned has requested
70
<PAGE>
pursuant to Rule 144A or has determined not to request such
information and that it is aware that the registered holder is
relying upon the undersigned's foregoing representations in order
to claim the exemption from registration provided by Rule 144A,
and (ii) the undersigned (x) is not an employee benefit plan
subject to the Employee Retirement Income Security Act of 1974,
as amended, or a plan subject to Section 4975 of the Internal
Revenue Code of 1986, as amended, and is not using the assets of
any such employee benefit or other plan to acquire this
Certificate or (y) is an insurance company investing assets of
its general account and the exemptions provided by Section III(a)
of Department of Labor Prohibited Transaction Exemption 95-60, 60
Fed. Reg. 35925 (July 12, 1995), apply to the acquisition and
holding by the undersigned of this Certificate.
Dated
- ---------------------
(Signature)
TO BE COMPLETED BY PURCHASER IF (b) ABOVE IS CHECKED:
The undersigned represents and warrants that (i) it is
an institutional "accredited investor" (as defined in Rule
501(a)(1), (2), (3) or (7) of Regulation D under the Securities
Act of 1933, as amended), and (ii) the undersigned (x) is not an
employee benefit plan subject to the Employee Retirement Income
Security Act of 1974, as amended, or a plan subject to Section
4975 of the Internal Revenue Code of 1986, as amended, and is not
using the assets of any such employee benefit or other plan to
acquire this Certificate or (y) is an insurance company investing
assets of its general account and the exemptions provided by
Section III(a) of Department of Labor Prohibited Transaction
Exemption 95-60, 60 Fed. Reg. 35925 (July 12, 1995), apply to the
acquisition and holding by the undersigned of this Certificate.
Dated
- ---------------------
(Signature)
71
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
72
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class B4 Certificate
Principal Balance:
Class B4 $705,000.00
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP:36157RXP5
December 28, 1998
73
<PAGE>
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 B4 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
74
<PAGE>
THIS CERTIFICATE IS SUBORDINATED IN RIGHT OF DISTRIBUTION TO
CERTAIN CLASSES OF THE CERTIFICATES AS SET FORTH HEREIN AND IN
THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER
THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR
THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES ("BLUE SKY
LAWS"), AND SUCH CERTIFICATE MAY NOT BE OFFERED, RESOLD, PLEDGED
OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER
REASONABLY BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE
MEANING OF RULE 144A UNDER THE SECURITIES ACT IN A TRANSACTION
MEETING THE REQUIREMENTS OF RULE 144A, (B) PURSUANT TO AN
EXEMPTION FROM REGISTRATION PROVIDED BY RULE 144 UNDER THE
SECURITIES ACT (IF AVAILABLE) OR (C) TO AN INSTITUTIONAL
ACCREDITED INVESTOR AS DEFINED IN RULE 501(a)(1), (2), (3) OR (7)
OF REGULATION D UNDER THE SECURITIES ACT, IN EACH CASE IN A
TRANSACTION EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN ACCORDANCE WITH ANY APPLICABLE BLUE SKY
LAWS. NO REPRESENTATION IS MADE AS TO THE AVAILABILITY OF THE
EXEMPTION PROVIDED BY RULE 144 FOR RESALES OF THIS CERTIFICATE.
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
TRANSFER OF THIS CERTIFICATE IS RESTRICTED AS PROVIDED IN SECTION
5.02 OF THE AGREEMENT.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
THIS CERTIFICATE MAY NOT BE PURCHASED BY OR TRANSFERRED TO ANY
EMPLOYEE BENEFIT PLAN SUBJECT TO THE EMPLOYEE RETIREMENT INCOME
SECURITY ACT OF 1974, AS AMENDED ("ERISA") OR A PLAN SUBJECT TO
SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED
("SECTION 4975") (A "PLAN") OR A PERSON THAT IS USING THE ASSETS
OF A PLAN TO ACQUIRE THIS CERTIFICATE, EXCEPT AS DESCRIBED
HEREIN. THE TRANSFER OF THIS CERTIFICATE IS SUBJECT TO CERTAIN
OTHER RESTRICTIONS AS SET FORTH HEREIN.
75
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class B5 Certificate
Principal Balance:
Class B5 $881,999.77
Certificate Interest Initial Certificate Principal
Rate per annum: 6.25% Balance of this Certificate:
Cut-off Date:
November 1, 1998
First Distribution Date: CUSIP:36157RXQ3
December 28, 1998
76
<PAGE>
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 B5 Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the Trustee by
check or money order mailed to the Person entitled thereto at the
address appearing in the Certificate Register or, upon written
request by the Certificateholder, by such other means of payment
as such Person and the Trustee shall agree. Except as otherwise
provided in the Agreement, the final distribution on
77
<PAGE>
PRINCIPAL IN RESPECT OF THIS CERTIFICATE IS DISTRIBUTABLE AS SET
FORTH IN THE AGREEMENT (AS DEFINED HEREIN). ACCORDINGLY, THE
CERTIFICATE PRINCIPAL BALANCE OF THIS CERTIFICATE AT ANY TIME MAY
BE LESS THAN THE INITIAL CERTIFICATE PRINCIPAL BALANCE OF THIS
CERTIFICATE AS SET FORTH HEREON. THIS CERTIFICATE DOES NOT
REPRESENT AN INTEREST IN OR OBLIGATION OF GE CAPITAL MORTGAGE
SERVICES, INC. OR THE TRUSTEE (AS DEFINED HEREIN).
THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT
OF 1933, AS AMENDED (THE "SECURITIES ACT"). ANY RESALE OR
TRANSFER OF THIS CERTIFICATE WITHOUT REGISTRATION THEREOF UNDER
THE SECURITIES ACT MAY ONLY BE MADE IN A TRANSACTION EXEMPT FROM
THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN
ACCORDANCE WITH SECTION 5.02 OF THE AGREEMENT REFERRED TO HEREIN.
THIS CERTIFICATE IS A "REGULAR INTEREST" IN A "REAL ESTATE
MORTGAGE INVESTMENT CONDUIT" ("REMIC") (AS THOSE TERMS ARE
DEFINED, RESPECTIVELY, IN SECTIONS 860G(a)(1) AND 860D OF THE
INTERNAL REVENUE CODE OF 1986, AS AMENDED).
78
<PAGE>
REMIC MULTI-CLASS PASS-THROUGH CERTIFICATE, SERIES 1998-24
evidencing a beneficial ownership interest in a
trust fund which consists primarily of a pool of
conventional, fixed rate, one- to four-family
mortgage loans sold and serviced by
GE CAPITAL MORTGAGE SERVICES, INC.
No. R- Initial Class PO Certificate
Principal Balance:
Class PO $11,995.23
Certificate Interest Initial Certificate Principal
Rate per annum: Balance of this Certificate:
non-interest bearing
Cut-off Date:
November 1, 1998
First Distribution Date:
December 28, 1998
79
<PAGE>
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 PO Certificates, both
as specified above) in certain distributions with respect to the
Trust Fund, consisting primarily of a pool (the "Pool") of
conventional, fixed rate, one- to four-family mortgage loans (the
"Mortgage Loans"), sold and serviced by GE Capital Mortgage
Services, Inc., a corporation organized and existing under the
laws of the State of New Jersey (the "Company"). The Trust Fund
was created pursuant to a Pooling and Servicing Agreement dated
as of November 1, 1998 (the "Agreement"), between the Company and
State Street Bank and Trust Company, as trustee (the "Trustee"),
a summary of certain of the pertinent provisions of which is set
forth herein below. To the extent not defined herein, the 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.
The Agreement requires the distribution 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 in December 1998, to the Person in whose name this
Certificate is registered at the close of business on the last
Business Day of the month immediately preceding the month of such
distribution (the "Record Date"), of an amount equal to the
product of the Percentage Interest evidenced by this Certificate
and the aggregate amount required to be distributed to Holders of
Certificates of the same Class as this Certificate pursuant to
the Agreement.
Distributions on this Certificate will be made by the
Trustee by check or money order mailed to the Person entitled
thereto at the address appearing in the Certificate Register or,
upon written request by the Certificateholder, by such other
means of payment as such Person and the Trustee shall agree.
Except as otherwise provided in the Agreement, the final
distribution on this Certificate will be made in the applicable
manner described above, after due notice by the Trustee of the
80
<PAGE>
pendency of such distribution and only upon presentation and
surrender of this Certificate at the office or agency maintained
for that purpose by the Trustee in New York, New York.
This Certificate is one of a duly authorized issue of
Certificates designated as REMIC Multi-Class Pass-Through
Certificates, Series 1998-24, issued in eighteen Classes (Class
A1, Class A2, Class A3, Class A4, Class A5, Class A6, Class A7,
Class A8, Class A9, Class A10, Class R, Class PO, Class M, Class
B1, Class B2, Class B3, Class B4 and Class B5, herein called the
"Certificates").
The Certificates are limited in right of payment to
certain payments on and collections in respect of the Mortgage
Loans, all as more specifically set forth in the Agreement. The
Certificateholder, by its acceptance of this Certificate, agrees
that it will look solely to the funds on deposit in the
Certificate Account for payment hereunder and that the Trustee in
its individual capacity is not personally liable to the
Certificateholders for any amount payable under this Certificate
or the Agreement or, except as expressly provided in the
Agreement, subject to any liability under the Agreement.
As provided in the Agreement and with certain
exceptions therein provided, certain losses on the Mortgage Loans
resulting from defaults by Mortgagors will be borne by the
Holders of the Class M, Class B1, Class B2, Class B3, Class B4
and Class B5 Certificates before such losses will be borne by the
Holders of the other Classes of the Certificates.
This Certificate does not purport to summarize the
Agreement and reference is made to the Agreement for the
interests, rights and limitations of rights, benefits,
obligations and duties evidenced hereby, and the rights, duties
and immunities of the Trustee.
The Agreement permits, with certain exceptions therein
provided, the amendment thereof and the modification of the
rights and obligations of the Company and the rights of the
Certificateholders under the Agreement at any time by the Company
and the Trustee with the consent of the Holders of Certificates
evidencing not less than 66% of all the Voting Rights as defined
in the Agreement. 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
81
<PAGE>
Certificate issued upon the transfer hereof or in exchange
herefor or in lieu hereof whether or not notation of such consent
is made upon this Certificate. The Agreement also permits the
amendment thereof, in certain limited circumstances, without the
consent of the Holders of any of the Certificates.
No transfer of any Class M, Class B1, Class B2, Class
B3, Class B4 or Class B5 Certificate which is in the form of a
Definitive Certificate shall be made to any Person unless the
Trustee has received (i) a certificate from such transferee to
the effect that such transferee (x) is not an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Internal Revenue Code of 1986, as amended ("Section 4975") (a
"Plan") or a Person that is using the assets of a Plan to acquire
such Certificate or (y) is an insurance company investing assets
of its general account and the exemption provided by Section
III(a) of Department of Labor Prohibited Transaction Class
Exemption 95-60, 60 Fed. Reg. 35925 (July 12, 1995) (the
"Exemption") applies to such transferee's acquisition and holding
of such Certificate, or (ii) an opinion of counsel satisfactory
to the Trustee, which opinion shall not be an expense of the
Trustee or the Company, to the effect that the purchase and
holding of such Certificate will not constitute or result in the
assets of the Trust Fund being deemed to be "plan assets" and
subject to the prohibited transaction provisions of ERISA or
Section 4975 and will not subject the Trustee or the Company to
any obligation in addition to those undertaken in the Agreement;
provided, however, that the Trustee will not require such
certificate or opinion in the event that, as a result of a change
of law or otherwise, counsel satisfactory to the Trustee has
rendered an opinion to the effect that the purchase and holding
of a Class M, Class B1, Class B2, Class B3, Class B4 or Class B5
Certificate by a Plan or a Person that is purchasing or holding
such Certificate with the assets of a Plan will not constitute or
result in a prohibited transaction under ERISA or Section 4975.
No transfer of any Class R Certificate shall be made
to any Person unless the Trustee has received a certificate from
such transferee to the effect that, among other things, such
transferee (x) is not an employee benefit plan subject to ERISA
or a Plan or a Person that is using the assets of a Plan to
acquire any such Class R Certificate or (y) is an insurance
company investing assets of its general account and the Exemption
82
<PAGE>
applies to such transferee's acquisition and holding of any such
Class R Certificate.
As provided in the Agreement, and subject to certain
limitations therein set forth, the transfer of this Certificate
is registerable in the Certificate Register of the Trustee upon
surrender of this Certificate for registration of transfer at the
office or agency maintained by the Trustee in the city in which
the Corporate Trust Office of the Trustee is located or in the
City of New York, accompanied by a written instrument of transfer
in form satisfactory to the Company, 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 the same Class of authorized
denominations evidencing the same aggregate Percentage Interest
will be issued to the designated transferee or transferees.
The Certificates are issuable only as registered
Certificates without coupons 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 the same Class of authorized denominations
evidencing the same 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 Trustee and the Certificate Registrar and any
agent of 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 Trustee, the Certificate
Registrar nor any such agent shall be affected by any notice to
the contrary.
The obligations and responsibilities created by the
Agreement, and the Trust Fund created thereby shall terminate
upon payment to the Certificateholders, or provision therefor, in
accordance with the Agreement following the earlier of (a) the
repurchase by the Company of all Mortgage Loans and all property
acquired in respect of any Mortgage Loan remaining in the Trust
Fund at a price equal to the sum of (x) 100% of the unpaid
principal balance of each Mortgage Loan (other than a Mortgage
83
<PAGE>
Loan described in clause (y)) plus accrued and unpaid interest
thereon at the rate provided for in the Agreement (less any
amounts representing previously unreimbursed Monthly Advances)
and (y) the appraised value of any property acquired in respect
of a Mortgage Loan determined as provided in the Agreement, and
(b) the later of the final payment or other liquidation (or any
Monthly Advance with respect thereto) of the last Mortgage Loan
remaining in the Trust Fund and the disposition of all property
acquired upon foreclosure or by deed in lieu of foreclosure of
any Mortgage Loan. The right of the Company to repurchase all the
Mortgage Loans and property in respect of Mortgage Loans is
subject to the Pool Scheduled Principal Balance at the time of
repurchase being less than 10 percent of the Pool Scheduled
Principal Balance as of the Cut-off Date. The Company's exercise
of such right will result in early retirement of the
Certificates.
Unless this Certificate has been countersigned by the
Trustee, by manual signature, this Certificate shall not be
entitled to any benefit under the Agreement or be valid for any
purpose.
84
<PAGE>
IN WITNESS WHEREOF, the Trustee has caused this
Certificate to be duly executed under its official seal.
STATE STREET BANK AND TRUST
COMPANY, not in its individual
capacity but solely as Trustee
(SEAL)
By:_________________________
Name:
Title:
Countersigned:
By___________________
Authorized Signatory of
STATE STREET BANK AND TRUST COMPANY,
not in its individual capacity but
solely as Trustee
Dated:_______________
85
<PAGE>
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sell(s),
assign(s) and transfer(s) unto
Please insert social security
or other identifying number of assignee
_____________________________________________________________
_____________________________________________________________
(Please print or typewrite name and address
including postal zip code of assignee)
_____________________________________________________________
this Certificate evidencing a Percentage Interest in certain
distributions with respect to the Trust Fund and hereby
authorizes the transfer of registration of such interest to
assignee on the Certificate Register of said Trust Fund.
I (we) further direct the Certificate Registrar to
issue a new Certificate of like Class and Percentage Interest, to
the above named assignee and deliver such Certificate to the
following address:
_____________________________________________________________
_____________________________________________________________
_____________________________________________________________
Dated:___________________
_____________________________________
Signature by or on behalf of assignor
_________________________
*Signature Guaranteed*
*The signature hereon must be guaranteed by a bank, trust company
or broker of the signatory who is a member of a signature
guarantee medallion program.
86
<PAGE>
EXHIBIT B
PRINCIPAL BALANCE SCHEDULES
<PAGE>
EXHIBIT C
MORTGAGE LOANS
[Each Mortgage Loan shall be identified by loan number,
address of the Mortgaged Property and name of the Mortgagor. The
following details shall be set forth as to each Mortgage Loan:
(i) the principal balance at the time of its origination, (ii)
the Scheduled Principal Balance as of the Cut-off Date, (iii) the
interest rate borne by the Mortgage Note, (iv) the scheduled
monthly level payment of principal and interest, (v) the
Loan-To-Value ratio, (vi) the maturity date of the Mortgage Note
and (vii) the Base Servicing Fee Rate for such Mortgage Loan.
Cooperative Loans and Enhanced Streamlined Refinance program
loans shall be designated as such.]
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 1
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007700636 MORTGAGORS: CRAFT ROBERT
CRAFT ANGELA
REGION CODE ADDRESS : 3530 CHARTER OAK WAY
02 CITY : KNOXVILLE
STATE/ZIP : TN 37922
MORTGAGE AMOUNT : 335,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 333,839.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 12/01/27
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.13600
----------------------------------------------------------------
0 0007726391 MORTGAGORS: BOYLE THOMAS
BOYLE JUDITH
REGION CODE ADDRESS : 11958 N 134TH PL
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85259
MORTGAGE AMOUNT : 519,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 518,595.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,455.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.98300
----------------------------------------------------------------
0 0007726409 MORTGAGORS: VESCOVO STEPHEN
VESCOVO DIANE
REGION CODE ADDRESS : 6551 PIDGEON HALL
02 CITY : MEMPHIS
STATE/ZIP : TN 38119
MORTGAGE AMOUNT : 346,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 345,458.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,360.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.06200
----------------------------------------------------------------
0 0007726417 MORTGAGORS: REEG MICHAEL
REEG JULIE
REGION CODE ADDRESS : 5746 HILLCREST
02 CITY : DOWNERS GROVE
STATE/ZIP : IL 60516
MORTGAGE AMOUNT : 289,575.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,944.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,975.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007726425 MORTGAGORS: BLACK MORAY
BLACK THERESE
REGION CODE ADDRESS : 725 STATE STREET COURT
02 CITY : ROSWELL
STATE/ZIP : GA 30075
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,499.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,102.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,802,025.00
P & I AMT: 12,221.90
UPB AMT: 1,798,337.75
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 2
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726433 MORTGAGORS: VILLATUYA KEITH
VILLATUYA DAISY
REGION CODE ADDRESS : 1500 WINTERBERRY LN
02 CITY : DARIEN
STATE/ZIP : IL 60561
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,463.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,517.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.76700
----------------------------------------------------------------
0 0007726482 MORTGAGORS: JONES OLIVER
REGION CODE ADDRESS : 1734 DEER BOULEVARD
02 CITY : EAGLE-VAIL
STATE/ZIP : CO 81620
MORTGAGE AMOUNT : 232,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 232,153.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,625.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.81300
----------------------------------------------------------------
0 0007726508 MORTGAGORS: GUERIN JONATHAN
REGION CODE ADDRESS : 19914 LOXAHATCHEE POINT DR
02 CITY : JUPITER
STATE/ZIP : FL 33458
MORTGAGE AMOUNT : 373,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 372,458.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,640.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 84.77200
----------------------------------------------------------------
0 0007726516 MORTGAGORS: PENDERGAST JOHN
PENDERGAST LISA
REGION CODE ADDRESS : 10303 ANN MARIE DRIVE
02 CITY : CEDARBURG
STATE/ZIP : WI 53012
MORTGAGE AMOUNT : 482,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 481,663.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,331.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 77.18400
----------------------------------------------------------------
0 0007726524 MORTGAGORS: SOROUSH BAHRAM
SOROUSH MIRIAM
REGION CODE ADDRESS : 4519 DORSET AVE
02 CITY : CHEVY CHASE
STATE/ZIP : MD 20815
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,195.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.86000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,797,900.00
P & I AMT: 12,532.13
UPB AMT: 1,794,934.76
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 3
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726540 MORTGAGORS: SMITH STEPHEN
REGION CODE ADDRESS : 1204 EDGEVALE ROAD
02 CITY : SILVER SPRING
STATE/ZIP : MD 20910
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,583.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.70200
----------------------------------------------------------------
0 0007726557 MORTGAGORS: MCCART JERRY
MCCART SUSAN
REGION CODE ADDRESS : 328 TRENTON CIRCLE
02 CITY : JONESBORO
STATE/ZIP : GA 30236
MORTGAGE AMOUNT : 227,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 226,817.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,492.54 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 75.23178
----------------------------------------------------------------
0 0007726565 MORTGAGORS: MUSCARELLO MICHAEL
MUSCARELLO JOCELYN
REGION CODE ADDRESS : 6010 N DESERT SUN CT
02 CITY : TUCSON
STATE/ZIP : AZ 85750
MORTGAGE AMOUNT : 388,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,906.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,683.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.00000
----------------------------------------------------------------
0 0007726573 MORTGAGORS: DORSEY OWEN
DORSEY LINDA
REGION CODE ADDRESS : 11055 STROUP ROAD
02 CITY : ROSWELL
STATE/ZIP : GA 30075
MORTGAGE AMOUNT : 421,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 420,541.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,909.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.21400
----------------------------------------------------------------
0 0007726599 MORTGAGORS: HODES MARK
NIX-HODES PATRICIA
REGION CODE ADDRESS : 945 N. COLUMBIAN AVENUE
02 CITY : OAK PARK
STATE/ZIP : IL 60302
MORTGAGE AMOUNT : 319,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,890.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,179.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,636,400.00
P & I AMT: 11,222.30
UPB AMT: 1,633,739.07
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 4
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726607 MORTGAGORS: KARAHALIOS STEVEN
KARAHALIOS OLGA
REGION CODE ADDRESS : 2618 VICTOR AVENUE
02 CITY : GLENVIEW
STATE/ZIP : IL 60025
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,603.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,795.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726615 MORTGAGORS: JONES GLOWER
REGION CODE ADDRESS : 78 PEACHTREE CIR.
02 CITY : ATLANTA
STATE/ZIP : GA 30309
MORTGAGE AMOUNT : 395,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 395,225.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,801.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 42.10600
----------------------------------------------------------------
0 0007726623 MORTGAGORS: SIMPSON GLYNNE
REGION CODE ADDRESS : 109 BELLE POINTE
02 CITY : MADISON
STATE/ZIP : MS 39110
MORTGAGE AMOUNT : 328,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 326,985.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,240.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.21400
----------------------------------------------------------------
0 0007726631 MORTGAGORS: WEEKS HERBERT
WEEKS ELEANOR
REGION CODE ADDRESS : 11 FELLS RD
02 CITY : FALMOUTH
STATE/ZIP : MA 02540
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,771.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,072.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 54.74400
----------------------------------------------------------------
0 0007726649 MORTGAGORS: SAMSON MARILYN
REGION CODE ADDRESS : 330 EARLS COURT
02 CITY : DEERFIELD
STATE/ZIP : IL 60015
MORTGAGE AMOUNT : 302,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 301,538.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,085.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.11100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,586,300.00
P & I AMT: 10,996.03
UPB AMT: 1,583,124.98
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 5
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726656 MORTGAGORS: BRADEN MARY
BRADEN WALTER
REGION CODE ADDRESS : 906 WEDGEWOOD DRIVE
02 CITY : MARS
STATE/ZIP : PA 16046
MORTGAGE AMOUNT : 232,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 231,727.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,563.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 89.99612
----------------------------------------------------------------
0 0007726664 MORTGAGORS: ERICKSON JOHN
ERICKSON MARY
REGION CODE ADDRESS : 19 CAMPBELL ROAD
02 CITY : MIDDLETON
STATE/ZIP : MA 01949
MORTGAGE AMOUNT : 251,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,385.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,675.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 66.26315
----------------------------------------------------------------
0 0007726672 MORTGAGORS: SWAIN GARY
SWAIN JENNIFER
REGION CODE ADDRESS : 436 STAGECOACH RUN
02 CITY : GLEN ELLYN
STATE/ZIP : IL 60137
MORTGAGE AMOUNT : 346,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 345,971.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,393.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 72.18700
----------------------------------------------------------------
0 0007726680 MORTGAGORS: CODUTO WILLIAM
VAN NEVEL ERIC
REGION CODE ADDRESS : 1890 AVALON DRIVE
02 CITY : WHEELING
STATE/ZIP : IL 60090
MORTGAGE AMOUNT : 232,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 231,823.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,602.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726698 MORTGAGORS: PETERSEN JOHN
PETERSEN EDNA
REGION CODE ADDRESS : 284 FAIRBANK ROAD
02 CITY : RIVERSIDE
STATE/ZIP : IL 60546
MORTGAGE AMOUNT : 243,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,629.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,678.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 72.53700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,305,400.00
P & I AMT: 8,912.84
UPB AMT: 1,303,537.24
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 6
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726706 MORTGAGORS: RUBIO RANAE
REGION CODE ADDRESS : 11413 WEST ASBURY COURT
02 CITY : LAKEWOOD
STATE/ZIP : CO 80227
MORTGAGE AMOUNT : 394,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 393,352.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,621.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726714 MORTGAGORS: HART JOHN
HART JANET
REGION CODE ADDRESS : 1760 FARM ROAD
02 CITY : LAKE FOREST
STATE/ZIP : IL 60045
MORTGAGE AMOUNT : 429,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 428,561.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,891.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 85.00000
----------------------------------------------------------------
0 0007726722 MORTGAGORS: SUTTA ELLIOTT
SUTTA BETTY
REGION CODE ADDRESS : 6242 EAST OTERO DRIVE
02 CITY : ENGLEWOOD
STATE/ZIP : CO 80112
MORTGAGE AMOUNT : 270,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,797.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,889.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.31800
----------------------------------------------------------------
0 0007726730 MORTGAGORS: ZINNECKER EMMETT
ZINNECKER CARMELA
REGION CODE ADDRESS : 6345 DAVANE COURT
02 CITY : DOWNERS GROVE
STATE/ZIP : IL 60516
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,557.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,859.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 73.40400
----------------------------------------------------------------
0 0007726748 MORTGAGORS: PLATT ROBERT
PLATT PAMELA
REGION CODE ADDRESS : 4196 BRISTLECONE COURT
02 CITY : MARIETTA
STATE/ZIP : GA 30064
MORTGAGE AMOUNT : 294,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,728.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,982.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.24200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,663,650.00
P & I AMT: 11,244.05
UPB AMT: 1,660,996.65
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 7
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726755 MORTGAGORS: WELLS DAVID
WELLS ELLEN
REGION CODE ADDRESS : 1570 E FORBUSH DR
02 CITY : SANDY
STATE/ZIP : UT 84093
MORTGAGE AMOUNT : 255,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 254,796.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,717.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 72.85700
----------------------------------------------------------------
0 0007726763 MORTGAGORS: GOSEY LINDA
REGION CODE ADDRESS : 909 RAVENSHEAD HILL
02 CITY : SHERWOOD FOREST
STATE/ZIP : MD 21405
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,800.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,746.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726771 MORTGAGORS: SUMMERS GORDON
SUMMERS JAN
REGION CODE ADDRESS : 1407 E. DESERT BROOM WAY
02 CITY : PHOENIX
STATE/ZIP : AZ 85048
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,788.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,785.35 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 72.01000
----------------------------------------------------------------
0 0007726789 MORTGAGORS: CITRON ALAN
CITRON SUSAN
REGION CODE ADDRESS : 138 RIDING TRAIL LANE
02 CITY : PITTSBURGH
STATE/ZIP : PA 15238
MORTGAGE AMOUNT : 388,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,377.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,614.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726805 MORTGAGORS: FREEDLUND ALAN
FREEDLUND CHARLENE
REGION CODE ADDRESS : 746 SOUTH RIVER ROAD
02 CITY : NAPERVILLE
STATE/ZIP : IL 60540
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,624.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,637.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 92.30700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,404,000.00
P & I AMT: 9,500.98
UPB AMT: 1,402,386.46
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 8
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726813 MORTGAGORS: SINZHEIMER DAVID
SINZHEIMER KATHLEEN
REGION CODE ADDRESS : 3808 W. STONEFIELD ROAD
02 CITY : MEQUON
STATE/ZIP : WI 53092
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,765.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 56.60300
----------------------------------------------------------------
0 0007726821 MORTGAGORS: PATRONE PHILLIP
PATRONE TAMMY
REGION CODE ADDRESS : 421 RIDGE
02 CITY : LAKE IN THE HILLS
STATE/ZIP : IL 60102
MORTGAGE AMOUNT : 324,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 323,740.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007726839 MORTGAGORS: BERTOG E
BERTOG MARYBETH
REGION CODE ADDRESS : 2402 SARANAC LN
02 CITY : GLENVIEW
STATE/ZIP : IL 60025
MORTGAGE AMOUNT : 536,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 534,175.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,702.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 68.71794
----------------------------------------------------------------
0 0007726854 MORTGAGORS: FRY KATHLEEN
REGION CODE ADDRESS : 8369 EAST DEL CAMINO
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85258
MORTGAGE AMOUNT : 350,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,865.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,420.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726862 MORTGAGORS: ENSDORF MICHAEL
PILAT KATHY
REGION CODE ADDRESS : 1112 LAKE STREET
02 CITY : EVANSTON
STATE/ZIP : IL 60201
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,546.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,978.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.31500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,800,400.00
P & I AMT: 12,329.85
UPB AMT: 1,797,093.78
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 9
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726870 MORTGAGORS: OREAR R.
OREAR PAMELA
REGION CODE ADDRESS : 618 W. RAVENWOODS
02 CITY : PEORIA
STATE/ZIP : IL 61615
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,530.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.94700
----------------------------------------------------------------
0 0007726888 MORTGAGORS: FOSTER ROBERT
REGION CODE ADDRESS : 1001 SOUTH COLUMBINE STREET
02 CITY : DENVER
STATE/ZIP : CO 80209
MORTGAGE AMOUNT : 336,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 335,499.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,349.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726896 MORTGAGORS: VERGES RICARDO
VERGES LAURA
REGION CODE ADDRESS : 616 LOVES LN
02 CITY : WYNNEWOOD
STATE/ZIP : PA 19096
MORTGAGE AMOUNT : 315,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,494.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,122.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 52.50000
----------------------------------------------------------------
0 0007726904 MORTGAGORS: SCHREIBER MICHAEL
SCHREIBER JULIE
REGION CODE ADDRESS : 2212 MAGNOLIA COURT WEST
02 CITY : BUFFALO GROVE
STATE/ZIP : IL 60089
MORTGAGE AMOUNT : 237,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 237,614.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,622.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.61000
----------------------------------------------------------------
0 0007726912 MORTGAGORS: MILLER BRUCE
MILLER MARIANNE
REGION CODE ADDRESS : 808 BACK BAY ROAD
02 CITY : DELAFIELD
STATE/ZIP : WI 53018
MORTGAGE AMOUNT : 424,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 423,352.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,928.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,612,800.00
P & I AMT: 11,068.80
UPB AMT: 1,610,492.17
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 10
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726920 MORTGAGORS: KEITH DAVID
REGION CODE ADDRESS : 7243 N LAKESIDE
02 CITY : PARADISE VALLEY
STATE/ZIP : AZ 85253
MORTGAGE AMOUNT : 314,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 313,755.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,142.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.08100
----------------------------------------------------------------
0 0007726938 MORTGAGORS: KAPLAN LES
KAPLAN JILL
REGION CODE ADDRESS : 3251 INDIAN CREEK DRIVE
02 CITY : BUFFALO GROVE
STATE/ZIP : IL 60089
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,802.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,795.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.28500
----------------------------------------------------------------
0 0007726946 MORTGAGORS: POWERS RICHARD
POWERS KRISTI
REGION CODE ADDRESS : 1310 E. MAYFAIR ROAD
02 CITY : ARLINGTON HTS.
STATE/ZIP : IL 60004
MORTGAGE AMOUNT : 319,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,860.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,179.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007726961 MORTGAGORS: PARSONS SCOTT
PARSONS DONNA
REGION CODE ADDRESS : 4700 NORTH 95TH STREET
02 CITY : LAFAYETTE
STATE/ZIP : CO 80026
MORTGAGE AMOUNT : 245,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,626.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,692.15 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.01400
----------------------------------------------------------------
0 0007726979 MORTGAGORS: CHAMBERS WILLIAM
REGION CODE ADDRESS : 5075 TEMPLE HILLS ROAD
02 CITY : TEMPLE HILLS
STATE/ZIP : MD 20748
MORTGAGE AMOUNT : 348,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 347,468.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,403.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 57.04900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,486,500.00
P & I AMT: 10,213.06
UPB AMT: 1,484,512.69
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 11
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007726987 MORTGAGORS: SLACK DAVID
SLACK CATHY
REGION CODE ADDRESS : 21099 W LAUREL LANE
02 CITY : KILDEER
STATE/ZIP : IL 60047
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,185.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,455.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007726995 MORTGAGORS: ROSENBERG ROBERT
ROSENBURG STEFANIE
REGION CODE ADDRESS : 2135 SILVER LINDEN LN
02 CITY : BUFFALO GROVE
STATE/ZIP : IL 60089
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,527.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 84.37500
----------------------------------------------------------------
0 0007727019 MORTGAGORS: SADDLER HAWTHRONE
SADDLER DOROTHEA
REGION CODE ADDRESS : 355 WATERS BEND WAY
02 CITY : ALPHARETTA
STATE/ZIP : GA 30022
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,612.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,817.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 52.73800
----------------------------------------------------------------
0 0007727027 MORTGAGORS: FRANCIOSE RONALD
REGION CODE ADDRESS : 158 SAND KEY ESTATES DR.
02 CITY : CLEARWATER
STATE/ZIP : FL 33767
MORTGAGE AMOUNT : 311,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 310,501.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,095.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.02300
----------------------------------------------------------------
0 0007727035 MORTGAGORS: MCGOLDRICK THOMAS
REGION CODE ADDRESS : 53 HERONS NEST
02 CITY : SAVANNAH
STATE/ZIP : GA 31410
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,593.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,773.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,461,000.00
P & I AMT: 9,984.61
UPB AMT: 1,458,419.38
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 12
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727043 MORTGAGORS: CRAIGMILE DAVID
CRAIGMILE MARY
REGION CODE ADDRESS : 11210 EAST DEL TIMBRE DRIVE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85259
MORTGAGE AMOUNT : 430,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 430,058.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,011.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.91000
----------------------------------------------------------------
0 0007727050 MORTGAGORS: STASZ JOHN
STASZ LYNN
REGION CODE ADDRESS : 4793 SUNSHINE CANYON DRIVE
02 CITY : BOULDER
STATE/ZIP : CO 80302
MORTGAGE AMOUNT : 438,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 437,331.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,025.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 58.40000
----------------------------------------------------------------
0 0007727068 MORTGAGORS: TUTAG ROBERT
TUTAG ROSEMARY
REGION CODE ADDRESS : 0017 BLUEGRASS COURT
02 CITY : EDWARDS
STATE/ZIP : CO 81632
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,553.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,097.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 26.78500
----------------------------------------------------------------
0 0007727076 MORTGAGORS: WEBER MICHAEL
REGION CODE ADDRESS : 4920 N. LAKE DRIVE
02 CITY : WHITEFISH BAY
STATE/ZIP : WI 53217
MORTGAGE AMOUNT : 472,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 471,631.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,219.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727084 MORTGAGORS: MCGEE E.
FLYNN-MCGEE JEANETTE
REGION CODE ADDRESS : 2017 LINDEN LAKE RD
02 CITY : FORT COLLINS
STATE/ZIP : CO 80524
MORTGAGE AMOUNT : 335,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 334,745.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,313.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.13636
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,975,700.00
P & I AMT: 13,667.96
UPB AMT: 1,973,320.32
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 13
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727092 MORTGAGORS: CURWIN STEVEN
CURWIN LISA
REGION CODE ADDRESS : 9710 CLAGGETT FARM DRIVE
02 CITY : ROCKVILLE
STATE/ZIP : MD 20854
MORTGAGE AMOUNT : 520,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 519,186.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,547.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.87700
----------------------------------------------------------------
0 0007727100 MORTGAGORS: WILLES CHARLES
REGION CODE ADDRESS : 32 INVERWAY
02 CITY : INVERNESS
STATE/ZIP : IL 60067
MORTGAGE AMOUNT : 269,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,579.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,835.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.04700
----------------------------------------------------------------
0 0007727126 MORTGAGORS: LUTZ JON
REGION CODE ADDRESS : 3022 OAK STREET
02 CITY : LAKEWOOD
STATE/ZIP : CO 80215
MORTGAGE AMOUNT : 268,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,958.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,785.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727134 MORTGAGORS: BLICHER MICHAEL
GREEN-BLICHER EMILY
REGION CODE ADDRESS : 7920 LAKENHEATH WAY
02 CITY : POTOMAC
STATE/ZIP : MD 20854
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 379,390.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,560.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727142 MORTGAGORS: DUNNE RODERICK
REGION CODE ADDRESS : 1116 W WOLFRAM ST
02 CITY : CHICAGO
STATE/ZIP : IL 60657
MORTGAGE AMOUNT : 244,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,509.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,669.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.39400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,682,100.00
P & I AMT: 11,397.46
UPB AMT: 1,679,623.56
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 14
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727159 MORTGAGORS: BOYD HARRY
BOYD ELAINE
REGION CODE ADDRESS : 19780 LAKEVIEW AVENUE
02 CITY : DEEPHAVEN
STATE/ZIP : MN 55331
MORTGAGE AMOUNT : 646,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 645,013.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,461.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 56.17300
----------------------------------------------------------------
0 0007727175 MORTGAGORS: DOMBROSKI JOHN
DOMBROSKI TRACEY
REGION CODE ADDRESS : 4901 EAST BERYL AVENUE
02 CITY : PARADISE VALLEY
STATE/ZIP : AZ 85253
MORTGAGE AMOUNT : 405,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 404,381.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,797.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.41500
----------------------------------------------------------------
0 0007727183 MORTGAGORS: MUTTY STEPHEN
MUTTY MARYANNE
REGION CODE ADDRESS : 9806 LOST RAVINE CT
02 CITY : FAIRFAX STATION
STATE/ZIP : VA 22039
MORTGAGE AMOUNT : 316,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 315,529.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,209.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727191 MORTGAGORS: SZYMANSKI CHRISTINA
SZYMANSKI KENNETH
REGION CODE ADDRESS : 8 WEST LEON LANE
02 CITY : PROSPECT HEIGHTS
STATE/ZIP : IL 60070
MORTGAGE AMOUNT : 238,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 237,814.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,623.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 82.63800
----------------------------------------------------------------
0 0007727209 MORTGAGORS: CAUDILL BARRY
REGION CODE ADDRESS : 8300 PLUM CREEK DR
02 CITY : GAITHERSBURG
STATE/ZIP : MD 20882
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,794.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,864.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,875,000.00
P & I AMT: 12,956.93
UPB AMT: 1,872,534.02
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 15
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727217 MORTGAGORS: SMITH JAMES
SMITH ELIZABETH
REGION CODE ADDRESS : 3248 MALLARD DR
02 CITY : HOMEWOOD
STATE/ZIP : IL 60430
MORTGAGE AMOUNT : 279,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,574.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,926.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.71400
----------------------------------------------------------------
0 0007727225 MORTGAGORS: ZAKHAROV PAVEL
REGION CODE ADDRESS : 12509 N ST ANNE CT
02 CITY : MEQUON
STATE/ZIP : WI 53092
MORTGAGE AMOUNT : 333,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 332,990.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,303.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.40400
----------------------------------------------------------------
0 0007727233 MORTGAGORS: DULONG JOSEPH
REGION CODE ADDRESS : 11837 CRESCENT PARK DRIVE
02 CITY : GOLDEN
STATE/ZIP : CO 80433
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,511.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,210.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727241 MORTGAGORS: HOWE NANCY
HOWE WILLIAM
REGION CODE ADDRESS : 407 W VICTORIA LN
02 CITY : ARLINGTON HEIGHTS
STATE/ZIP : IL 60005
MORTGAGE AMOUNT : 258,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 257,998.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,761.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 67.94700
----------------------------------------------------------------
0 0007727258 MORTGAGORS: LYDIGSEN THEODORE
LYDIGSEN JANET
REGION CODE ADDRESS : 5765 S. MACON STREET
02 CITY : ENGLEWOOD
STATE/ZIP : CO 80111
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,590.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,851.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 63.05800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,458,700.00
P & I AMT: 10,052.95
UPB AMT: 1,456,665.98
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 16
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727274 MORTGAGORS: VINCZE JOSZEF
REGION CODE ADDRESS : 5549 STRAWBERRY LANE
02 CITY : CASTLE ROCK
STATE/ZIP : CO 80104
MORTGAGE AMOUNT : 230,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 229,595.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,588.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 58.97400
----------------------------------------------------------------
0 0007727282 MORTGAGORS: GUZOVSKY DANIEL
GUZOVSKY BARRIE
REGION CODE ADDRESS : 36 MANOR LANE
02 CITY : WESTWOOD
STATE/ZIP : MA 02090
MORTGAGE AMOUNT : 420,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 419,326.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,829.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 42.00000
----------------------------------------------------------------
0 0007727290 MORTGAGORS: FISHER DARWIN
FISHER CHERYL
REGION CODE ADDRESS : 685 EAST 100 NORTH
02 CITY : LINDON
STATE/ZIP : UT 84042
MORTGAGE AMOUNT : 266,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,514.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,792.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.87900
----------------------------------------------------------------
0 0007727308 MORTGAGORS: BROOKS WELDON
BROOKS LYNNE
REGION CODE ADDRESS : 1N211 PARTRIDGE DRIVE
02 CITY : WHEATON
STATE/ZIP : IL 60188
MORTGAGE AMOUNT : 294,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,939.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,008.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727324 MORTGAGORS: NEWMAN JAMES
REGION CODE ADDRESS : 2 WIEUCA TRACE
02 CITY : ATLANTA
STATE/ZIP : GA 30342
MORTGAGE AMOUNT : 243,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,327.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,683.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 55.95800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,454,100.00
P & I AMT: 9,901.77
UPB AMT: 1,451,703.49
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 17
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727332 MORTGAGORS: SPECTOR FRANCINE
SPECTOR HENERY
REGION CODE ADDRESS : 1749 COLBERT ROAD
02 CITY : ANNAPOLIS
STATE/ZIP : MD 21401
MORTGAGE AMOUNT : 322,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,742.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,169.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 69.24700
----------------------------------------------------------------
0 0007727340 MORTGAGORS: HERALD CHRISTOPHER
HERALD MARION
REGION CODE ADDRESS : 15095 FOOTHILL ROAD
02 CITY : GOLDEN
STATE/ZIP : CO 80401
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,756.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,210.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727357 MORTGAGORS: HARRIS KENDALL
HARRIS PATRICIA
REGION CODE ADDRESS : 10987 ROGERS CIRCLE
02 CITY : DULUTH
STATE/ZIP : GA 30136
MORTGAGE AMOUNT : 513,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 512,875.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,460.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.99200
----------------------------------------------------------------
0 0007727373 MORTGAGORS: ZIELNICKI STEVEN
ZIELNICKI TAMMY
REGION CODE ADDRESS : 824 WINFAL DRIVE
02 CITY : SCHAUMBURG
STATE/ZIP : IL 60173
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,769.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,019.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 67.27200
----------------------------------------------------------------
0 0007727381 MORTGAGORS: WEIST ROBERT
WEIST SALLY
REGION CODE ADDRESS : 1040 NORTH LAKE SHORE DRIVE, UNIT #
02 CITY : CHICAGO
STATE/ZIP : IL 60611
MORTGAGE AMOUNT : 498,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 497,611.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,397.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 57.90600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,949,700.00
P & I AMT: 13,256.93
UPB AMT: 1,947,755.55
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 18
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727399 MORTGAGORS: MURRAY JAMES
MURRAY DEBORAH
REGION CODE ADDRESS : 2221 DEWES ST.
02 CITY : GLENVIEW
STATE/ZIP : IL 60025
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,585.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,807.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.10400
----------------------------------------------------------------
0 0007727407 MORTGAGORS: DUNLAP JAMES
DUNLAP REBECCA
REGION CODE ADDRESS : 26 W 250 PINEHURST DRIVE
02 CITY : WINFIELD
STATE/ZIP : IL 60190
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,582.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,751.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.26500
----------------------------------------------------------------
0 0007727415 MORTGAGORS: GALLAGHER JAMES
GALLAGHER MARY
REGION CODE ADDRESS : 1204 MICHIGAN AVE
02 CITY : WILMETTE
STATE/ZIP : IL 60091
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 449,640.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,031.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 23.80952
----------------------------------------------------------------
0 0007727449 MORTGAGORS: CALIENDO RONALD
CALIENDO VICTORIA
REGION CODE ADDRESS : 7645 W RASCHER AVE
02 CITY : CHICAGO
STATE/ZIP : IL 60656
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,793.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,878.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727456 MORTGAGORS: BENYA RICHARD
BENYA ELLEN
REGION CODE ADDRESS : 157 SCOTTSWOOD
02 CITY : RIVERSIDE
STATE/ZIP : IL 60546
MORTGAGE AMOUNT : 439,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 438,657.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,994.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.04200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,686,000.00
P & I AMT: 11,464.57
UPB AMT: 1,684,258.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 19
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727472 MORTGAGORS: SHERRETT CRAIG
KILKENNY MAXINE
REGION CODE ADDRESS : 1604 WHITE OAK COURT
02 CITY : PITTSBURGH
STATE/ZIP : PA 15237
MORTGAGE AMOUNT : 268,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,658.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,806.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007727480 MORTGAGORS: RAJYAGURU KIRIT
RAJYAGURU GITA
REGION CODE ADDRESS : 1431 E. CAPTAIN DREYFUS AVENUE
02 CITY : PHOENIX
STATE/ZIP : AZ 85022
MORTGAGE AMOUNT : 258,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 257,985.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727506 MORTGAGORS: JAHAN JOHN
NOORAEE SAMIRA
REGION CODE ADDRESS : 7136 N CAMINO SIN VACAS
02 CITY : TUCSON
STATE/ZIP : AZ 85718
MORTGAGE AMOUNT : 285,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,554.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,944.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007727522 MORTGAGORS: EPPEN PETER
EPPEN DIANE
REGION CODE ADDRESS : 2455 DERBY DR
02 CITY : POWELL
STATE/ZIP : OH 43065
MORTGAGE AMOUNT : 251,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,597.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,691.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 77.96200
----------------------------------------------------------------
0 0007727530 MORTGAGORS: FRAZHO EDWARD
FRAZHO ANITA
REGION CODE ADDRESS : 5550 E SILVER DUST PL
02 CITY : TUCSON
STATE/ZIP : AZ 85750
MORTGAGE AMOUNT : 235,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 234,632.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,603.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 67.14200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,297,600.00
P & I AMT: 8,786.15
UPB AMT: 1,295,427.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 20
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727548 MORTGAGORS: FARMER LAMONT
REGION CODE ADDRESS : 3533 CARLTON SQUARE PLACE
02 CITY : RALEIGH
STATE/ZIP : NC 27612
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,595.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,697.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 53.61700
----------------------------------------------------------------
0 0007727555 MORTGAGORS: PERNIKOFF DAVID
PERNIKOFF JULIENNE
REGION CODE ADDRESS : 328 CABIN GROVE LN
02 CITY : ST LOUIS
STATE/ZIP : MO 63141
MORTGAGE AMOUNT : 438,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 437,649.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,950.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 71.68500
----------------------------------------------------------------
0 0007727563 MORTGAGORS: FOSTER JAMES
MCCORMACK-FOSTER KATHLEEN
REGION CODE ADDRESS : 16431 EAST BERRY PLACE
02 CITY : AURORA
STATE/ZIP : CO 80015
MORTGAGE AMOUNT : 338,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 337,856.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,308.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727571 MORTGAGORS: ALCORN ROBERT
ALCORN KITTI
REGION CODE ADDRESS : 141 PORTERFIELD DR
02 CITY : EATONTON
STATE/ZIP : GA 31024
MORTGAGE AMOUNT : 512,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 511,178.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,449.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 73.14200
----------------------------------------------------------------
0 0007727597 MORTGAGORS: ZERBE DARELL
ZERBE JEANNE
REGION CODE ADDRESS : 342 RAVINE ROAD
02 CITY : HINSDALE
STATE/ZIP : IL 60521
MORTGAGE AMOUNT : 373,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 372,615.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,545.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.34482
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,913,600.00
P & I AMT: 12,952.46
UPB AMT: 1,910,896.44
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 21
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727613 MORTGAGORS: PERRIN JULIE
PERRIN CRAIG
REGION CODE ADDRESS : 17820 HICKORY MOSS PL
02 CITY : TAMPA
STATE/ZIP : FL 33647
MORTGAGE AMOUNT : 242,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 241,621.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,650.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.06400
----------------------------------------------------------------
0 0007727639 MORTGAGORS: KELLY STUART
KELLY JILL
REGION CODE ADDRESS : 4 SONNEBORN LN
02 CITY : SEVERNA PARK
STATE/ZIP : MD 21146
MORTGAGE AMOUNT : 389,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 388,890.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,657.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.70099
----------------------------------------------------------------
0 0007727654 MORTGAGORS: MEYER G
REGION CODE ADDRESS : 1800 BLUEBELL AVENUE
02 CITY : BOULDER
STATE/ZIP : CO 80302
MORTGAGE AMOUNT : 246,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 245,798.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,636.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 67.39700
----------------------------------------------------------------
0 0007727670 MORTGAGORS: DUARA PRASENJIT
DUARA JULIETTE
REGION CODE ADDRESS : 5718 S KIMARK AVE
02 CITY : CHICAGO
STATE/ZIP : IL 60637
MORTGAGE AMOUNT : 322,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,761.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,251.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007727688 MORTGAGORS: LYDENS ANDREW
LYDENS SARA
REGION CODE ADDRESS : 94 WILLOWLEAF DRIVE
02 CITY : LITTLETON
STATE/ZIP : CO 80127
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,760.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,021.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.81200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,499,500.00
P & I AMT: 10,217.23
UPB AMT: 1,497,831.21
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 22
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727696 MORTGAGORS: CARLTON GREGORY
CARLTON DIANE
REGION CODE ADDRESS : 14063 E. FAIR AVENUE
02 CITY : ENGLEWOOD
STATE/ZIP : CO 80111
MORTGAGE AMOUNT : 368,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 367,193.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,448.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727704 MORTGAGORS: MOYER JOHN
MOYER AIMEE
REGION CODE ADDRESS : 1010 MEADOWBROOK LANE
02 CITY : DEERFIELD
STATE/ZIP : IL 60015
MORTGAGE AMOUNT : 415,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 414,366.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,866.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 62.87800
----------------------------------------------------------------
0 0007727712 MORTGAGORS: SBERNA CEDRIC
REGION CODE ADDRESS : 2030 TRENTON RD
02 CITY : LIBERTYVILLE
STATE/ZIP : IL 60048
MORTGAGE AMOUNT : 295,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,775.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,037.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 54.62963
----------------------------------------------------------------
0 0007727738 MORTGAGORS: KOOLEY DAWN
REGION CODE ADDRESS : 224 POINT FOSDICK DR NW
02 CITY : GIG HARBER
STATE/ZIP : WA 98335
MORTGAGE AMOUNT : 351,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,345.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,488.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 63.92700
----------------------------------------------------------------
0 0007727746 MORTGAGORS: ZANE BARRY
ZANE SHARON
REGION CODE ADDRESS : 28 MOUNTAIN LAUREL DRIVE
02 CITY : LITTLETON
STATE/ZIP : CO 80127
MORTGAGE AMOUNT : 272,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,674.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,856.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 63.27900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,701,700.00
P & I AMT: 11,696.92
UPB AMT: 1,699,355.53
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 23
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727753 MORTGAGORS: ROBINSON PAUL
ROBINSON TRACY
REGION CODE ADDRESS : 1545 WINDY HILL DR
02 CITY : NORTHBROOK
STATE/ZIP : IL 60062
MORTGAGE AMOUNT : 475,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 474,238.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,200.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 61.68800
----------------------------------------------------------------
0 0007727761 MORTGAGORS: BUNN JAMES
BUNN DEBBY
REGION CODE ADDRESS : 1670 KENBROOK TRACE
02 CITY : ACWORTH
STATE/ZIP : GA 30101
MORTGAGE AMOUNT : 247,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 246,622.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,705.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 68.04400
----------------------------------------------------------------
0 0007727779 MORTGAGORS: SHEILD PETE
SHEILD WANDA
REGION CODE ADDRESS : 752 ROYAL TROON COURT
02 CITY : OCONOMOWOC
STATE/ZIP : WI 53066
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,687.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,728.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727787 MORTGAGORS: DOKOS JAMES
DOKOS CHRISTINA
REGION CODE ADDRESS : 2605 BUCKINGHAM PLACE
02 CITY : BROOKFIELD
STATE/ZIP : WI 53045
MORTGAGE AMOUNT : 536,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 535,161.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,656.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727795 MORTGAGORS: PARKER DAVID
PARKER MICHELE
REGION CODE ADDRESS : 34139 WATERVILLE LAKE ROAD
02 CITY : OCONOMOWOC
STATE/ZIP : WI 53066
MORTGAGE AMOUNT : 283,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,578.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,978.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.47300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,941,000.00
P & I AMT: 13,270.09
UPB AMT: 1,938,288.78
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 24
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727803 MORTGAGORS: EDMAN THOMAS
EDMAN AININ
REGION CODE ADDRESS : 4376 PARK COURT
02 CITY : BOULDER
STATE/ZIP : CO 80301
MORTGAGE AMOUNT : 257,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 256,804.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,775.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.63100
----------------------------------------------------------------
0 0007727811 MORTGAGORS: GREEN CHARLES
GREEN JILL
REGION CODE ADDRESS : 475 SUNSET TERRACE
02 CITY : LAKE BLUFF
STATE/ZIP : IL 60044
MORTGAGE AMOUNT : 278,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,783.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.50000
----------------------------------------------------------------
0 0007727829 MORTGAGORS: GROFF DIANE
REGION CODE ADDRESS : 645 FILLMORE STREET
02 CITY : DENVER
STATE/ZIP : CO 80206
MORTGAGE AMOUNT : 283,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,767.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,955.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007727837 MORTGAGORS: MARTINEZ JOSEPH
MARTINEZ BARBARA
REGION CODE ADDRESS : 945 SOUTH UNIVERSITY
02 CITY : DENVER
STATE/ZIP : CO 80209
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,765.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.28900
----------------------------------------------------------------
0 0007727845 MORTGAGORS: LASKER MARK
REGION CODE ADDRESS : 64 ISLANDERS RETREAT
02 CITY : SAVANNAH
STATE/ZIP : GA 31411
MORTGAGE AMOUNT : 480,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 479,616.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,233.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,598,200.00
P & I AMT: 10,907.86
UPB AMT: 1,596,737.39
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 25
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727852 MORTGAGORS: JAYNES CHRISTOPHER
JAYNES AMY
REGION CODE ADDRESS : 7234 S OLIVE WAY
02 CITY : ENGLEWOOD
STATE/ZIP : CO 80112
MORTGAGE AMOUNT : 227,155.00 OPTION TO CONVERT :
UNPAID BALANCE : 226,781.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,511.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.70300
----------------------------------------------------------------
0 0007727878 MORTGAGORS: WHITING MARK
WHITING NICOLE
REGION CODE ADDRESS : 2535 FOREST COURT
02 CITY : LINDENHURST
STATE/ZIP : IL 60046
MORTGAGE AMOUNT : 280,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 280,226.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,914.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.90411
----------------------------------------------------------------
0 0007727886 MORTGAGORS: GIMPEL GUIY
GIMPEL JOETTA
REGION CODE ADDRESS : 6190 MASTERS CLUB DRIVE
02 CITY : SUWANEE
STATE/ZIP : GA 30174
MORTGAGE AMOUNT : 278,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,783.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.58400
----------------------------------------------------------------
0 0007727894 MORTGAGORS: ROSE RONALD
ROSE DELSA
REGION CODE ADDRESS : 783 EAST HUNTINGTON DRIVE
02 CITY : HIGHLANDS RANCH
STATE/ZIP : CO 80126
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,814.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,685.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 77.46000
----------------------------------------------------------------
0 0007727902 MORTGAGORS: STARKE E
PAYESKIE LORI
REGION CODE ADDRESS : 181 ASH WAY
02 CITY : DOYLESTOWN
STATE/ZIP : PA 18901
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,769.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,019.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 65.77700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,325,855.00
P & I AMT: 9,027.08
UPB AMT: 1,324,375.03
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 26
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727910 MORTGAGORS: LOUDEN MITCHELL
LOUDEN LINDA
REGION CODE ADDRESS : 2059 EAST HACKAMORE STREET
02 CITY : MESA
STATE/ZIP : AZ 85213
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,577.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007727928 MORTGAGORS: KAYZAR GEORGE
KAYZAR KATHARINA
REGION CODE ADDRESS : 11512 EAST DESERT HOLLY DRIVE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85255
MORTGAGE AMOUNT : 261,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,310.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,829.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.69800
----------------------------------------------------------------
0 0007727936 MORTGAGORS: MOSELEY WILLIAM
MOSELEY JANET
REGION CODE ADDRESS : 8685 EAST ASTER DRIVE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85260
MORTGAGE AMOUNT : 306,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,521.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,087.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007727944 MORTGAGORS: GOUIN DEAN
GOUIN BETH
REGION CODE ADDRESS : 3728 CAYMAN PLACE
02 CITY : BOULDER
STATE/ZIP : CO 80301
MORTGAGE AMOUNT : 293,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,476.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,028.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.32000
----------------------------------------------------------------
0 0007727951 MORTGAGORS: ULIGIAN JEFFREY
ULIGIAN SAUNDRA
REGION CODE ADDRESS : 1302 ISLEWORTH DR
02 CITY : LOUISVILLE
STATE/ZIP : KY 40245
MORTGAGE AMOUNT : 270,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,533.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,824.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.28200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,402,150.00
P & I AMT: 9,611.78
UPB AMT: 1,400,418.98
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 27
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007727969 MORTGAGORS: CAPRA PETER
CAPRA NANCY
REGION CODE ADDRESS : 6655 WEST PRENTICE AVENUE
02 CITY : LAKEWOOD
STATE/ZIP : CO 80227
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 449,631.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,993.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 55.55500
----------------------------------------------------------------
0 0007727977 MORTGAGORS: CARTER LOUIE
REGION CODE ADDRESS : 1071 LINGER LONGER RD
02 CITY : GREENSBORO
STATE/ZIP : GA 30642
MORTGAGE AMOUNT : 468,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 467,625.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,153.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 52.00000
----------------------------------------------------------------
0 0007734312 MORTGAGORS: TALREJA ROSHAN
TALREJA ELFIE
REGION CODE ADDRESS : 2352 HAVERSHAM CLOSE
02 CITY : VIRGINIA BEACH
STATE/ZIP : VA 23454
MORTGAGE AMOUNT : 383,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 383,178.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,683.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 56.85100
----------------------------------------------------------------
0 0007734320 MORTGAGORS: WHOBREY GENE
REGION CODE ADDRESS : LOT #10 SANCTUARY POND ROAD
02 CITY : COHASSET
STATE/ZIP : MA 02025
MORTGAGE AMOUNT : 435,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 434,552.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,042.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734338 MORTGAGORS: SMITH SCOTT
REGION CODE ADDRESS : 18762 ASHFORD LANE
02 CITY : HUNTINGTON BEACH
STATE/ZIP : CA 92648
MORTGAGE AMOUNT : 259,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,492.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,749.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,996,650.00
P & I AMT: 13,622.75
UPB AMT: 1,994,479.82
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 28
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734353 MORTGAGORS: WILLETT JEFFREY
WILLETT LISA
REGION CODE ADDRESS : 705 ACHILLES COURT
02 CITY : VIRGINIA BEACH
STATE/ZIP : VA 23464
MORTGAGE AMOUNT : 150,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 149,831.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,023.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734361 MORTGAGORS: MCCLAREN BRANDON
REGION CODE ADDRESS : 12913 HONEY LOCUST CIRCLE
02 CITY : EULESS
STATE/ZIP : TX 76040
MORTGAGE AMOUNT : 103,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 103,284.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 696.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.96700
----------------------------------------------------------------
0 0007734379 MORTGAGORS: MCDANIEL JEFFREY
MCDANIEL KAREN
REGION CODE ADDRESS : 13809 SPIRIT TRAIL PLACE N.E.
02 CITY : ALBUQUERQUE
STATE/ZIP : NM 87112
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,605.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734387 MORTGAGORS: MCMANAMON DAVID
MCMANAMON MELEAH
REGION CODE ADDRESS : 12221 251ST AVENUE SOUTHEAST
02 CITY : MONROE
STATE/ZIP : WA 98272
MORTGAGE AMOUNT : 261,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,611.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,824.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007734395 MORTGAGORS: FITZGERALD BRIAN
FITZGERALD KIMBERLY
REGION CODE ADDRESS : 10750 3RD AVENUE NORTHWEST
02 CITY : SEATTLE
STATE/ZIP : WA 98177
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,786.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,729.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,026,450.00
P & I AMT: 6,994.08
UPB AMT: 1,025,119.73
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 29
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734403 MORTGAGORS: KIKER STEVEN
KIKER DENISE
REGION CODE ADDRESS : 12029 HEATHER DOWN DRIVE
02 CITY : HERNDON
STATE/ZIP : VA 20170
MORTGAGE AMOUNT : 170,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 169,355.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,105.22 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 04/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734411 MORTGAGORS: KOSEGI MICHAEL
KOSEGI CHARLENE
REGION CODE ADDRESS : 3116 DAWNELE COURT
02 CITY : LEBANON
STATE/ZIP : OH 45036
MORTGAGE AMOUNT : 180,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 180,523.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,248.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.68300
----------------------------------------------------------------
0 0007734429 MORTGAGORS: CURRAN KEVIN
CURRAN LEE
REGION CODE ADDRESS : 42 WESTBURY DRIVE
02 CITY : SPARTA
STATE/ZIP : NJ 07871
MORTGAGE AMOUNT : 316,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 315,759.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734437 MORTGAGORS: LINDSLEY HERBERT
LINDSLEY KIM
REGION CODE ADDRESS : 22 CHEYENNE TRAIL
02 CITY : SPARTA
STATE/ZIP : NJ 07871
MORTGAGE AMOUNT : 367,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 366,720.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,534.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.79900
----------------------------------------------------------------
0 0007734445 MORTGAGORS: SCHULMAN DAVID
SCHULMAN BETH
REGION CODE ADDRESS : 57 THREEPENCE DRIVE
02 CITY : MELVILLE
STATE/ZIP : NY 11747
MORTGAGE AMOUNT : 424,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 423,660.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,856.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,458,200.00
P & I AMT: 9,927.86
UPB AMT: 1,456,020.66
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 30
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734452 MORTGAGORS: HUDSON MICHAEL
REGION CODE ADDRESS : 20902 TIMBER RIDGE DRIVE
02 CITY : MAGNOLIA
STATE/ZIP : TX 77355
MORTGAGE AMOUNT : 307,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 306,225.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,410.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/18
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 78.94800
----------------------------------------------------------------
0 0007734460 MORTGAGORS: DAUGHERTY ELBERT
DAUGHERTY KAREN
REGION CODE ADDRESS : 10 LAKEVIEW PLACE
02 CITY : HOUSTON
STATE/ZIP : TX 77070
MORTGAGE AMOUNT : 237,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 237,414.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,620.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734478 MORTGAGORS: ROBERTS JOHN
ROBERTS ELAINE
REGION CODE ADDRESS : 211 WEDGEWOOD
02 CITY : MONTGOMERY
STATE/ZIP : TX 77356
MORTGAGE AMOUNT : 270,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,183.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,821.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 77.81200
----------------------------------------------------------------
0 0007734494 MORTGAGORS: ROGERS JOHN
REGION CODE ADDRESS : 960 KANAKOU PLACE
02 CITY : HONOLULU
STATE/ZIP : HI 96825
MORTGAGE AMOUNT : 520,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 519,145.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,459.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734502 MORTGAGORS: QUENTO THOMAS
QUENTO TERESA
REGION CODE ADDRESS : 1848 AVENIDA MARTINA
02 CITY : ROSEVILLE
STATE/ZIP : CA 95747
MORTGAGE AMOUNT : 200,850.00 OPTION TO CONVERT :
UNPAID BALANCE : 200,527.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,353.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.98400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,536,750.00
P & I AMT: 10,665.65
UPB AMT: 1,533,496.50
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 31
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734528 MORTGAGORS: BRYANT JAMES
BRYANT CHERYL
REGION CODE ADDRESS : 28951 233RD AVENUE SOUTHEAST
02 CITY : BLACK DIAMOND
STATE/ZIP : WA 98010
MORTGAGE AMOUNT : 267,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,319.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,827.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99700
----------------------------------------------------------------
0 0007734536 MORTGAGORS: WRIGHT TERESA
LINDELL-WRIGHT LYNNE
REGION CODE ADDRESS : 1706 ALAMEDA AVENUE
02 CITY : ALAMEDA
STATE/ZIP : CA 94501
MORTGAGE AMOUNT : 278,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,582.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,901.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734544 MORTGAGORS: STERN RALPH
GREENBERG ALICE
REGION CODE ADDRESS : 1 RIDGECREST TERRACE
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 504,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 503,596.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,395.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 59.29400
----------------------------------------------------------------
0 0007734551 MORTGAGORS: EVELAND R.
EVELAND LINDA
REGION CODE ADDRESS : 63 EDGEWOOD DRIVE
02 CITY : FLORHAM PARK
STATE/ZIP : NJ 07932
MORTGAGE AMOUNT : 262,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,395.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,791.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 94.99000
----------------------------------------------------------------
0 0007734577 MORTGAGORS: MOLINARE LOUREN
MOLINARE JULIE
REGION CODE ADDRESS : 25339 VIA TELINO,VALENCIA AREA,
02 CITY : SANTA CLARITA
STATE/ZIP : CA 91355
MORTGAGE AMOUNT : 196,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 196,484.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,325.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,510,150.00
P & I AMT: 10,242.64
UPB AMT: 1,508,378.00
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 32
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734585 MORTGAGORS: MARKERT EDWARD
CANZANO MICHELLE
REGION CODE ADDRESS : 73 WASHINGTON PARK
02 CITY : NEWTON
STATE/ZIP : MA 02158
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,350.45 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007734593 MORTGAGORS: BRANDEMUHL GARY
BRANDEMUHL JUDY
REGION CODE ADDRESS : 2086 SUNNYBROOK DR
02 CITY : GREEN BAY
STATE/ZIP : WI 54313
MORTGAGE AMOUNT : 287,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,071.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,010.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 85.82000
----------------------------------------------------------------
0 0007734601 MORTGAGORS: MARSHALL JOHN
MARSHALL PATRICIA
REGION CODE ADDRESS : 7305 WOODRUSH COURT
02 CITY : ELKRIDGE
STATE/ZIP : MD 21227
MORTGAGE AMOUNT : 257,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 256,804.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,775.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.59327
----------------------------------------------------------------
0 0007734619 MORTGAGORS: ROCKVAM LELAND
FOLEY-ROCKVAM CATHERINE
REGION CODE ADDRESS : 18402 FAIRWEATHER DRIVE
02 CITY : OLNEY
STATE/ZIP : MD 20832
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,803.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734627 MORTGAGORS: BRICKER JEFFREY
BRICKER SHARON
REGION CODE ADDRESS : 3 EBERSBACH LANE
02 CITY : ROSELAND
STATE/ZIP : NJ 07068
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,804.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,705.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.12500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,396,500.00
P & I AMT: 9,597.45
UPB AMT: 1,394,835.19
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 33
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734643 MORTGAGORS: WOOD EDMUND
REGION CODE ADDRESS : 18761-104 CAMINITO PASADERO
02 CITY : SAN DIEGO
STATE/ZIP : CA 92128
MORTGAGE AMOUNT : 241,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 240,831.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,665.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 94.99800
----------------------------------------------------------------
0 0007734650 MORTGAGORS: CHRVALA FRED
CHRVALA MARY
REGION CODE ADDRESS : 17120 WOODSON VIEW LANE
02 CITY : RAMONA
STATE/ZIP : CA 92065
MORTGAGE AMOUNT : 285,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,468.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,992.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 67.05800
----------------------------------------------------------------
0 0007734668 MORTGAGORS: RAFIZADEH HAMID
RAFIZADEH PARISA
REGION CODE ADDRESS : 259 CAMINO TABLERO
02 CITY : ESCONDIDO
STATE/ZIP : CA 92029
MORTGAGE AMOUNT : 361,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 360,938.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,343.07 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
0 0007734676 MORTGAGORS: LYNAM SHAWN
REGION CODE ADDRESS : 11482 TREE HOLLOW LANE
02 CITY : SAN DIEGO
STATE/ZIP : CA 92128
MORTGAGE AMOUNT : 268,550.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,086.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,741.82 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 79.99700
----------------------------------------------------------------
0 0007734684 MORTGAGORS: GRODZICKI CHRISTOPHER
GRODZICKI LISA
REGION CODE ADDRESS : 12750 EASTRIDGE COURT
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 337,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 337,336.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,303.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.72700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,493,600.00
P & I AMT: 10,046.60
UPB AMT: 1,491,662.06
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 34
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734692 MORTGAGORS: KLEYMANN LORI
REGION CODE ADDRESS : 2121 RIM ROCK DRIVE
02 CITY : KELLER
STATE/ZIP : TX 76248
MORTGAGE AMOUNT : 75,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 75,828.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 511.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.98900
----------------------------------------------------------------
0 0007734700 MORTGAGORS: EVITTS TIM
EVITTS CHRISTINA
REGION CODE ADDRESS : 6101 EAST OAKBROOK STREET
02 CITY : LONG BEACH
STATE/ZIP : CA 90815
MORTGAGE AMOUNT : 166,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 165,752.83 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,160.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734718 MORTGAGORS: DE BENE WILLIAM
DE BENE LINDA
REGION CODE ADDRESS : 4120 WHISPERING OAKS LANE
02 CITY : DANVILLE
STATE/ZIP : CA 94506
MORTGAGE AMOUNT : 263,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,499.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,816.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 47.81800
----------------------------------------------------------------
0 0007734726 MORTGAGORS: HERNANDEZ JAMES
HERNANDEZ TAMMY
REGION CODE ADDRESS : 2609 PAXTON AVENUE
02 CITY : PALMDALE
STATE/ZIP : CA 93551
MORTGAGE AMOUNT : 105,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 105,577.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 721.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007734734 MORTGAGORS: WILL MICHAEL
WILL DEBRA
REGION CODE ADDRESS : 18304 BLUEBELL LANE
02 CITY : OLNEY
STATE/ZIP : MD 20832
MORTGAGE AMOUNT : 283,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,672.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,912.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 894,600.00
P & I AMT: 6,122.97
UPB AMT: 893,331.09
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 35
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734742 MORTGAGORS: MCCORMICK ERIN
MCCORMICK J.
REGION CODE ADDRESS : 5 NYE ROAD
02 CITY : MEDFIELD
STATE/ZIP : MA 02052
MORTGAGE AMOUNT : 310,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 310,163.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,143.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734759 MORTGAGORS: AMIRI SIROOS
AMIRI PARVIN
REGION CODE ADDRESS : 5020 E. W.T. HARRIS BLVD.
02 CITY : CHARLOTTE
STATE/ZIP : NC 28215
MORTGAGE AMOUNT : 89,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 89,530.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 611.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734775 MORTGAGORS: REINER JEFFREY
REINER SUSAN
REGION CODE ADDRESS : 1851 HILL DRIVE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90041
MORTGAGE AMOUNT : 295,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,969.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,013.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.78700
----------------------------------------------------------------
0 0007734809 MORTGAGORS: BENNETT BRADLEY
BENNETT BARBARA
REGION CODE ADDRESS : 13102 PRINCEVILLE COURT
02 CITY : SILVER SPRING
STATE/ZIP : MD 20904
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,786.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,933.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.47800
----------------------------------------------------------------
0 0007734817 MORTGAGORS: CROSSMAN H.
CROSSMAN MULVINA
REGION CODE ADDRESS : 14600 JAYSTONE DRIVE
02 CITY : SILVER SPRING
STATE/ZIP : MD 20905
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,609.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,768.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,231,200.00
P & I AMT: 8,470.91
UPB AMT: 1,230,059.76
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 36
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734833 MORTGAGORS: LINDEMAN DONALD
LINDEMAN ROSLYN
REGION CODE ADDRESS : 2830 ANAHEIM STREET
02 CITY : ESCONDIDO
STATE/ZIP : CA 92025
MORTGAGE AMOUNT : 367,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 366,924.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,445.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734841 MORTGAGORS: BRADLEY DARLENE
REGION CODE ADDRESS : 5517 CARRY BACK DRIVE
02 CITY : BURLINGTON
STATE/ZIP : KY 41005
MORTGAGE AMOUNT : 124,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 123,810.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 856.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734858 MORTGAGORS: GORHAM JOSHUA
GORHAM TAMRIN
REGION CODE ADDRESS : 11528 VILLAGE RIDGE ROAD
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 253,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 253,611.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,774.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007734866 MORTGAGORS: CHANEY RONNI
CHANEY ANGELA
REGION CODE ADDRESS : 1710 LAKE BLUFF DRIVE
02 CITY : GARLAND
STATE/ZIP : TX 75043
MORTGAGE AMOUNT : 151,550.00 OPTION TO CONVERT :
UNPAID BALANCE : 151,428.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,021.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99500
----------------------------------------------------------------
0 0007734874 MORTGAGORS: SWEENEY JAMES
SWEENEY MURIEL
REGION CODE ADDRESS : 387 RIVER STREET
02 CITY : NORWELL
STATE/ZIP : MA 02061
MORTGAGE AMOUNT : 348,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 347,748.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,463.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 89.80600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,244,950.00
P & I AMT: 8,560.87
UPB AMT: 1,243,523.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 37
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734882 MORTGAGORS: KINGSBURY STEVEN
WEXLER MARILYN
REGION CODE ADDRESS : 9 GILBERT HEIGHTS ROAD
02 CITY : MARBLEHEAD
STATE/ZIP : MA 01945
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,301.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,181.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 54.26000
----------------------------------------------------------------
0 0007734890 MORTGAGORS: YUTKOWITZ CAROL
REGION CODE ADDRESS : 8 WILDWOOD ROAD
02 CITY : LEXINGTON
STATE/ZIP : MA 02173
MORTGAGE AMOUNT : 268,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,579.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,788.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734908 MORTGAGORS: GEFFKEN DANIEL
FINGOLD BRENDA
REGION CODE ADDRESS : 3 CARBERRY LANE
02 CITY : MILTON
STATE/ZIP : MA 02186
MORTGAGE AMOUNT : 425,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 424,567.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,899.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.40600
----------------------------------------------------------------
0 0007734916 MORTGAGORS: KARP SYDNEY
KARP MELINDA
REGION CODE ADDRESS : 14 CAPTAIN HANDLEY ROAD
02 CITY : ACTON
STATE/ZIP : MA 01720
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,771.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,072.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.58800
----------------------------------------------------------------
0 0007734924 MORTGAGORS: LAUFER JONAH
LAUFER PAMELA
REGION CODE ADDRESS : 28 MARSHALL PATH
02 CITY : ACTON
STATE/ZIP : MA 01720
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,553.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,097.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 45.71400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,605,800.00
P & I AMT: 11,038.82
UPB AMT: 1,603,773.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 38
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734932 MORTGAGORS: DEDYO JOHN
CLONEY SHANNON
REGION CODE ADDRESS : 1059 ROUTE 9W
02 CITY : UPPER GRANDVIEW
STATE/ZIP : NY 10960
MORTGAGE AMOUNT : 484,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 483,622.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,301.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007734940 MORTGAGORS: SCHER CRAIG
SCHER CAROL
REGION CODE ADDRESS : 28 ROCKRIDGE DR
02 CITY : RYE BROOK
STATE/ZIP : NY 10573
MORTGAGE AMOUNT : 301,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 301,227.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,058.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007734965 MORTGAGORS: VARGA WILLIAM
VARGA KIMBERLY
REGION CODE ADDRESS : 55 CRYSTAL RIDGE ROAD
02 CITY : COTUIT
STATE/ZIP : MA 02632
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,785.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,947.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 66.35200
----------------------------------------------------------------
0 0007734973 MORTGAGORS: KREBS ANDREW
KREBS LAURIE
REGION CODE ADDRESS : 5025 LINKSLAND DRIVE
02 CITY : HOLLY SPRINGS
STATE/ZIP : NC 27540
MORTGAGE AMOUNT : 215,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 215,735.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,491.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
0 0007734981 MORTGAGORS: JOHNSON STEPHEN
JOHNSON ELLEN
REGION CODE ADDRESS : 5 LAKEVIEW COURT
02 CITY : HUNTINGTON
STATE/ZIP : NY 11743
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,759.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,101.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,591,600.00
P & I AMT: 10,899.86
UPB AMT: 1,590,131.12
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 39
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007734999 MORTGAGORS: RALPH STEPHEN
RALPH SALMA
REGION CODE ADDRESS : OLD FIELD ROAD
02 CITY : SETAUKET
STATE/ZIP : NY 11733
MORTGAGE AMOUNT : 310,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 309,201.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,984.97 OUTSIDE CONV DATE :
LIFETIME RATE : 6.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.62500 PRODUCT CODE : 002
LTV : 63.00800
----------------------------------------------------------------
0 0007735004 MORTGAGORS: EDGERTON VICTOR
EDGERTON MONICA
REGION CODE ADDRESS : 2200 LINDA FLORA DR.
02 CITY : LOS ANGELES
STATE/ZIP : CA 90077
MORTGAGE AMOUNT : 350,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,556.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,391.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 49.02000
----------------------------------------------------------------
0 0007735012 MORTGAGORS: SCHMIDT ROLAND
SCHMIDT CHARLENE
REGION CODE ADDRESS : 14110 RED ROCK COURT
02 CITY : AUBURN
STATE/ZIP : CA 95602
MORTGAGE AMOUNT : 580,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 579,048.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,956.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 77.33300
----------------------------------------------------------------
0 0007735020 MORTGAGORS: STOKKE KEVIN
REGION CODE ADDRESS : 1519 CHALUPA PLACE
02 CITY : DAVIS
STATE/ZIP : CA 95616
MORTGAGE AMOUNT : 513,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 511,570.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,499.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.44100
----------------------------------------------------------------
0 0007735038 MORTGAGORS: FRENZNICK DAVID
FRENZNICK CARLA
REGION CODE ADDRESS : 1909 10TH AVENUE
02 CITY : SACRAMENTO
STATE/ZIP : CA 95818
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,790.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,971.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,035,500.00
P & I AMT: 13,803.99
UPB AMT: 2,031,166.98
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 40
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735046 MORTGAGORS: MEE-LEE DAVID
MEE-LEE MARCIA
REGION CODE ADDRESS : 4228 BOXELDER PLACE
02 CITY : DAVIS
STATE/ZIP : CA 95616
MORTGAGE AMOUNT : 341,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 340,927.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,298.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735053 MORTGAGORS: THOMAS KATHLEEN
REGION CODE ADDRESS : 9205 STOLLWOOD COURT
02 CITY : GRANITE BAY
STATE/ZIP : CA 95746
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,618.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,726.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.61700
----------------------------------------------------------------
0 0007735061 MORTGAGORS: GOSS BEN
GOSS CYNTHIA
REGION CODE ADDRESS : 3351 CHESAPEAKE BAY AVENUE
02 CITY : DAVIS
STATE/ZIP : CA 95616
MORTGAGE AMOUNT : 279,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,663.22 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,903.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99400
----------------------------------------------------------------
0 0007735079 MORTGAGORS: DIETRICH PETER
DIETRICH SANDRA
REGION CODE ADDRESS : 43029 MONTGOMERY AVENUE
02 CITY : DAVIS
STATE/ZIP : CA 95616
MORTGAGE AMOUNT : 458,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 458,542.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,130.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.42400
----------------------------------------------------------------
0 0007735087 MORTGAGORS: GOFF M.
GOFF MARILYN
REGION CODE ADDRESS : 4484 BARNETT RANCH ROAD
02 CITY : SHINGLE SPRINGS
STATE/ZIP : CA 95682
MORTGAGE AMOUNT : 273,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 272,572.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,862.35 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,602,200.00
P & I AMT: 10,922.24
UPB AMT: 1,600,323.52
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 41
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735095 MORTGAGORS: SHAKELY THOMAS
SHAKELY ROBIN
REGION CODE ADDRESS : 5212 WHISPER OAKS LANE
02 CITY : CARMICHAEL
STATE/ZIP : CA 95608
MORTGAGE AMOUNT : 247,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,212.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,689.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.98900
----------------------------------------------------------------
0 0007735103 MORTGAGORS: KENDALL RANDEL
KENDALL JUDY
REGION CODE ADDRESS : 8356 EAST HIDDEN LAKES DRIVE
02 CITY : GRANITE BAY
STATE/ZIP : CA 95746
MORTGAGE AMOUNT : 316,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 316,065.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,211.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.99400
----------------------------------------------------------------
0 0007735137 MORTGAGORS: KENDRA KEVIN
KENDRA JENNIFER
REGION CODE ADDRESS : 25 GORDON STREET
02 CITY : SCARSDALE
STATE/ZIP : NY 10583
MORTGAGE AMOUNT : 352,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,462.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,431.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735178 MORTGAGORS: PHILLIPS JEFFREY
OPACIUCH JOSEPHINE
REGION CODE ADDRESS : 922 OLD POST ROAD
02 CITY : BEDFORD
STATE/ZIP : NY 10506
MORTGAGE AMOUNT : 297,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 296,859.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,105.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007735186 MORTGAGORS: PETROZZINI J.
PETROZZINI JILL
REGION CODE ADDRESS : 414 HARTUNG DRIVE
02 CITY : WYCKOFF
STATE/ZIP : NJ 07481
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,298.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,684.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 58.82300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,463,400.00
P & I AMT: 10,121.86
UPB AMT: 1,460,897.92
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 42
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735210 MORTGAGORS: PAANANEN ORMAN
PAANANEN JEAN
REGION CODE ADDRESS : 1804 VALDEZ DRIVE N.E.
02 CITY : ALBUQUERQUE
STATE/ZIP : NM 87112
MORTGAGE AMOUNT : 164,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 164,442.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,123.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
0 0007735228 MORTGAGORS: MALLEN EUGENE
MALLEN JOAN
REGION CODE ADDRESS : 32 CALLE CORVO
02 CITY : PLACITAS
STATE/ZIP : NM 87043
MORTGAGE AMOUNT : 279,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,976.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,881.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735244 MORTGAGORS: TABER CLIFFORD
TABER NANCY
REGION CODE ADDRESS : 4 MALLES ROAD
02 CITY : TIJERAS
STATE/ZIP : NM 87059
MORTGAGE AMOUNT : 86,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 85,838.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 572.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 57.33300
----------------------------------------------------------------
0 0007735251 MORTGAGORS: SEEBER EDWARD
SEEBER KAREN
REGION CODE ADDRESS : 1495 BERENDA PLACE
02 CITY : EL CAJON
STATE/ZIP : CA 92020
MORTGAGE AMOUNT : 212,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 211,834.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,446.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735269 MORTGAGORS: MUELLER REINHOLD
MENDE-MUELLER LIANE
REGION CODE ADDRESS : 10309 PINECASTLE STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 289,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,321.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,953.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 76.30900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,031,800.00
P & I AMT: 6,976.09
UPB AMT: 1,030,413.57
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 43
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735277 MORTGAGORS: THOMPSON JASON
THOMPSON RAMONA
REGION CODE ADDRESS : 1550 DOVERFIELD AVENUE
02 CITY : HACIENDA HEIGHTS
STATE/ZIP : CA 91745
MORTGAGE AMOUNT : 165,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 165,347.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,143.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735285 MORTGAGORS: WITT TODD
WITT ELIZABETH
REGION CODE ADDRESS : 637 FORWARD STREET
02 CITY : LA JOLLA
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,760.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,021.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 66.66600
----------------------------------------------------------------
0 0007735293 MORTGAGORS: DEBETTENCOURT DANIEL
DEBETTENCOURT LAURIE
REGION CODE ADDRESS : 1532 FOREST VILLA LANE
02 CITY : MCLEAN
STATE/ZIP : VA 22101
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,468.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,997.69 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735301 MORTGAGORS: LORENGER MICHAEL
LORENGER CAROLINE
REGION CODE ADDRESS : 309 W. MYRTLE STREET
02 CITY : ALEXANDRIA
STATE/ZIP : VA 22301
MORTGAGE AMOUNT : 262,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,547.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,699.33 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735319 MORTGAGORS: KOWALSKI SCOTT
KOWALSKI AMY
REGION CODE ADDRESS : 1708 KENILWORTH STREET N.
02 CITY : ARLINGTON
STATE/ZIP : VA 22205
MORTGAGE AMOUNT : 219,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 219,555.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,500.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,255,500.00
P & I AMT: 8,362.05
UPB AMT: 1,253,678.87
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 44
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735327 MORTGAGORS: WETTEN MARTIN
WETTEN LOREA
REGION CODE ADDRESS : 5614 N. 8TH STREET
02 CITY : ARLINGTON
STATE/ZIP : VA 22205
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,598.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,623.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735343 MORTGAGORS: SCHLOSSER CHARLES
SCHLOSSER LINDA
REGION CODE ADDRESS : 21911 HYDE PARK DRIVE
02 CITY : ASHBURN
STATE/ZIP : VA 20147
MORTGAGE AMOUNT : 299,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,065.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,119.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.99900
----------------------------------------------------------------
0 0007735350 MORTGAGORS: JOHNSON TERRI
REGION CODE ADDRESS : 1056 ROYAL ST.
02 CITY : ALEXANDRIA
STATE/ZIP : VA 22314
MORTGAGE AMOUNT : 144,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 144,567.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 975.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735368 MORTGAGORS: OBERLIN JOHN
OBERLIN SARAH
REGION CODE ADDRESS : 10767 RIVERSCAPE RUN
02 CITY : GREAT FALLS
STATE/ZIP : VA 22066
MORTGAGE AMOUNT : 289,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,046.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,974.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 49.48700
----------------------------------------------------------------
0 0007735376 MORTGAGORS: JORDAN WILLIAM
JORDAN CATHERINE
REGION CODE ADDRESS : 48 PALMER DRIVE
02 CITY : MOORESTOWN
STATE/ZIP : NJ 08057
MORTGAGE AMOUNT : 100,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 99,245.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 716.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 41.33700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,077,800.00
P & I AMT: 7,410.07
UPB AMT: 1,075,523.77
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 45
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735392 MORTGAGORS: SHARMA ARUN
SHARMA SMITA
REGION CODE ADDRESS : 16 CORNELIUS WAY
02 CITY : CAMBRIDGE
STATE/ZIP : MA 02138
MORTGAGE AMOUNT : 164,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 164,554.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,152.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735400 MORTGAGORS: HAYES JOHN
NIKAS-HAYES BRENDA
REGION CODE ADDRESS : 78 FISHER STREET
02 CITY : WESTBOROUGH
STATE/ZIP : MA 01581
MORTGAGE AMOUNT : 137,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 137,400.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 973.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 85.93800
----------------------------------------------------------------
0 0007735418 MORTGAGORS: BLACKBOURN DAVID
BLACKBOURN DEBORAH
REGION CODE ADDRESS : 59 HANCOCK STREET
02 CITY : LEXINGTON
STATE/ZIP : MA 02420
MORTGAGE AMOUNT : 307,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 306,754.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,068.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 53.57700
----------------------------------------------------------------
0 0007735426 MORTGAGORS: QUACH LARRY
JANG ANN
REGION CODE ADDRESS : 273 SUMMERFIELD DRIVE
02 CITY : MILPITAS
STATE/ZIP : CA 95035
MORTGAGE AMOUNT : 306,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,755.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,061.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.97900
----------------------------------------------------------------
0 0007735434 MORTGAGORS: PHANINDRA SRINIVASA
DIXIT NIRUPAMA
REGION CODE ADDRESS : 2769 VINEYARD PARK COURT
02 CITY : SAN JOSE
STATE/ZIP : CA 95148
MORTGAGE AMOUNT : 286,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 285,971.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,928.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,201,500.00
P & I AMT: 8,183.62
UPB AMT: 1,200,436.01
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 46
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735442 MORTGAGORS: BONGIOVANNI CHRISTINE
REGION CODE ADDRESS : 2751 VINEYARD PARK COURT
02 CITY : SAN JOSE
STATE/ZIP : CA 95148
MORTGAGE AMOUNT : 250,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,099.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,686.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.95600
----------------------------------------------------------------
0 0007735459 MORTGAGORS: ERJAVEC MIKLAVZ
TANNER CHRISTINA
REGION CODE ADDRESS : 826 EAST GWINN PLACE
02 CITY : SEATTLE
STATE/ZIP : WA 98102
MORTGAGE AMOUNT : 329,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 326,726.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,220.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735467 MORTGAGORS: GREER JAMES
GREER RHONDA
REGION CODE ADDRESS : 23313 81ST AVENUE SOUTHEAST
02 CITY : WOODINVILLE
STATE/ZIP : WA 98072
MORTGAGE AMOUNT : 335,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 334,745.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,313.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 73.62600
----------------------------------------------------------------
0 0007735475 MORTGAGORS: JOHNSON TERRENCE
JOHNSON LAVONDA
REGION CODE ADDRESS : 7015 SOUTH CHAPPEL
02 CITY : CHICAGO
STATE/ZIP : IL 60649
MORTGAGE AMOUNT : 198,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 197,841.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,333.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007735491 MORTGAGORS: GOULDSBROUGH PAULINE
REGION CODE ADDRESS : 64 MILLER ROAD
02 CITY : SOUTH WINDSOR
STATE/ZIP : CT 06074
MORTGAGE AMOUNT : 125,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 125,311.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 898.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,238,300.00
P & I AMT: 8,453.03
UPB AMT: 1,234,724.09
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 47
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735509 MORTGAGORS: KOUKA HAMAD
KOUKA JANINE
REGION CODE ADDRESS : 29310 STILLWATER
02 CITY : FARMINGTON HILLS
STATE/ZIP : MI 48336
MORTGAGE AMOUNT : 127,850.00 OPTION TO CONVERT :
UNPAID BALANCE : 127,757.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 904.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 49.58300
----------------------------------------------------------------
0 0007735517 MORTGAGORS: HAND FRANCIS
HAND MAUREEN
REGION CODE ADDRESS : 201 QUAKER LANE
02 CITY : FAIRFIELD
STATE/ZIP : CT 06430
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,610.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,044.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007735525 MORTGAGORS: GRAYBEAL WILLIAM
GRAYBEAL CRYSTAL
REGION CODE ADDRESS : 7 BURNHAM HILL
02 CITY : WESTPORT
STATE/ZIP : CT 06880
MORTGAGE AMOUNT : 425,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 424,301.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,827.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 70.83300
----------------------------------------------------------------
0 0007735558 MORTGAGORS: REVLIN RUSSELL
REVLIN NANCY
REGION CODE ADDRESS : 943 COCOPAH DRIVE
02 CITY : SANTA BARBARA
STATE/ZIP : CA 93110
MORTGAGE AMOUNT : 321,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 320,736.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,135.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 70.54945
----------------------------------------------------------------
0 0007735566 MORTGAGORS: GARDNER KENNETH
HASTERT-GARDNER LAURA
REGION CODE ADDRESS : 10530 CERVEZA DRIVE
02 CITY : ESCONDIDO
STATE/ZIP : CA 92026
MORTGAGE AMOUNT : 306,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,980.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,171.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.81700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,462,600.00
P & I AMT: 10,083.95
UPB AMT: 1,460,387.05
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 48
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735574 MORTGAGORS: PASACHE LUIS
REGION CODE ADDRESS : 27747 NORTH BRIARCLIFF PLACE
02 CITY : VALENCIA
STATE/ZIP : CA 91354
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,812.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,762.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.67500
----------------------------------------------------------------
0 0007735582 MORTGAGORS: ROSE HUGH
ROSE DONNA
REGION CODE ADDRESS : 23702 LA SALLE CANYON ROAD
02 CITY : SANTA CLARITA
STATE/ZIP : CA 91321
MORTGAGE AMOUNT : 333,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 332,729.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,385.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 06/01/27
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.28500
----------------------------------------------------------------
0 0007735590 MORTGAGORS: SAGGESE GERARD
SAGGESE KATHLEEN
REGION CODE ADDRESS : 15 LANCER ROAD
02 CITY : GREENWICH
STATE/ZIP : CT 06878
MORTGAGE AMOUNT : 294,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,338.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,005.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 53.45400
----------------------------------------------------------------
0 0007735608 MORTGAGORS: WIRTHMAN G.
WIRTHMAN OLIVIA
REGION CODE ADDRESS : 1130 CATAMARAN STREET
02 CITY : FOSTER CITY
STATE/ZIP : CA 94404
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,762.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,929.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 49.15200
----------------------------------------------------------------
0 0007735616 MORTGAGORS: FLICK KARL
FLICK IRENE
REGION CODE ADDRESS : 110 TIPTOE LANE
02 CITY : BURLINGAME
STATE/ZIP : CA 94010
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 374,707.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,558.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 59.05500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,544,000.00
P & I AMT: 10,641.13
UPB AMT: 1,542,351.42
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 49
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735624 MORTGAGORS: MERKLE PAUL
MERKLE LESLIE
REGION CODE ADDRESS : 1440 S. LOW WOOD TRAIL
02 CITY : LEONARD
STATE/ZIP : MI 48367
MORTGAGE AMOUNT : 178,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 178,440.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,264.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 64.98200
----------------------------------------------------------------
0 0007735632 MORTGAGORS: GONZALEZ JORGE
GONZALEZ AURORA
REGION CODE ADDRESS : 622 NORTH LEMON AVENUE
02 CITY : AZUSA
STATE/ZIP : CA 91702
MORTGAGE AMOUNT : 137,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 137,284.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 938.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 93.53700
----------------------------------------------------------------
0 0007735640 MORTGAGORS: CAVANAGH KELTNER
CAVANAGH TONI
REGION CODE ADDRESS : 5525 SUGAR PINE DRIVE
02 CITY : YORBA LINDA
STATE/ZIP : CA 92886
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,568.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,882.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735665 MORTGAGORS: SNYDER JAMES
SNYDER KELLY
REGION CODE ADDRESS : 637 KENT OAKS WAY
02 CITY : GAITHERSBURG
STATE/ZIP : MD 20878
MORTGAGE AMOUNT : 277,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,072.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,844.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.99400
----------------------------------------------------------------
0 0007735673 MORTGAGORS: PARKER JOEL
PARKER SHIRLEY
REGION CODE ADDRESS : 205 PAXTON ROAD
02 CITY : RICHMOND
STATE/ZIP : VA 23226
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,733.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.54500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,219,500.00
P & I AMT: 8,347.90
UPB AMT: 1,218,099.75
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 50
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735681 MORTGAGORS: LISKA HENRICH
LISKA JANA
REGION CODE ADDRESS : 4939 LADERA VISTA DRIVE
02 CITY : CAMARILLO
STATE/ZIP : CA 93012
MORTGAGE AMOUNT : 253,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 253,193.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,708.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735699 MORTGAGORS: JAN DAVID
JAN CHRISTINA
REGION CODE ADDRESS : 2722 TULIP TREE LANE
02 CITY : ROWLAND HEIGHTS AREA
STATE/ZIP : CA 91748
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,560.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,989.15 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735707 MORTGAGORS: WALSH JAMES
WALSH DIANA
REGION CODE ADDRESS : 1706 AVENIDA CRESCENTA
02 CITY : SAN CLEMENTE
STATE/ZIP : CA 92672
MORTGAGE AMOUNT : 344,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 343,474.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,375.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735715 MORTGAGORS: PONCE CHARLES
PONCE ALICE
REGION CODE ADDRESS : 21311 CALLE HORIZONTE
02 CITY : LAKE FOREST
STATE/ZIP : CA 92630
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,419.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,995.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 75.94900
----------------------------------------------------------------
0 0007735723 MORTGAGORS: NELSON EDWARD
NELSON PRISCILLA
REGION CODE ADDRESS : 12762 CHRISTY LANE
02 CITY : LOS ALAMITOS AREA
STATE/ZIP : CA 90720
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,765.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.43312
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,485,600.00
P & I AMT: 10,116.08
UPB AMT: 1,483,413.46
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 51
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735731 MORTGAGORS: PINZON MICHAEL
CHIU LILY
REGION CODE ADDRESS : 146-20 58TH ROAD
02 CITY : FLUSHING
STATE/ZIP : NY 11355
MORTGAGE AMOUNT : 136,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 136,596.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 956.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735756 MORTGAGORS: CAPLEN STUART
REGION CODE ADDRESS : 127 EAST 30TH ST. UNIT # 6C
02 CITY : NEW YORK
STATE/ZIP : NY 10016
MORTGAGE AMOUNT : 192,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 191,861.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,358.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735764 MORTGAGORS: KALAFATIC ALFREDO
KALAFATIC MARYBETH
REGION CODE ADDRESS : 62 PINE STREET
02 CITY : GARDEN CITY
STATE/ZIP : NY 11530
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,307.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,237.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 60.37700
----------------------------------------------------------------
0 0007735806 MORTGAGORS: BONSIGNORE CORRINE
BONSIGNORE ROBERT
REGION CODE ADDRESS : 10 MAPLE AVENUE EXT.
02 CITY : BETHEL
STATE/ZIP : CT 06801
MORTGAGE AMOUNT : 75,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 74,885.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 518.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 42.85700
----------------------------------------------------------------
0 0007735814 MORTGAGORS: JOHNSON CRAIG
MILLER-JOHNSON PARKE
REGION CODE ADDRESS : 90 NURSERY ROAD
02 CITY : NEW CANAAN
STATE/ZIP : CT 06840
MORTGAGE AMOUNT : 552,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 551,579.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,812.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,275,800.00
P & I AMT: 8,883.53
UPB AMT: 1,274,230.76
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 52
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735822 MORTGAGORS: BLANDO JOSEPH
BLANDO KAREN
REGION CODE ADDRESS : 32 VALLEY ROAD
02 CITY : PLANDOME
STATE/ZIP : NY 11030
MORTGAGE AMOUNT : 640,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 639,513.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,420.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735830 MORTGAGORS: ROMEO MARY JO
REGION CODE ADDRESS : 65 KENSINGTON ROAD
02 CITY : BRONXVILLE
STATE/ZIP : NY 10708
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,775.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,964.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735848 MORTGAGORS: CANNAM DIANE
CANNAM CHARLES
REGION CODE ADDRESS : 5 COPPERFIELD LANE
02 CITY : OLD BROOKVILLE
STATE/ZIP : NY 11545
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,452.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 52.63100
----------------------------------------------------------------
0 0007735855 MORTGAGORS: WARKENTIEN JOYCE
REGION CODE ADDRESS : 18166 CATTAIL COURT
02 CITY : EDEN PRAIRIE
STATE/ZIP : MN 55346
MORTGAGE AMOUNT : 175,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 175,052.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,150.94 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735863 MORTGAGORS: MIN BENNY
MIN BONNIE
REGION CODE ADDRESS : 341 BEACON RIDGE LANE
02 CITY : WALNUT CREEK
STATE/ZIP : CA 94596
MORTGAGE AMOUNT : 295,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,458.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,962.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 73.75000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,748,200.00
P & I AMT: 11,886.21
UPB AMT: 1,746,251.45
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 53
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735871 MORTGAGORS: EVANS CHARLES
REGION CODE ADDRESS : 20940 LAREDO PATH
02 CITY : LAKEVILLE
STATE/ZIP : MN 55044
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,627.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 73.97200
----------------------------------------------------------------
0 0007735889 MORTGAGORS: GIBBONS LOUIS
GIBBONS SHEREE
REGION CODE ADDRESS : 984 HEATHERSTONE DRIVE
02 CITY : BERWYN
STATE/ZIP : PA 19312
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,600.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,873.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007735897 MORTGAGORS: STAFFORD ROBERT
STAFFORD PAMELA
REGION CODE ADDRESS : 227 SAGE TRAIL
02 CITY : NORTH KINGSTOWN
STATE/ZIP : RI 02852
MORTGAGE AMOUNT : 278,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,783.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 82.00500
----------------------------------------------------------------
0 0007735905 MORTGAGORS: ALMEDA ALFRED
ALMEDA NATIVIDAD
REGION CODE ADDRESS : 22 CHRISTAMON EAST
02 CITY : IRVINE
STATE/ZIP : CA 92620
MORTGAGE AMOUNT : 262,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,300.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,813.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007735921 MORTGAGORS: GRAY DONALD
GRAY YVONNE
REGION CODE ADDRESS : 645 MATTERHORN DRIVE
02 CITY : PARK CITY
STATE/ZIP : UT 84098
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,624.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,637.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,318,500.00
P & I AMT: 9,178.31
UPB AMT: 1,316,935.90
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 54
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007735947 MORTGAGORS: GOINS KEVIN
GOINS PAMELA
REGION CODE ADDRESS : 25547 LUCILLE AVENUE
02 CITY : LOMITA
STATE/ZIP : CA 90717
MORTGAGE AMOUNT : 235,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 234,632.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,603.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.80600
----------------------------------------------------------------
0 0007735962 MORTGAGORS: ROLF JOSEPH
ROLF GRACIE
REGION CODE ADDRESS : 12751 POPLAR STREET
02 CITY : GARDEN GROVE
STATE/ZIP : CA 92845
MORTGAGE AMOUNT : 238,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 238,126.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,627.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007735970 MORTGAGORS: CUSHING STEPHEN
CUSHING ELYSE
REGION CODE ADDRESS : 23416 WEST WINSLOW PLACE
02 CITY : VALENCIA AREA
STATE/ZIP : CA 91354
MORTGAGE AMOUNT : 366,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 365,412.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,465.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.56500
----------------------------------------------------------------
0 0007735988 MORTGAGORS: CROSBY WILLIAM
CROSBY SHARON
REGION CODE ADDRESS : 21401 AVENIDA MANANTIAL
02 CITY : LAKE FOREST
STATE/ZIP : CA 92630
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,577.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.00000
----------------------------------------------------------------
0 0007735996 MORTGAGORS: NAJARIAN HAIG
NAJARIAN ANI
REGION CODE ADDRESS : 23 INDIANA
02 CITY : IRVINE
STATE/ZIP : CA 92606
MORTGAGE AMOUNT : 413,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 413,285.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,788.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,523,450.00
P & I AMT: 10,326.68
UPB AMT: 1,521,035.30
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 55
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736002 MORTGAGORS: EMMA JOSEPH
EMMA KAREN
REGION CODE ADDRESS : 601 BROCTON COURT #103
02 CITY : LONG BEACH
STATE/ZIP : CA 90803
MORTGAGE AMOUNT : 257,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 257,235.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,845.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 79.26100
----------------------------------------------------------------
0 0007736010 MORTGAGORS: WRIGHT GORDON
GRAVES GINNY
REGION CODE ADDRESS : 25 SAN FRANCISCO BOULEVARD
02 CITY : SAN ANSELMO
STATE/ZIP : CA 94960
MORTGAGE AMOUNT : 287,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,561.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,982.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007736028 MORTGAGORS: FONG MANLEY
CLARKE-FONG LINDA
REGION CODE ADDRESS : 24 DENIA
02 CITY : LAGUNA NIGUEL
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,593.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,981.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 40.00000
----------------------------------------------------------------
0 0007736036 MORTGAGORS: CONNELLY TIMOTHY
REGION CODE ADDRESS : 7135 EAST LA CUMBRE DRIVE
02 CITY : ORANGE
STATE/ZIP : CA 92869
MORTGAGE AMOUNT : 274,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,028.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,943.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 73.61900
----------------------------------------------------------------
0 0007736044 MORTGAGORS: KOLLER BETTY
REGION CODE ADDRESS : 2652 WOODBURY DRIVE
02 CITY : TORRANCE
STATE/ZIP : CA 90503
MORTGAGE AMOUNT : 315,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,542.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,229.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 72.41300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,414,200.00
P & I AMT: 9,982.72
UPB AMT: 1,411,960.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 56
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736051 MORTGAGORS: WEISNER AIMEE
SAEMAN THOMAS
REGION CODE ADDRESS : 1939 KILLDEER CIRCLE
02 CITY : COSTA MESA
STATE/ZIP : CA 92626
MORTGAGE AMOUNT : 274,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,560.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,845.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 76.11100
----------------------------------------------------------------
0 0007736069 MORTGAGORS: SHOPSHIRE MICHAEL
SHOPSHIRE JULIE
REGION CODE ADDRESS : 505 SOUTH TUMBLEWEED ROAD
02 CITY : ANAHEIM
STATE/ZIP : CA 92807
MORTGAGE AMOUNT : 241,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 240,613.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,623.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 77.74100
----------------------------------------------------------------
0 0007736077 MORTGAGORS: WINBERRY GEORGE
WINBERRY KATHLEEN
REGION CODE ADDRESS : 206 PROSPECT AVENUE
02 CITY : LONG BEACH
STATE/ZIP : CA 90803
MORTGAGE AMOUNT : 510,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 509,029.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,566.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.27200
----------------------------------------------------------------
0 0007736085 MORTGAGORS: GINOCCHIO CHRISTOPHER
REGION CODE ADDRESS : 8124 EAST SPRUCEWOOD AVENUE
02 CITY : ORANGE
STATE/ZIP : CA 92869
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,624.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,762.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736093 MORTGAGORS: EASTMAN CURTISS
EASTMAN MARGHERITA
REGION CODE ADDRESS : 1928 GRAHAM AVENUE NO. A
02 CITY : REDONDO BEACH
STATE/ZIP : CA 90278
MORTGAGE AMOUNT : 311,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 310,700.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,096.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,588,200.00
P & I AMT: 10,894.31
UPB AMT: 1,585,528.84
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 57
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736101 MORTGAGORS: KAUFMAN MARTIN
REGION CODE ADDRESS : 1618 SOUTH DURANG0 AVENUE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90035
MORTGAGE AMOUNT : 266,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,513.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,859.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 61.86000
----------------------------------------------------------------
0 0007736119 MORTGAGORS: REIFSNYDER MILES
REIFSNYDER MARY
REGION CODE ADDRESS : 3021 BRILLANTE
02 CITY : SAN CLEMENTE
STATE/ZIP : CA 92673
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,597.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,887.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.23000
----------------------------------------------------------------
0 0007736127 MORTGAGORS: KIMMEL SCOTT
KIMMEL DENISE
REGION CODE ADDRESS : 1518 GREENLEAF COURT
02 CITY : ALEDO
STATE/ZIP : TX 76008
MORTGAGE AMOUNT : 239,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 238,825.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,631.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736135 MORTGAGORS: TATE DARRELL
TATE GAYLE
REGION CODE ADDRESS : 2240 ROCK RIDGE ROAD
02 CITY : LUCAS
STATE/ZIP : TX 75002
MORTGAGE AMOUNT : 281,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 280,769.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,869.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 56.20000
----------------------------------------------------------------
0 0007736143 MORTGAGORS: HESS JAMES
HESS DORI
REGION CODE ADDRESS : 4705 SUNFLOWER DRIVE
02 CITY : MCKINNEY
STATE/ZIP : TX 75070
MORTGAGE AMOUNT : 119,650.00 OPTION TO CONVERT :
UNPAID BALANCE : 119,471.83 ANNUAL RATE ADJUST:
MONTHLY P&I : 836.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.99700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,175,850.00
P & I AMT: 8,085.70
UPB AMT: 1,174,178.43
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 58
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736150 MORTGAGORS: HUMPHREY SCOTT
HUMPHREY ELUBINA
REGION CODE ADDRESS : 12815 STRATFORD HEIGHTS DRIVE
02 CITY : SUGARLAND
STATE/ZIP : TX 77478
MORTGAGE AMOUNT : 96,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 96,307.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 650.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.97800
----------------------------------------------------------------
0 0007736168 MORTGAGORS: MARTIN SUSAN
MARTIN JAMES
REGION CODE ADDRESS : 806 HILLS CREEK COURT
02 CITY : MCKINNEY
STATE/ZIP : TX 75070
MORTGAGE AMOUNT : 128,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 127,804.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 884.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 39.02400
----------------------------------------------------------------
0 0007736176 MORTGAGORS: GOOD ANTHONY
GOOD SANDRA
REGION CODE ADDRESS : 2601 SARATOGA
02 CITY : MCKINNEY
STATE/ZIP : TX 75070
MORTGAGE AMOUNT : 339,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 338,380.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,344.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.42200
----------------------------------------------------------------
0 0007736192 MORTGAGORS: STITT SAM
REGION CODE ADDRESS : RT 1 BOX 81D HWY 359
02 CITY : BROOKSHIRE
STATE/ZIP : TX 77423
MORTGAGE AMOUNT : 100,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 99,854.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 707.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736200 MORTGAGORS: LEWIS MICHAEL
LANDOLFO MARIA
REGION CODE ADDRESS : 4434 TINDALL STREET,NW,
02 CITY : WASHINGTON
STATE/ZIP : DC 20016
MORTGAGE AMOUNT : 284,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,566.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,894.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 948,700.00
P & I AMT: 6,480.96
UPB AMT: 946,914.12
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 59
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736226 MORTGAGORS: JONES MARK
REGION CODE ADDRESS : 201 12TH STREET,NE,
02 CITY : WASHINGTON
STATE/ZIP : DC 20002
MORTGAGE AMOUNT : 292,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 292,254.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,921.52 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007736234 MORTGAGORS: BROWN EDWARD
BROWN KATHLEEN
REGION CODE ADDRESS : 8416 GOLDEN ASPEN COURT
02 CITY : SPRINGFIELD
STATE/ZIP : VA 22153
MORTGAGE AMOUNT : 199,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 198,872.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,325.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736242 MORTGAGORS: SLIVINSKI MICHAEL
SLIVINSKI DILKA
REGION CODE ADDRESS : 12901 DWIGHT STREET
02 CITY : HERNDON
STATE/ZIP : VA 20171
MORTGAGE AMOUNT : 324,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 324,533.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,160.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.28900
----------------------------------------------------------------
0 0007736267 MORTGAGORS: CAPEN TASHA
CAPEN SCOTT
REGION CODE ADDRESS : 11312 TAFFRAIL COURT
02 CITY : RESTON
STATE/ZIP : VA 20191
MORTGAGE AMOUNT : 248,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,806.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,691.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736275 MORTGAGORS: HINKLE BRADLEY
SENECAL DENISE
REGION CODE ADDRESS : 2312 ASHMEAD PLACE NW
02 CITY : WASHINGTON
STATE/ZIP : DC 20009
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,568.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,882.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.85700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,340,500.00
P & I AMT: 8,982.33
UPB AMT: 1,339,035.10
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 60
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736283 MORTGAGORS: LEHMAN DAYTON
MARTIN ESTHER
REGION CODE ADDRESS : 4327 NORTH 18TH STREET
02 CITY : ARLINGTON
STATE/ZIP : VA 22207
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,776.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,686.36 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736309 MORTGAGORS: COSGROVE CHARLES
COSGROVE COLETTE
REGION CODE ADDRESS : 9310 ROBNEL PLACE
02 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 253,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 253,252.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,728.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.43100
----------------------------------------------------------------
0 0007736317 MORTGAGORS: GLAVIN PATRICK
GLAVIN THERESA
REGION CODE ADDRESS : 12425 ROCK RIDGE ROAD
02 CITY : HERNDON
STATE/ZIP : VA 20170
MORTGAGE AMOUNT : 204,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 204,640.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,397.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736325 MORTGAGORS: KOLB RONALD
KOLB BECKY
REGION CODE ADDRESS : 9746 EAST SHORE DRIVE
02 CITY : WILLIS
STATE/ZIP : TX 77378
MORTGAGE AMOUNT : 287,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,727.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,910.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736333 MORTGAGORS: STOVALL MATTHEW
STOVALL DEBRA
REGION CODE ADDRESS : 1140 EAST FOURTEENTH STREET
02 CITY : HOUSTON
STATE/ZIP : TX 77009
MORTGAGE AMOUNT : 99,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 99,677.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 706.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,105,200.00
P & I AMT: 7,429.22
UPB AMT: 1,104,074.24
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 61
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736341 MORTGAGORS: KNOLLENBERG BILLY
REGION CODE ADDRESS : 2430 FM 830
02 CITY : WILLIS
STATE/ZIP : TX 77378
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,695.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,762.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.56500
----------------------------------------------------------------
0 0007736366 MORTGAGORS: BROWN PHILIP
BROWN GAIL
REGION CODE ADDRESS : 23 KEENS WAY
02 CITY : PEMBROKE
STATE/ZIP : MA 02359
MORTGAGE AMOUNT : 260,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,491.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,756.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
0 0007736374 MORTGAGORS: FARMER JAMES
REGION CODE ADDRESS : 116 KAILUANA LOOP
02 CITY : KAILUA
STATE/ZIP : HI 96734
MORTGAGE AMOUNT : 381,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 380,679.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,502.90 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 60.47600
----------------------------------------------------------------
0 0007736382 MORTGAGORS: WONG KING
WONG ELAINE
REGION CODE ADDRESS : 5401 KILAUEA AVENUE
02 CITY : HONOLULU
STATE/ZIP : HI 96816
MORTGAGE AMOUNT : 358,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 357,825.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,414.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736390 MORTGAGORS: ABRAMS ARNOLD
ABRAMS LOIS
REGION CODE ADDRESS : 76 LUMAHAI STREET
02 CITY : HONOLULU
STATE/ZIP : HI 96825
MORTGAGE AMOUNT : 452,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 451,672.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,199.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 50.22200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,852,100.00
P & I AMT: 12,635.84
UPB AMT: 1,850,364.98
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 62
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736408 MORTGAGORS: CONCHING BRUCE
REGION CODE ADDRESS : 121 WAIKAI STREET
02 CITY : KIHEI
STATE/ZIP : HI 96753
MORTGAGE AMOUNT : 410,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 409,680.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,796.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.84600
----------------------------------------------------------------
0 0007736416 MORTGAGORS: CATANIA MICHAEL
CATANIA BRIDGETTA
REGION CODE ADDRESS : 383 SPRING BEAUTY COURT
02 CITY : WINDSOR
STATE/ZIP : CA 95492
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,549.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,964.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.80000
----------------------------------------------------------------
0 0007736424 MORTGAGORS: UPDEGRAFF JOHN
UPDEGRAFF S.
REGION CODE ADDRESS : 4570 CRAIG LANE
02 CITY : VACAVILLE
STATE/ZIP : CA 95688
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,809.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,664.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736432 MORTGAGORS: WEISBROD JOHN
REGION CODE ADDRESS : 499 MILE POST COURT
02 CITY : LAKE MARY
STATE/ZIP : FL 32746
MORTGAGE AMOUNT : 142,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 141,783.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 980.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.95500
----------------------------------------------------------------
0 0007736440 MORTGAGORS: COE RICHARD
COE MARY
REGION CODE ADDRESS : 1988 SYKES CREEK DRIVE
02 CITY : MERRITT ISLAND
STATE/ZIP : FL 32953
MORTGAGE AMOUNT : 249,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,105.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,700.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.14200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,333,300.00
P & I AMT: 9,107.55
UPB AMT: 1,331,927.85
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 63
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736457 MORTGAGORS: WEEDN VICTOR
WEEDN BRIDGET
REGION CODE ADDRESS : 3503 ROCKCLIFF CL.
02 CITY : BIRMINGHAM
STATE/ZIP : AL 35210
MORTGAGE AMOUNT : 314,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,007.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,145.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 85.00000
----------------------------------------------------------------
0 0007736465 MORTGAGORS: PARKER CHARLES
REGION CODE ADDRESS : 141 LIBERTY HILL ROAD
02 CITY : CANTON
STATE/ZIP : GA 30115
MORTGAGE AMOUNT : 208,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 207,674.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,418.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736473 MORTGAGORS: TROWELL WILLIAM
TROWELL LINDA
REGION CODE ADDRESS : 1390 SUMMIT ROAD
02 CITY : ALPHARETTA
STATE/ZIP : GA 30004
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 448,977.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,031.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 78.94700
----------------------------------------------------------------
0 0007736481 MORTGAGORS: SHERIDAN LORI
SHERIDAN DAVID
REGION CODE ADDRESS : 3574 TUCKERS FARM
02 CITY : MARIETTA
STATE/ZIP : GA 30067
MORTGAGE AMOUNT : 344,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 343,434.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,288.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736499 MORTGAGORS: FARRIOR ALAN
REGION CODE ADDRESS : 8406 TERRACE COVE COURT
02 CITY : MONTGOMERY
STATE/ZIP : AL 36117
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,713.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 58.33300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,666,500.00
P & I AMT: 11,213.33
UPB AMT: 1,663,807.07
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 64
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736507 MORTGAGORS: ADDISON EDWARD
REGION CODE ADDRESS : 9524 MIRANDA DRIVE
02 CITY : RALEIGH
STATE/ZIP : NC 27613
MORTGAGE AMOUNT : 182,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 182,257.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,244.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736523 MORTGAGORS: COOK C.
COOK LINDA
REGION CODE ADDRESS : 10135 AVIARY DRIVE
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,603.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,795.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 56.52100
----------------------------------------------------------------
0 0007736531 MORTGAGORS: STOLTZE MARK
STOLTZE DEBRA
REGION CODE ADDRESS : 66 HARRISON AVENUE
02 CITY : NEW CANAAN
STATE/ZIP : CT 06840
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,797.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,773.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.33300
----------------------------------------------------------------
0 0007736549 MORTGAGORS: CARKEEK DAVID
CARKEEK KUMIKO
REGION CODE ADDRESS : 19339 HARLEIGH DRIVE
02 CITY : SARATOGA
STATE/ZIP : CA 95070
MORTGAGE AMOUNT : 289,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,590.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,070.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 26.88300
----------------------------------------------------------------
0 0007736564 MORTGAGORS: POLEY ERIC
POLEY KAREN
REGION CODE ADDRESS : 32 CORDIS STREET UNIT #2
02 CITY : CHARLESTOWN
STATE/ZIP : MA 02129
MORTGAGE AMOUNT : 322,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 322,554.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,229.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,314,200.00
P & I AMT: 9,113.65
UPB AMT: 1,312,803.07
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 65
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736572 MORTGAGORS: CARRAHER-KANG LAWLER
CARRAHER-KANG SHAWN
REGION CODE ADDRESS : 9 SYMPHONY ROAD UNIT 1
02 CITY : BOSTON
STATE/ZIP : MA 02115
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,798.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,901.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736580 MORTGAGORS: SWORD CARL
REGION CODE ADDRESS : 10403 HEATHER GREEN CIRCLE
02 CITY : SPOTSYLVANIA
STATE/ZIP : VA 22553
MORTGAGE AMOUNT : 133,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 132,901.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 929.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007736606 MORTGAGORS: HALL G.
HALL LISA
REGION CODE ADDRESS : 805 LUNENBURG ROAD
02 CITY : GREAT FALLS
STATE/ZIP : VA 22066
MORTGAGE AMOUNT : 292,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,565.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,041.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736614 MORTGAGORS: FLYNN JAMES
FLYNN JOANNE
REGION CODE ADDRESS : 2210 CEDAR MILL COURT
02 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,600.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,873.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736622 MORTGAGORS: PRATHER KEITH
PRATHER JENNIFER
REGION CODE ADDRESS : 5129 NIAGARA DRIVE
02 CITY : MT AIRY
STATE/ZIP : MD 21771
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,549.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,964.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,253,000.00
P & I AMT: 8,712.11
UPB AMT: 1,251,414.91
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 66
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736630 MORTGAGORS: O'NEILL DANIEL
REGION CODE ADDRESS : 1602 TROYS COURT
02 CITY : CROFTON
STATE/ZIP : MD 21114
MORTGAGE AMOUNT : 184,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 183,719.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,270.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736648 MORTGAGORS: BRUMBAUGH STEVEN
CONNOR DEBORAH
REGION CODE ADDRESS : 604 LITTLE STREET
02 CITY : ALEXANDRIA
STATE/ZIP : VA 22301
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,624.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,637.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736655 MORTGAGORS: GREEN BENNIE
GREEN RUTH
REGION CODE ADDRESS : 17809 PRINCESS ANNE DRIVE
02 CITY : OLNEY
STATE/ZIP : MD 20832
MORTGAGE AMOUNT : 232,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 232,403.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,627.43 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007736663 MORTGAGORS: HEGERLE MARK
HEGERLE DIANE
REGION CODE ADDRESS : 1124 WINDMILL LANE
02 CITY : SILVER SPRING
STATE/ZIP : MD 20905
MORTGAGE AMOUNT : 155,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 155,749.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,024.16 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
0 0007736671 MORTGAGORS: HOCKENSMITH ROBERT
HOCKENSMITH SHIRLEY
REGION CODE ADDRESS : 4838 WALTONSHIRE CIRCLE
02 CITY : OLNEY
STATE/ZIP : MD 20832
MORTGAGE AMOUNT : 198,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 198,204.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,387.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.87900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,011,150.00
P & I AMT: 6,947.62
UPB AMT: 1,009,700.41
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 67
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736689 MORTGAGORS: FERRETTI ROBERT
FERRETTI CYNTHIA
REGION CODE ADDRESS : 11406 GREEN MOOR LANE
02 CITY : OAKTON
STATE/ZIP : VA 22124
MORTGAGE AMOUNT : 412,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 411,694.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,880.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.53600
----------------------------------------------------------------
0 0007736697 MORTGAGORS: REEDY MICHAEL
REEDY KRISTEN
REGION CODE ADDRESS : 140 WEST CHURCH STREET
02 CITY : FREDERICK
STATE/ZIP : MD 21701
MORTGAGE AMOUNT : 200,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 199,831.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,313.86 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736705 MORTGAGORS: KOERNER MILTON
KOERNER MARYANN
REGION CODE ADDRESS : 100 WALTHAM COURT
02 CITY : STERLING
STATE/ZIP : VA 20165
MORTGAGE AMOUNT : 120,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 119,906.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 818.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736713 MORTGAGORS: TERRILLION STEPHEN
TERRILLION BARBARA
REGION CODE ADDRESS : 9349 SIBELIUS DRIVE
02 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,589.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,929.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736721 MORTGAGORS: GALLIANI CARLOS
GALLIANI ANASTASIA
REGION CODE ADDRESS : 17033 TOM FOX AVENUE
02 CITY : POOLESVILLE
STATE/ZIP : MD 20837
MORTGAGE AMOUNT : 212,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 211,842.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,482.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,220,000.00
P & I AMT: 8,425.43
UPB AMT: 1,218,864.28
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 68
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736739 MORTGAGORS: MALONE JOHN
MALONE JANINE
REGION CODE ADDRESS : 9312 KILBY GLEN DRIVE
02 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 264,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 263,799.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,823.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736747 MORTGAGORS: PAULIUKONIS KESTUTIS
PAULIUKONIS CORNELIA
REGION CODE ADDRESS : 6204 NETHERCOMBE COURT
02 CITY : MCLEAN
STATE/ZIP : VA 22101
MORTGAGE AMOUNT : 405,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 404,684.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,762.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.41500
----------------------------------------------------------------
0 0007736754 MORTGAGORS: CALKINS MARK
NEWSOM ELIZABETH
REGION CODE ADDRESS : 2055 BENSON AVENUE
02 CITY : SANTA CRUZ
STATE/ZIP : CA 95065
MORTGAGE AMOUNT : 397,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,320.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,813.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007736762 MORTGAGORS: MARENGO MARK
CALDARELLA KATHRYN
REGION CODE ADDRESS : 3272 O'NEILL COURT
02 CITY : SOQUEL
STATE/ZIP : CA 95073
MORTGAGE AMOUNT : 351,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,695.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,491.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.99700
----------------------------------------------------------------
0 0007736770 MORTGAGORS: NEUSTEDTER DAVID
NAHOUM-NEUSTEDTER RUTHY
REGION CODE ADDRESS : 316 EL PORTAL WAY
02 CITY : SAN JOSE
STATE/ZIP : CA 95119
MORTGAGE AMOUNT : 273,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,281.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,842.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 72.35400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,691,950.00
P & I AMT: 11,733.42
UPB AMT: 1,689,780.56
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 69
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736788 MORTGAGORS: SHEAN GERALD
SHEAN LAURA
REGION CODE ADDRESS : 3566 CHERRY LANE
02 CITY : MEDFORD
STATE/ZIP : OR 97504
MORTGAGE AMOUNT : 291,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,266.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,963.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 89.99400
----------------------------------------------------------------
0 0007736796 MORTGAGORS: BURCHIEL KIM
BURCHIEL DEBRA
REGION CODE ADDRESS : 11010 SW ESQUILINE CIRCUS
02 CITY : PORTLAND
STATE/ZIP : OR 97219
MORTGAGE AMOUNT : 371,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 370,394.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,469.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 44.72200
----------------------------------------------------------------
0 0007736804 MORTGAGORS: EDWARDS TERRY
EDWARDS JENNIFER
REGION CODE ADDRESS : 380 HALE BARBER ROAD
02 CITY : KELSO
STATE/ZIP : WA 98626
MORTGAGE AMOUNT : 247,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 246,622.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,705.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007736838 MORTGAGORS: CHAPLIN JOHN
ADAMS JILL
REGION CODE ADDRESS : 369 4TH STREET
02 CITY : BROOKLYN
STATE/ZIP : NY 11215
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,792.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,751.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 39.09700
----------------------------------------------------------------
0 0007736846 MORTGAGORS: LUPICA CINDY
LUPICA JEFFREY
REGION CODE ADDRESS : 321 BEDFORD ROAD
02 CITY : PLEASANTVILLE
STATE/ZIP : NY 10570
MORTGAGE AMOUNT : 417,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 417,282.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,884.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,587,300.00
P & I AMT: 10,775.40
UPB AMT: 1,585,358.70
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 70
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736861 MORTGAGORS: BARRY SCOTT
BARRY CANDY
REGION CODE ADDRESS : 19250 BARRON RANCH ROAD
02 CITY : SONORA
STATE/ZIP : CA 95370
MORTGAGE AMOUNT : 317,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 317,238.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,248.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.82400
----------------------------------------------------------------
0 0007736879 MORTGAGORS: RIECKE DONALD
RIECKE RHONDA
REGION CODE ADDRESS : 23972 IRONHEAD LANE
02 CITY : LAGUNA NIGU
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,736.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,223.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 68.75000
----------------------------------------------------------------
0 0007736887 MORTGAGORS: MCCARTHY CHRISTOPHER
MCCARTHY JENNIFER
REGION CODE ADDRESS : 1208 SAGE HILL COURT
02 CITY : COOL
STATE/ZIP : CA 95614
MORTGAGE AMOUNT : 248,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,011.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,694.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 94.99000
----------------------------------------------------------------
0 0007736895 MORTGAGORS: EINBUND NEIL
EINBUND JUDITH
REGION CODE ADDRESS : 2477 GILLINGHAM CIRCLE
02 CITY : THOUSAND OAKS
STATE/ZIP : CA 91362
MORTGAGE AMOUNT : 332,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 331,727.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,208.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736903 MORTGAGORS: ROSENBERG KEVIN
ROSENBERG JULIE
REGION CODE ADDRESS : 26 NEW DAWN
02 CITY : IRVINE
STATE/ZIP : CA 92620
MORTGAGE AMOUNT : 568,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 567,733.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,876.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,796,400.00
P & I AMT: 12,252.10
UPB AMT: 1,794,447.35
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 71
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736911 MORTGAGORS: HOGAN RODERICK
REGION CODE ADDRESS : 5521 CLARENDON WAY
02 CITY : CARMICHAEL
STATE/ZIP : CA 95608
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,756.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736929 MORTGAGORS: YOUNG LUTHER
YOUNG MARGARET
REGION CODE ADDRESS : 6224 PUERTO DRIVE
02 CITY : RANCHO MURIETA
STATE/ZIP : CA 95683
MORTGAGE AMOUNT : 630,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 629,038.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,351.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007736937 MORTGAGORS: CONNER CHRISTOPHER
REGION CODE ADDRESS : 3477 SACRAMENTO STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94118
MORTGAGE AMOUNT : 432,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 431,356.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,020.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736945 MORTGAGORS: SANGUINETTI DONALD
REGION CODE ADDRESS : 2 SPRING COURT
02 CITY : ORINDA
STATE/ZIP : CA 94563
MORTGAGE AMOUNT : 248,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,130.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,737.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.02700
----------------------------------------------------------------
0 0007736952 MORTGAGORS: RAIBLEY TIMOTHY
RAIBLEY TINA
REGION CODE ADDRESS : 5185 LAIRD HILL DRIVE
02 CITY : LOOMIS
STATE/ZIP : CA 95650
MORTGAGE AMOUNT : 260,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,011.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 67.58400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,882,700.00
P & I AMT: 13,079.50
UPB AMT: 1,880,293.34
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 72
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007736960 MORTGAGORS: BICKAR BRET
BICKAR MARGARET
REGION CODE ADDRESS : 2017 ECHO PLACE
02 CITY : SAN RAMON
STATE/ZIP : CA 94583
MORTGAGE AMOUNT : 251,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,616.83 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,733.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.92500
----------------------------------------------------------------
0 0007736978 MORTGAGORS: KAY JUDITH
PESAVENTO LORI
REGION CODE ADDRESS : 1335 KAINS AVENUE
02 CITY : BERKELEY
STATE/ZIP : CA 94702
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,589.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,724.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736986 MORTGAGORS: TINNON RICHARD
TINNON TERESA
REGION CODE ADDRESS : 2986 NORTHWOOD DRIVE
02 CITY : ALAMEDA
STATE/ZIP : CA 94501
MORTGAGE AMOUNT : 505,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 504,808.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,449.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007736994 MORTGAGORS: HOOVER JOHN
REGION CODE ADDRESS : 403 MAIN STREET #601N
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94105
MORTGAGE AMOUNT : 408,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 407,689.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,817.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737000 MORTGAGORS: OLBERTS KATHLEEN
JOSEPH SHAUNA
REGION CODE ADDRESS : 255 DOWNEY STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94117
MORTGAGE AMOUNT : 404,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 404,150.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,727.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,825,400.00
P & I AMT: 12,452.59
UPB AMT: 1,822,855.13
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 73
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737018 MORTGAGORS: RAPHAELIAN MARK
NIROOMAND FAHIMEH
REGION CODE ADDRESS : 27156 BELFAST LANE
02 CITY : HAYWARD
STATE/ZIP : CA 94542
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,608.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,643.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737026 MORTGAGORS: SUTHERS STEVEN
SUTHERS MARY
REGION CODE ADDRESS : 150 ASHRIDGE COURT
02 CITY : GRANITE BAY
STATE/ZIP : CA 95746
MORTGAGE AMOUNT : 311,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 310,724.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,149.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737034 MORTGAGORS: HILL KIRK
HILL BRENDA
REGION CODE ADDRESS : 6916 SHADY ELM LANE
02 CITY : ORANGEVALE
STATE/ZIP : CA 95662
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,593.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,773.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737042 MORTGAGORS: PETERS KEVIN
PETERS MARYELLEN
REGION CODE ADDRESS : 5045 GROSVENOR CIRCLE
02 CITY : GRANITE BAY
STATE/ZIP : CA 95746
MORTGAGE AMOUNT : 404,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 403,335.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,687.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 72.14200
----------------------------------------------------------------
0 0007737059 MORTGAGORS: KANAKAS TINA
BURKE JEANINE
REGION CODE ADDRESS : 1424 BENTON STREET
02 CITY : ALAMEDA
STATE/ZIP : CA 94501
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,618.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,664.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,463,200.00
P & I AMT: 9,919.28
UPB AMT: 1,460,879.92
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 74
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737067 MORTGAGORS: CHURCHWARD JOAN
CHURCHWARD ALEC
REGION CODE ADDRESS : 4079 WEST LAKESHORE DRIVE
02 CITY : SAN RAMON
STATE/ZIP : CA 94583
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,618.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,726.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 63.29100
----------------------------------------------------------------
0 0007737075 MORTGAGORS: CHEN JACKSON
CHEN VANISSA
REGION CODE ADDRESS : 30532 LE PORT
02 CITY : LAGUNA NIGUEL
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,742.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,251.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.26400
----------------------------------------------------------------
0 0007737083 MORTGAGORS: NEWMAN JONATHAN
NAKASHIMA DAWN
REGION CODE ADDRESS : 1535 VIRGINIA STREET
02 CITY : BERKELEY
STATE/ZIP : CA 94703
MORTGAGE AMOUNT : 336,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 335,737.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,292.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737091 MORTGAGORS: CALVERT CYNTHIA
REGION CODE ADDRESS : 33812 EL ENCANTO AVENUE
02 CITY : DANA POINT
STATE/ZIP : CA 92629
MORTGAGE AMOUNT : 236,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 235,820.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,630.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737109 MORTGAGORS: GRIER DAVID
REGION CODE ADDRESS : 3754 BOBWHITE TERRACE
02 CITY : FREMONT
STATE/ZIP : CA 94555
MORTGAGE AMOUNT : 168,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 167,730.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,131.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,320,000.00
P & I AMT: 9,031.85
UPB AMT: 1,318,649.73
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 75
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737117 MORTGAGORS: DEATON WILLIAM
CROWLE-DEATON KRISTINA
REGION CODE ADDRESS : 10 MACOMBER WAY
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,404.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,796.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 50.95500
----------------------------------------------------------------
0 0007737125 MORTGAGORS: FUGATE DANIEL
FUGATE JEANETTE
REGION CODE ADDRESS : 5603 CAMERON CREEK COURT
02 CITY : GRANITE BAY
STATE/ZIP : CA 95746
MORTGAGE AMOUNT : 289,150.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,929.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,997.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
0 0007737133 MORTGAGORS: WHITAKER LEWIS
WHITAKER BETTY
REGION CODE ADDRESS : 8878 DILLARD ROAD
02 CITY : WILTON
STATE/ZIP : CA 95693
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,598.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,623.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737141 MORTGAGORS: DOOLAN JOHN
DOAN THAO
REGION CODE ADDRESS : 209 BENBOW AVENUE
02 CITY : SAN JOSE
STATE/ZIP : CA 95123
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,348.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,698.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737158 MORTGAGORS: FERNANDO DR. NIHAL
REGION CODE ADDRESS : 6250 RUSTIC HILLS DRIVE
02 CITY : ROCKLIN
STATE/ZIP : CA 95677
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,789.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,906.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.31000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,449,150.00
P & I AMT: 10,022.27
UPB AMT: 1,447,071.47
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 76
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737166 MORTGAGORS: KAUFMAN CHARLES
DUCLOS JACQUELINE
REGION CODE ADDRESS : 170 CORTE RAMON
02 CITY : LARKSPUR
STATE/ZIP : CA 94904
MORTGAGE AMOUNT : 338,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 337,742.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,334.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 58.78200
----------------------------------------------------------------
0 0007737174 MORTGAGORS: CHEN JOHN
CHEN TERI
REGION CODE ADDRESS : 7 STILL SHORE COURT
02 CITY : SACRAMENTO
STATE/ZIP : CA 95831
MORTGAGE AMOUNT : 428,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 427,346.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,956.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.25900
----------------------------------------------------------------
0 0007737182 MORTGAGORS: SCHMELZER CHARLES
DAVIS JENNIFER
REGION CODE ADDRESS : 126 VALDEFLORES DRIVE
02 CITY : BURLINGAME
STATE/ZIP : CA 94010
MORTGAGE AMOUNT : 595,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 594,547.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,109.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 68.94500
----------------------------------------------------------------
0 0007737190 MORTGAGORS: WEINBERGER SCOT
WEINBERGER CARLA
REGION CODE ADDRESS : 657 GEORGE STREET
02 CITY : MONTARA
STATE/ZIP : CA 94037
MORTGAGE AMOUNT : 248,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,139.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,758.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 73.52000
----------------------------------------------------------------
0 0007737208 MORTGAGORS: GUY KEITH
GUY PHYLLIS
REGION CODE ADDRESS : 11 DAFFODIL LANE
02 CITY : SAN CARLOS
STATE/ZIP : CA 94070
MORTGAGE AMOUNT : 345,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 344,743.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,412.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 60.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,954,500.00
P & I AMT: 13,571.27
UPB AMT: 1,952,519.80
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 77
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737216 MORTGAGORS: MACDOWELL ALASTAIR
LAMBLE GERALDINE
REGION CODE ADDRESS : 1836 DELAWARE STREET
02 CITY : BERKELEY
STATE/ZIP : CA 94703
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,753.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,075.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737232 MORTGAGORS: BRISSMAN WILLIAM
BRISSMAN RANDI
REGION CODE ADDRESS : 1927 PARROTT DRIVE
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 421,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 421,187.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,947.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.63600
----------------------------------------------------------------
0 0007737240 MORTGAGORS: GREALISH STEVEN
GREALISH LINDA
REGION CODE ADDRESS : 1874 17TH AVENUE
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94122
MORTGAGE AMOUNT : 302,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 301,467.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,060.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 71.05800
----------------------------------------------------------------
0 0007737257 MORTGAGORS: GILDEA JOHN
GILDEA GEORGIEANNA
REGION CODE ADDRESS : 886 GRAPE AVENUE
02 CITY : SUNNYVALE
STATE/ZIP : CA 94087
MORTGAGE AMOUNT : 317,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 317,039.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,166.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737265 MORTGAGORS: LINTON JOHN
RICH HELENA
REGION CODE ADDRESS : 403 ARAGON BOULEVARD
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 612,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 611,065.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,226.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,961,100.00
P & I AMT: 13,475.97
UPB AMT: 1,958,513.18
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 78
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737273 MORTGAGORS: KREITEM GEORGE
KREITEM RHONDA
REGION CODE ADDRESS : 542 TRINIDAD LANE
02 CITY : FOSTER CITY
STATE/ZIP : CA 94404
MORTGAGE AMOUNT : 257,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 256,607.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,775.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 59.76700
----------------------------------------------------------------
0 0007737281 MORTGAGORS: HUBINGER JOHN
HUBINGER MICHELE
REGION CODE ADDRESS : 21 SILVERWOOD COURT
02 CITY : ORINDA
STATE/ZIP : CA 94563
MORTGAGE AMOUNT : 573,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 572,796.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,060.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737299 MORTGAGORS: BOWEN MARILYN
KORNTVED CHRIS
REGION CODE ADDRESS : 509 LOPES COURT
02 CITY : PINOLE
STATE/ZIP : CA 94564
MORTGAGE AMOUNT : 212,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 211,842.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,482.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737307 MORTGAGORS: GUTIERREZ KENNETH
GUTIERREZ M.
REGION CODE ADDRESS : 848 DOWNSWOOD COURT
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 261,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,180.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,828.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 59.43100
----------------------------------------------------------------
0 0007737315 MORTGAGORS: ZEITER GEORGE
ZEITER SYLVIA
REGION CODE ADDRESS : 17 RALSTON RANCH ROAD
02 CITY : BELMONT
STATE/ZIP : CA 94002
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 374,728.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,654.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 55.97000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,679,250.00
P & I AMT: 11,801.03
UPB AMT: 1,677,155.90
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 79
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737323 MORTGAGORS: HOPKIN JAMES
REGION CODE ADDRESS : 6989 PINEHAVEN ROAD
02 CITY : OAKLAND
STATE/ZIP : CA 94611
MORTGAGE AMOUNT : 284,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,778.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,937.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737331 MORTGAGORS: KILLEN KEVIN
ROGERS MARILYN
REGION CODE ADDRESS : 1047 FLORIDA STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94110
MORTGAGE AMOUNT : 265,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,993.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,809.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737349 MORTGAGORS: COHEN ROBERT
COHEN LEAH
REGION CODE ADDRESS : 3542 CAMINO ARENA
02 CITY : CARLSBAD
STATE/ZIP : CA 92009
MORTGAGE AMOUNT : 498,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 497,611.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,397.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 61.86300
----------------------------------------------------------------
0 0007737356 MORTGAGORS: HEILMAN ROBERT
HEILMAN JOYCE
REGION CODE ADDRESS : 1417 LA CULEBRA CIRCLE
02 CITY : CAMARILLO
STATE/ZIP : CA 93012
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,607.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,911.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737364 MORTGAGORS: BROWN LANSON
BROWN STACEY
REGION CODE ADDRESS : 1835 HAMPSHIRE PLACE
02 CITY : EL DORADO HILLS
STATE/ZIP : CA 95762
MORTGAGE AMOUNT : 338,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 338,108.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,194.86 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 60.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,655,600.00
P & I AMT: 11,249.68
UPB AMT: 1,654,099.61
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 80
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737372 MORTGAGORS: TANZER RICHARD
TANZER JOYCE
REGION CODE ADDRESS : 1241 NORTH ISABEL STREET
02 CITY : GLENDALE
STATE/ZIP : CA 91207
MORTGAGE AMOUNT : 242,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 241,602.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,610.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 69.14200
----------------------------------------------------------------
0 0007737380 MORTGAGORS: ADAMS ROBERT
REGION CODE ADDRESS : 19512 STEINWAY STREET
02 CITY : SANTA CLARITA
STATE/ZIP : CA 91351
MORTGAGE AMOUNT : 100,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 100,725.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 704.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737398 MORTGAGORS: DIEHL LAUREN
REGION CODE ADDRESS : 1131 GREEN LANE
02 CITY : LA CANADA FLINTRIDGE
STATE/ZIP : CA 91011
MORTGAGE AMOUNT : 336,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 335,731.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,263.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 56.00000
----------------------------------------------------------------
0 0007737406 MORTGAGORS: MEYERHOFER MARK
MEYERHOFER ANDREA
REGION CODE ADDRESS : 5228 ESCALANTE DRIVE
02 CITY : LA CANADA-FLINTRIDGE
STATE/ZIP : CA 91011
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,672.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,661.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 58.13900
----------------------------------------------------------------
0 0007737414 MORTGAGORS: LIU HARRY
LIU NANCY
REGION CODE ADDRESS : 50 WEST WOODRUFF AVENUE
02 CITY : ARCADIA
STATE/ZIP : CA 91007
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,407.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,054.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.57200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,383,800.00
P & I AMT: 9,294.62
UPB AMT: 1,382,138.08
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 81
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737422 MORTGAGORS: WU HAO
WU CHING
REGION CODE ADDRESS : 6919 SESSIONS DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95119
MORTGAGE AMOUNT : 266,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 266,052.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,861.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737430 MORTGAGORS: CASTO RICHARD
CASTO KAREN
REGION CODE ADDRESS : 10 MCINTIRE DRIVE
02 CITY : HILLSBOROUG
STATE/ZIP : NJ 08502
MORTGAGE AMOUNT : 315,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,553.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,256.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007737448 MORTGAGORS: FINEBERG PETER
FINEBERG CHRISTIE
REGION CODE ADDRESS : 1495 GRANARY ROAD
02 CITY : BLUE BELL
STATE/ZIP : PA 19422
MORTGAGE AMOUNT : 497,484.00 OPTION TO CONVERT :
UNPAID BALANCE : 497,095.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,393.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99900
----------------------------------------------------------------
0 0007737455 MORTGAGORS: CALLEGARI PETER
CALLEGARI JILL
REGION CODE ADDRESS : 1803 HAWKWEED WAY
02 CITY : MALVERN
STATE/ZIP : PA 19355
MORTGAGE AMOUNT : 432,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 431,254.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,801.95 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737463 MORTGAGORS: POPIK KEVIN
POPIK CAMILLE
REGION CODE ADDRESS : 11897 CALLE VIVIENDA
02 CITY : SAN DIEGO
STATE/ZIP : CA 92128
MORTGAGE AMOUNT : 255,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 254,995.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,765,934.00
P & I AMT: 12,033.36
UPB AMT: 1,763,952.16
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 82
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737471 MORTGAGORS: WASTILA MICHAEL
WASTILA JISA
REGION CODE ADDRESS : 150 CAROB WAY
02 CITY : CORONADO
STATE/ZIP : CA 92118
MORTGAGE AMOUNT : 492,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 491,596.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,273.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737489 MORTGAGORS: TENENBAUM HOWARD
TENENBAUM RACHEL
REGION CODE ADDRESS : 3020 GOVERNOR DRIVE
02 CITY : SAN DIEGO
STATE/ZIP : CA 92122
MORTGAGE AMOUNT : 268,850.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,628.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,856.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007737497 MORTGAGORS: TAYLOR JAMES
REGION CODE ADDRESS : 11351 HOYDALE ROW
02 CITY : SAN DIEGO
STATE/ZIP : CA 92128
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,784.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,882.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737505 MORTGAGORS: KINSMAN CRAIG
REGION CODE ADDRESS : 2736 LLAMA COURT
02 CITY : CARLSBAD
STATE/ZIP : CA 92009
MORTGAGE AMOUNT : 336,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 335,731.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,263.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737513 MORTGAGORS: NILSON RODNEY
REGION CODE ADDRESS : 2833 COLLETON DRIVE
02 CITY : MARIETTA
STATE/ZIP : GA 30066
MORTGAGE AMOUNT : 113,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 113,001.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 762.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,486,050.00
P & I AMT: 10,039.34
UPB AMT: 1,484,741.85
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 83
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737521 MORTGAGORS: BLAIR DAVID
BLAIR KATHLEEN
REGION CODE ADDRESS : 1624 INDIAN DANCE COURT
02 CITY : MAITLAND
STATE/ZIP : FL 32751
MORTGAGE AMOUNT : 288,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,298.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,969.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737539 MORTGAGORS: PHIFER GARY
REGION CODE ADDRESS : 476 MILLEDGE GATE TERRACE
02 CITY : MARIETTA
STATE/ZIP : GA 30067
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,810.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,789.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737547 MORTGAGORS: FULLER FRANK
FULLER LISA
REGION CODE ADDRESS : 3221 RED OAK DRIVE
02 CITY : EAGAN
STATE/ZIP : MN 55121
MORTGAGE AMOUNT : 309,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 309,103.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,085.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737554 MORTGAGORS: KELLY DANIEL
KELLY ALLISON
REGION CODE ADDRESS : 200 LAKE STREET
02 CITY : EXCELSIOR
STATE/ZIP : MN 55331
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,803.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007737562 MORTGAGORS: LEAHY JAMES
REGION CODE ADDRESS : 1749 OSAGE AVENUE
02 CITY : FAIRFIELD
STATE/ZIP : IA 52556
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,597.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,887.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 65.85300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,376,350.00
P & I AMT: 9,452.59
UPB AMT: 1,374,612.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 84
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737570 MORTGAGORS: KESSLER PAUL
KESSLER SHELLI
REGION CODE ADDRESS : 7525 W. SHORELINE DRIVE
02 CITY : WACONIA
STATE/ZIP : MN 55387
MORTGAGE AMOUNT : 372,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 371,709.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,537.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.85700
----------------------------------------------------------------
0 0007737588 MORTGAGORS: FULKS KENNETH
FULKS DEBRA
REGION CODE ADDRESS : 885 SHEEHAN
02 CITY : GLEN ELLYN
STATE/ZIP : IL 60137
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,506.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,995.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 66.37100
----------------------------------------------------------------
0 0007737596 MORTGAGORS: LAKE-BLACK FRANCES
REGION CODE ADDRESS : 3816 SOUTH KING DRIVE
02 CITY : CHICAGO
STATE/ZIP : IL 60653
MORTGAGE AMOUNT : 291,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,383.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,038.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007737604 MORTGAGORS: KINSLOW OCSEARS
REGION CODE ADDRESS : 7950 SOUTH ELLIS AVENUE
02 CITY : CHICAGO
STATE/ZIP : IL 60619
MORTGAGE AMOUNT : 148,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 148,522.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,027.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 85.00000
----------------------------------------------------------------
0 0007737612 MORTGAGORS: HENNESSY KIMBERLY
REGION CODE ADDRESS : 6636 NORTH LOLETA AVENUE
02 CITY : CHICAGO
STATE/ZIP : IL 60646
MORTGAGE AMOUNT : 309,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 308,776.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,187.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 76.67400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,421,350.00
P & I AMT: 9,786.99
UPB AMT: 1,419,899.42
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 85
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737620 MORTGAGORS: GARY PHILIP
BORHAUG-GARY LISA
REGION CODE ADDRESS : 1908 WEST MOUNTAIN STREET
02 CITY : GLENDALE
STATE/ZIP : CA 91201
MORTGAGE AMOUNT : 365,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 364,368.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,520.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.19200
----------------------------------------------------------------
0 0007737638 MORTGAGORS: BOHM MICHAEL
REGION CODE ADDRESS : 1930 AZTEC COURT
02 CITY : WEST LINN
STATE/ZIP : OR 97068
MORTGAGE AMOUNT : 337,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 336,730.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,270.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.29400
----------------------------------------------------------------
0 0007737646 MORTGAGORS: SMITH LANE
SMITH KELLY
REGION CODE ADDRESS : 4902 60TH STREET EAST
02 CITY : TACOMA
STATE/ZIP : WA 98443
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,763.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,994.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737653 MORTGAGORS: SCHMOLL GERHARD
SCHMOLL NANCY
REGION CODE ADDRESS : 8028 HIDDEN COVE ROAD N.E.
02 CITY : BAINBRIDGE ISLAND
STATE/ZIP : WA 98110
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,713.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 47.61900
----------------------------------------------------------------
0 0007737661 MORTGAGORS: HEDERSTEDT DAVID
HEDERSTEDT VALERIE
REGION CODE ADDRESS : 3502 THUNDERBIRD DRIVE
02 CITY : HUTCHINSON
STATE/ZIP : KS 67502
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,598.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,684.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 76.92300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,598,000.00
P & I AMT: 10,798.48
UPB AMT: 1,596,174.48
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 86
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737687 MORTGAGORS: BYERLY KEITH
KELLY ANNE
REGION CODE ADDRESS : 39 PROSPECT STREET
02 CITY : WELLESLEY
STATE/ZIP : MA 02181
MORTGAGE AMOUNT : 392,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 391,386.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,674.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.05800
----------------------------------------------------------------
0 0007737695 MORTGAGORS: WADSWORTH PAMELA
WADSWORTH CHARLES
REGION CODE ADDRESS : 10 BLOSSOM LANE
02 CITY : WAYLAND
STATE/ZIP : MA 01778
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,452.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 50.21500
----------------------------------------------------------------
0 0007737703 MORTGAGORS: PANYARD DAVID
PANYARD ERIKA
REGION CODE ADDRESS : 67 YORK ROAD
02 CITY : MANSFIELD
STATE/ZIP : MA 02048
MORTGAGE AMOUNT : 273,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,541.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,890.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007737711 MORTGAGORS: ILIC RAJKO
ILIC DRAGANA
REGION CODE ADDRESS : 129 BONAD ROAD
02 CITY : BROOKLINE
STATE/ZIP : MA 02146
MORTGAGE AMOUNT : 263,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,809.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,861.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.69600
----------------------------------------------------------------
0 0007737729 MORTGAGORS: WOOLLEY PETER
WOOLLEY KIMBERLY
REGION CODE ADDRESS : 53 FARM STREET
02 CITY : MEDFIELD
STATE/ZIP : MA 02052
MORTGAGE AMOUNT : 332,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 331,480.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,264.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.67400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,610,750.00
P & I AMT: 11,078.82
UPB AMT: 1,608,670.59
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 87
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737737 MORTGAGORS: HILLMAN SETH
HILLMAN MICHELLE
REGION CODE ADDRESS : 34 COLONIAL DRIVE
02 CITY : WESTFORD
STATE/ZIP : MA 01886
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,592.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,106.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.60800
----------------------------------------------------------------
0 0007737745 MORTGAGORS: ROACHE DANIEL
JOHNSON NANCY
REGION CODE ADDRESS : 65 PROSPECT STREET
02 CITY : CARLISLE
STATE/ZIP : MA 01741
MORTGAGE AMOUNT : 269,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,795.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,857.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 61.13600
----------------------------------------------------------------
0 0007737760 MORTGAGORS: WANG XIAOMEI
PAINE SCOTT
REGION CODE ADDRESS : 23 FRANKLIN ROAD
02 CITY : WINCHESTER
STATE/ZIP : MA 01890
MORTGAGE AMOUNT : 248,350.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,111.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,715.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.55300
----------------------------------------------------------------
0 0007737778 MORTGAGORS: BROWN GARY
BROWN NANCY
REGION CODE ADDRESS : 21 ROSSI LANE
02 CITY : ASHLAND
STATE/ZIP : MA 01721
MORTGAGE AMOUNT : 244,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,214.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,688.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.88200
----------------------------------------------------------------
0 0007737786 MORTGAGORS: OHRN JOHN
OHRN MARGARET
REGION CODE ADDRESS : 61 KINSMAN CIRCLE
02 CITY : TOPSFIELD
STATE/ZIP : MA 01983
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,786.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,933.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.09600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,346,750.00
P & I AMT: 9,301.70
UPB AMT: 1,345,499.66
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 88
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737794 MORTGAGORS: JOE DOUGLAS
JOE SUE
REGION CODE ADDRESS : 36 BRANDEIS ROAD
02 CITY : NEWTON
STATE/ZIP : MA 02459
MORTGAGE AMOUNT : 397,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,946.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,645.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737802 MORTGAGORS: WALSH JOSEPH
WALSH KAREN
REGION CODE ADDRESS : 34 ROCKWELL DRIVE
02 CITY : SHREWSBURY
STATE/ZIP : MA 01545
MORTGAGE AMOUNT : 239,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 238,818.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,650.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.10400
----------------------------------------------------------------
0 0007737810 MORTGAGORS: KANE JAMES
KANE HANNAH
REGION CODE ADDRESS : 32 MAIN CIRCLE
02 CITY : SHREWSBURY
STATE/ZIP : MA 01545
MORTGAGE AMOUNT : 248,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,930.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,736.15 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 82.49100
----------------------------------------------------------------
0 0007737828 MORTGAGORS: SAGL JOHN
SAGL JACQUELINE
REGION CODE ADDRESS : 74 NASHOBA ROAD
02 CITY : LITTLETON
STATE/ZIP : MA 01460
MORTGAGE AMOUNT : 224,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 223,811.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,471.53 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737836 MORTGAGORS: LAUZE SCOTT
YESAYIAN MARK
REGION CODE ADDRESS : 237 WEST CANTON STREET
02 CITY : BOSTON
STATE/ZIP : MA 02116
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 374,707.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,558.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 50.67500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,483,900.00
P & I AMT: 10,061.82
UPB AMT: 1,482,213.95
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 89
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737844 MORTGAGORS: JACOBSON VICTORIA
JACOBSON JAY
REGION CODE ADDRESS : 21 VALENTINE ROAD
02 CITY : HOPKINTON
STATE/ZIP : MA 01748
MORTGAGE AMOUNT : 232,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 231,823.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,602.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737851 MORTGAGORS: GILLIGAN MATTHEW
MURRAY LINDA
REGION CODE ADDRESS : 44 ROWLEY ROAD
02 CITY : TOPSFIELD
STATE/ZIP : MA 01983
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,781.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,910.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.27000
----------------------------------------------------------------
0 0007737869 MORTGAGORS: BOOTH GEORGE
BOOTH THERESA
REGION CODE ADDRESS : 4376 MISTY COVE CIRCLE
02 CITY : STOCKTON
STATE/ZIP : CA 95219
MORTGAGE AMOUNT : 277,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,183.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,892.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007737877 MORTGAGORS: PUTZ LEE
PUTZ CANDACE
REGION CODE ADDRESS : 11727 RETVIEW LANE
02 CITY : LOVELAND
STATE/ZIP : OH 45140
MORTGAGE AMOUNT : 233,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 232,168.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,894.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/18
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.79400
----------------------------------------------------------------
0 0007737885 MORTGAGORS: WISEMAN JOSEPH
ROSS THERESA
REGION CODE ADDRESS : 3636 BURCH AVENUE
02 CITY : CINCINNATI
STATE/ZIP : OH 45208
MORTGAGE AMOUNT : 186,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 186,058.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,286.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,208,600.00
P & I AMT: 8,585.76
UPB AMT: 1,207,015.58
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 90
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737893 MORTGAGORS: HAYNE RICHARD
HAYNE JAMIE
REGION CODE ADDRESS : 632 LONG LAKE DRIVE
02 CITY : OVIEDO
STATE/ZIP : FL 32765
MORTGAGE AMOUNT : 345,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 345,059.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,357.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007737901 MORTGAGORS: DAVILA ROLAND
DAVILA JULIE
REGION CODE ADDRESS : 473 SABADELL DRIVE
02 CITY : OCEANSIDE
STATE/ZIP : CA 92057
MORTGAGE AMOUNT : 247,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,040.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,751.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 73.85000
----------------------------------------------------------------
0 0007737919 MORTGAGORS: KAUT ERIC
REGION CODE ADDRESS : 3079 JOSIE AVENUE
02 CITY : LONG BEACH
STATE/ZIP : CA 90808
MORTGAGE AMOUNT : 238,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 238,331.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,708.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 70.14700
----------------------------------------------------------------
0 0007737927 MORTGAGORS: PALMER JOSEPH
PALMER JANINE
REGION CODE ADDRESS : 130 WADE HAMPTON DR,SW,
02 CITY : VIENNA
STATE/ZIP : VA 22180
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,083.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,964.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 77.83700
----------------------------------------------------------------
0 0007737935 MORTGAGORS: WEILAND MONIQUE
REGION CODE ADDRESS : 5609 ENCINITA AVENUE
02 CITY : TEMPLE CITY
STATE/ZIP : CA 91780
MORTGAGE AMOUNT : 180,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 179,711.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,212.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,299,500.00
P & I AMT: 8,994.72
UPB AMT: 1,297,225.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 91
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007737943 MORTGAGORS: SCHRADER GENE
REGION CODE ADDRESS : 18768 ASHFORD LANE
02 CITY : HUNTINGTON BEACH
STATE/ZIP : CA 92648
MORTGAGE AMOUNT : 246,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 246,464.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,662.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.98700
----------------------------------------------------------------
0 0007737950 MORTGAGORS: MISTRY PANKAJ
MISTRY KIRTI
REGION CODE ADDRESS : 2738 EAST HILLSIDE DRIVE
02 CITY : WEST COVINA
STATE/ZIP : CA 91791
MORTGAGE AMOUNT : 437,050.00 OPTION TO CONVERT :
UNPAID BALANCE : 436,717.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,018.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.99500
----------------------------------------------------------------
0 0007737976 MORTGAGORS: VALENCIA RICARDO
REGION CODE ADDRESS : 1186 SOUTH BERNARDO AVENUE
02 CITY : SUNNYVALE
STATE/ZIP : CA 94087
MORTGAGE AMOUNT : 293,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 292,574.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,073.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 72.52400
----------------------------------------------------------------
0 0007737984 MORTGAGORS: SCHALESKY BRYAN
SCHALESKY MARLO
REGION CODE ADDRESS : 9562 EAGLE HILLS WAY
02 CITY : GILROY
STATE/ZIP : CA 95020
MORTGAGE AMOUNT : 267,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 266,550.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,754.01 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 76.28500
----------------------------------------------------------------
0 0007737992 MORTGAGORS: TALBOTT JOHN
WEEKS MARGARET
REGION CODE ADDRESS : 3653 EILEEN WAY
02 CITY : SANTA BARBARA
STATE/ZIP : CA 93105
MORTGAGE AMOUNT : 275,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,795.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,922.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 64.70500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,518,750.00
P & I AMT: 10,431.37
UPB AMT: 1,517,102.70
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 92
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738008 MORTGAGORS: TODD MICHAEL
TODD SANDRA
REGION CODE ADDRESS : 2709 SPINOSA COURT
02 CITY : PLEASANTON
STATE/ZIP : CA 94588
MORTGAGE AMOUNT : 253,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 252,812.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,769.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.97900
----------------------------------------------------------------
0 0007738016 MORTGAGORS: MCLEMORE EUGENE
MCLEMORE JEAN
REGION CODE ADDRESS : 20307 NE INTERLACHEN LANE
02 CITY : FAIRVIEW
STATE/ZIP : OR 97024
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,534.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,953.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 65.90900
----------------------------------------------------------------
0 0007738024 MORTGAGORS: GUEVARA VICTORIA
REGION CODE ADDRESS : 30570 S BARLOW ROAD
02 CITY : HUBBARD
STATE/ZIP : OR 97032
MORTGAGE AMOUNT : 342,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 341,746.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,391.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.93800
----------------------------------------------------------------
0 0007738032 MORTGAGORS: UECKER LESLEY
UECKER RICHELLE
REGION CODE ADDRESS : 4463 50TH STREET NORTHEAST
02 CITY : BUFFALO
STATE/ZIP : MN 55313
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,583.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 56.00000
----------------------------------------------------------------
0 0007738057 MORTGAGORS: CLEMMENSON DONALD
CLEMMENSON LOUISE
REGION CODE ADDRESS : 72 EDWARD PLACE
02 CITY : STAMFORD
STATE/ZIP : CT 06905
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,808.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 56.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,417,000.00
P & I AMT: 9,812.45
UPB AMT: 1,415,484.53
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 93
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738065 MORTGAGORS: EMMER JACK
REGION CODE ADDRESS : 5236 KELLOGG AVENUE
02 CITY : EDINA
STATE/ZIP : MN 55424
MORTGAGE AMOUNT : 393,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 393,133.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,686.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007738073 MORTGAGORS: WOLLAK GARY
WOLLAK MARYBETH
REGION CODE ADDRESS : 8725 136TH STREET COURT NORTH
02 CITY : HUGO
STATE/ZIP : MN 55038
MORTGAGE AMOUNT : 251,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,596.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,691.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 54.56500
----------------------------------------------------------------
0 0007738081 MORTGAGORS: HUANG NELSON
HUANG ELIZABETH
REGION CODE ADDRESS : 22806 RIDGELINE ROAD
02 CITY : DIAMOND BAR
STATE/ZIP : CA 91765
MORTGAGE AMOUNT : 650,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 648,413.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,434.15 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.32600
----------------------------------------------------------------
0 0007738099 MORTGAGORS: COOPER STEPHEN
COOPER JANET
REGION CODE ADDRESS : 5942 WEST 78TH STREET
02 CITY : LOS ANGELES
STATE/ZIP : CA 90045
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,590.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,851.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007738115 MORTGAGORS: HARTFIELD TOM
BEDNAR-HARTFIELD LISA
REGION CODE ADDRESS : 889 DEVORE AVENUE
02 CITY : SIMI VALLEY
STATE/ZIP : CA 93065
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,605.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,814,750.00
P & I AMT: 12,381.36
UPB AMT: 1,811,340.76
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 94
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738123 MORTGAGORS: JAMALI HABIB
JAMALI MARY
REGION CODE ADDRESS : 31 SHETLAND COURT
02 CITY : SAN RAMON
STATE/ZIP : CA 94583
MORTGAGE AMOUNT : 295,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,764.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,987.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 77.63100
----------------------------------------------------------------
0 0007738131 MORTGAGORS: UGOLICK RONALD
CHIU CINDY
REGION CODE ADDRESS : 244 CALLE CONCORDIA
02 CITY : SAN DIMAS
STATE/ZIP : CA 91773
MORTGAGE AMOUNT : 358,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 352,764.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,472.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.60000
----------------------------------------------------------------
0 0007738149 MORTGAGORS: LIU PAN
HO MIN
REGION CODE ADDRESS : 4340 CANDLEBERRY AVENUE
02 CITY : SEAL BEACH
STATE/ZIP : CA 90740
MORTGAGE AMOUNT : 278,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,793.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,943.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 67.14900
----------------------------------------------------------------
0 0007738156 MORTGAGORS: FONTENOT DANIEL
FONTENOT SARAH
REGION CODE ADDRESS : 7231 WOODSTOCK DRIVE
02 CITY : BATON ROUGE
STATE/ZIP : LA 70809
MORTGAGE AMOUNT : 348,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 348,471.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,349.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007738164 MORTGAGORS: SMITH PATRICK
SMITH DIANE
REGION CODE ADDRESS : 20401 VIA MARWAH
02 CITY : YORBA LINDA
STATE/ZIP : CA 92886
MORTGAGE AMOUNT : 277,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,972.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,940.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.16900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,557,250.00
P & I AMT: 10,693.84
UPB AMT: 1,550,765.12
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 95
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738172 MORTGAGORS: GONDREZICK GEORGE
REGION CODE ADDRESS : 1726 SHIPLEY STREET
02 CITY : HUNTINGTON
STATE/ZIP : CA 92648
MORTGAGE AMOUNT : 313,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 312,090.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,165.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.19100
----------------------------------------------------------------
0 0007738180 MORTGAGORS: FREILICH JESSICA
REGION CODE ADDRESS : 665 MYRA WAY
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94127
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,798.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,830.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 73.61100
----------------------------------------------------------------
0 0007738198 MORTGAGORS: BURGAN ANGELA
REGION CODE ADDRESS : 22314 SUSANA AVENUE
02 CITY : TORRANCE
STATE/ZIP : CA 90505
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,269.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,769.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 71.22500
----------------------------------------------------------------
0 0007738206 MORTGAGORS: GRAHAM MICHAEL
GRAHAM SHARLENE
REGION CODE ADDRESS : 32 BLACKBIRD LANE
02 CITY : ALISO VIEJO AREA
STATE/ZIP : CA 92656
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,545.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,132.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.94700
----------------------------------------------------------------
0 0007738214 MORTGAGORS: GATFIELD RAY
GATFIELD DORIS
REGION CODE ADDRESS : 8 MADISON LANE
02 CITY : COTO DE CAZA AREA
STATE/ZIP : CA 92679
MORTGAGE AMOUNT : 402,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 401,416.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,845.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.84900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,535,600.00
P & I AMT: 10,743.69
UPB AMT: 1,532,120.34
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 96
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738230 MORTGAGORS: HOLT GARY
HOLT CAROLYN
REGION CODE ADDRESS : 5315 KODIAK MOUNTAIN DRIVE
02 CITY : YORBA LINDA
STATE/ZIP : CA 92887
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,782.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,123.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 62.24700
----------------------------------------------------------------
0 0007738248 MORTGAGORS: MURDOCK JOHN
MURDOCK LYNN
REGION CODE ADDRESS : 1209 PINE STREET
02 CITY : SANTA MONICA
STATE/ZIP : CA 90405
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,564.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,123.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 60.00000
----------------------------------------------------------------
0 0007738255 MORTGAGORS: SWENSEN KENNETH
WESTERMANN GEORGE
REGION CODE ADDRESS : 2732 DUNSTAN DRIVE
02 CITY : TUSTIN
STATE/ZIP : CA 92782
MORTGAGE AMOUNT : 171,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 170,742.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,195.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 94.47500
----------------------------------------------------------------
0 0007738263 MORTGAGORS: JOHNSON MANUEL
JOHSNON LAURIE
REGION CODE ADDRESS : 125 CASTLE COURT
02 CITY : LAFAYETTE
STATE/ZIP : CA 94549
MORTGAGE AMOUNT : 558,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 557,189.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,949.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.40000
----------------------------------------------------------------
0 0007738289 MORTGAGORS: HOLMES FRANKLIN
HOLMES CAROL
REGION CODE ADDRESS : 4756 STEELE STREET
02 CITY : TORRANCE
STATE/ZIP : CA 90503
MORTGAGE AMOUNT : 340,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 339,453.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,406.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 79.06900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,669,000.00
P & I AMT: 11,798.43
UPB AMT: 1,666,732.97
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 97
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738297 MORTGAGORS: FASANO JOSEPH
FASANO MARY
REGION CODE ADDRESS : 110 MOZART AVENUE
02 CITY : LOS GATOS
STATE/ZIP : CA 95032
MORTGAGE AMOUNT : 441,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 440,664.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,045.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 66.81800
----------------------------------------------------------------
0 0007738305 MORTGAGORS: ADAMS GORDON
ADAMS ANNE
REGION CODE ADDRESS : 30832 OLYMPIC PLACE
02 CITY : LAGUNA NIGUEL
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 374,728.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,654.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 67.93400
----------------------------------------------------------------
0 0007738313 MORTGAGORS: PALARCA REYNALDO
PALARCA REBECCA
REGION CODE ADDRESS : 80 LYELL STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94112
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,633.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,657.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 81.35500
----------------------------------------------------------------
0 0007738321 MORTGAGORS: MALONEY JAMES
MALONEY PATRICIA
REGION CODE ADDRESS : 139 NORTH SALTAIR AVENUE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90049
MORTGAGE AMOUNT : 495,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 494,623.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,418.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 16.50000
----------------------------------------------------------------
0 0007738339 MORTGAGORS: CHARLES CUTHBERT
CHARLES AUDREY
REGION CODE ADDRESS : 3510 MOUNTAIN VIEW AVENUE
02 CITY : PASADENA AREA
STATE/ZIP : CA 91107
MORTGAGE AMOUNT : 270,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,107.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,914.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.10900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,821,500.00
P & I AMT: 12,691.17
UPB AMT: 1,819,757.16
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 98
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738347 MORTGAGORS: MASEK GREGORY
MASEK VIRGINIA
REGION CODE ADDRESS : 21881 CONSUEGRA
02 CITY : MISSION VIE
STATE/ZIP : CA 92692
MORTGAGE AMOUNT : 291,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 290,065.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,034.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.58400
----------------------------------------------------------------
0 0007738354 MORTGAGORS: EMMERSON KENNETH
EMMERSON NGA
REGION CODE ADDRESS : 19632 LARCHMONT CIRCLE
02 CITY : HUNTINGTON
STATE/ZIP : CA 92648
MORTGAGE AMOUNT : 525,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 524,910.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,672.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.95900
----------------------------------------------------------------
0 0007738362 MORTGAGORS: MALLARI JOSE
MALLARI WEVINA
REGION CODE ADDRESS : 1131 LONGVIEW DRIVE
02 CITY : DIAMOND BAR
STATE/ZIP : CA 91765
MORTGAGE AMOUNT : 262,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,619.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,854.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 72.77700
----------------------------------------------------------------
0 0007738370 MORTGAGORS: LINSON PHILLIP
LINSON LISA
REGION CODE ADDRESS : 652 WOODLAWN AVENUE
02 CITY : VENICE AREA
STATE/ZIP : CA 90291
MORTGAGE AMOUNT : 273,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 272,593.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,908.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.00000
----------------------------------------------------------------
0 0007738388 MORTGAGORS: ROACH STEPHEN
ROACH LINDA
REGION CODE ADDRESS : 31172 HARMONY HALL COURT
02 CITY : SAN JUAN CAPISTRANO
STATE/ZIP : CA 92675
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,779.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,002.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 61.70200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,641,300.00
P & I AMT: 11,473.94
UPB AMT: 1,638,967.68
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 99
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738396 MORTGAGORS: ADAMSON KENT
ADAMSON LAURIE
REGION CODE ADDRESS : 225 VIA RANCHO
02 CITY : SAN CLEMENTE
STATE/ZIP : CA 92672
MORTGAGE AMOUNT : 532,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 531,605.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,719.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.93300
----------------------------------------------------------------
0 0007738404 MORTGAGORS: SNYDER RICHARD
SNYDER JULIE
REGION CODE ADDRESS : 140 WEST AVENIDA SAN ANTONIO
02 CITY : SAN CLEMENTE
STATE/ZIP : CA 92672
MORTGAGE AMOUNT : 341,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 340,753.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,413.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.94500
----------------------------------------------------------------
0 0007738412 MORTGAGORS: HANAMAIKAI JOHN
HANAMAIKAI YOLANDA
REGION CODE ADDRESS : 4600 EAST ARBOR ROAD
02 CITY : LONG BEACH
STATE/ZIP : CA 90808
MORTGAGE AMOUNT : 340,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 339,493.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,377.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007738420 MORTGAGORS: PERRY JOHN
PERRY SANDY
REGION CODE ADDRESS : 25226 KEATS LANE
02 CITY : STEVENSON RANCH AREA
STATE/ZIP : CA 91381
MORTGAGE AMOUNT : 252,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 252,133.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,787.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 77.69200
----------------------------------------------------------------
0 0007738438 MORTGAGORS: REUSCH ERNEST
REUSCH SHIRLEY
REGION CODE ADDRESS : 5841 GLOXINIA DRIVE
02 CITY : YORBA LINDA
STATE/ZIP : CA 92887
MORTGAGE AMOUNT : 269,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,440.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,903.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 78.65400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,734,500.00
P & I AMT: 12,201.89
UPB AMT: 1,732,426.39
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 100
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007738446 MORTGAGORS: WALTZ DAVID
WALTZ CAROLE
REGION CODE ADDRESS : 21285 VIA TOMAS
02 CITY : YORBA LINDA
STATE/ZIP : CA 92887
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,585.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,887.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.26000
----------------------------------------------------------------
0 0007738453 MORTGAGORS: DEANE JAMES
DEANE JANET
REGION CODE ADDRESS : 18 KNOB HILL
02 CITY : LAGUNA NIGUEL
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 271,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,484.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,894.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.86100
----------------------------------------------------------------
0 0007738461 MORTGAGORS: HALL JEFFREY
PETTIETTE-HALL CLAIRE
REGION CODE ADDRESS : 5518 CALLE DE ARBOLES
02 CITY : TORRANCE
STATE/ZIP : CA 90505
MORTGAGE AMOUNT : 376,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 375,706.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,564.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.33300
----------------------------------------------------------------
0 0007739519 MORTGAGORS: KAO WEI-LUN
CHEN LI-LING
REGION CODE ADDRESS : 10766 LINDA VISTA DRIVE
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 310,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,480.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,114.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 43.66100
----------------------------------------------------------------
0 0007739527 MORTGAGORS: PALMER PHILIP
PALMER EVANGELINE
REGION CODE ADDRESS : 281 LASSEN AVENUE
02 CITY : MOUNTAIN VIEW
STATE/ZIP : CA 94043
MORTGAGE AMOUNT : 343,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 342,676.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,370.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,570,200.00
P & I AMT: 10,832.90
UPB AMT: 1,557,933.44
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 101
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739535 MORTGAGORS: STINSON DIRCK
STINSON KIM
REGION CODE ADDRESS : 506 MT. DELL DRIVE
02 CITY : CLAYTON
STATE/ZIP : CA 94517
MORTGAGE AMOUNT : 277,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,288.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,916.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007739543 MORTGAGORS: BURNS JANET
REGION CODE ADDRESS : 2141 BEL AIR AVENUE
02 CITY : SAN JOSE
STATE/ZIP : CA 95128
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,805.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,768.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739550 MORTGAGORS: CAPPELLONI NICHOLAS
CAPPELLONI PAULA
REGION CODE ADDRESS : 1582 PEACOCK AVENUE
02 CITY : SUNNYVALE
STATE/ZIP : CA 94087
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,761.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,335.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 65.34600
----------------------------------------------------------------
0 0007739568 MORTGAGORS: WAN KWOK
REGION CODE ADDRESS : 10 VIEWCREST CIRCLE
02 CITY : SOUTH SAN FRANCISCO
STATE/ZIP : CA 94080
MORTGAGE AMOUNT : 269,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,673.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,773.06 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.98800
----------------------------------------------------------------
0 0007739576 MORTGAGORS: CASTILLO ENRIQUE
CASTILLO LILLY
REGION CODE ADDRESS : 152 SEALION PLACE
02 CITY : VALLEJO
STATE/ZIP : CA 94591
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,782.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,832.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,405,400.00
P & I AMT: 9,626.06
UPB AMT: 1,404,310.92
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 102
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739584 MORTGAGORS: FINERAN KAREN
REGION CODE ADDRESS : 719 AVALON AVENUE
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94112
MORTGAGE AMOUNT : 273,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,381.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,843.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007739600 MORTGAGORS: PATEL ASHESH
SCOTT SUSAN
REGION CODE ADDRESS : 1060 LEO WAY
02 CITY : OAKLAND
STATE/ZIP : CA 94611
MORTGAGE AMOUNT : 307,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,053.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,176.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007739618 MORTGAGORS: CUTHBERTSON KELLIE
REGION CODE ADDRESS : 1070 GOYAN AVENUE
02 CITY : PLACERVILLE
STATE/ZIP : CA 95667
MORTGAGE AMOUNT : 95,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 94,905.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 608.30 OUTSIDE CONV DATE :
LIFETIME RATE : 6.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.62500 PRODUCT CODE : 002
LTV : 79.16700
----------------------------------------------------------------
0 0007739626 MORTGAGORS: SIRON RALPH
SIRON SANDRA
REGION CODE ADDRESS : 20064 WHEATON DRIVE
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 393,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 392,400.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,714.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 60.00000
----------------------------------------------------------------
0 0007739634 MORTGAGORS: AMINOV ISAAK
AMINOV FAINA
REGION CODE ADDRESS : 3132 MONTEREY STREET
02 CITY : SAN MATEO
STATE/ZIP : CA 94403
MORTGAGE AMOUNT : 318,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,325.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,229.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.13900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,387,900.00
P & I AMT: 9,571.53
UPB AMT: 1,386,065.83
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 103
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739642 MORTGAGORS: LI JIANG
YANG SHIXIA
REGION CODE ADDRESS : 1691 VIA LUGANO
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 353,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 352,474.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,468.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.90000
----------------------------------------------------------------
0 0007739659 MORTGAGORS: NOYES ROBERT
NOYES LORRAINE
REGION CODE ADDRESS : 944 SLADKY AVENUE
02 CITY : MOUNTAIN VIEW
STATE/ZIP : CA 94040
MORTGAGE AMOUNT : 273,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,092.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,887.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 52.05700
----------------------------------------------------------------
0 0007739667 MORTGAGORS: JU HSIN-SHAN
KU YEN-HUI
REGION CODE ADDRESS : 10777 LINDA VISTA DRIVE
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 352,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,968.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,437.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 52.67100
----------------------------------------------------------------
0 0007739675 MORTGAGORS: NORMAN MARK
NORMAN SHERI
REGION CODE ADDRESS : 828 8TH AVENUE
02 CITY : REDWOOD CITY
STATE/ZIP : CA 94063
MORTGAGE AMOUNT : 224,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 223,649.45 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,528.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739691 MORTGAGORS: SHAPIRO PAUL
REGION CODE ADDRESS : 8257 NORTH MOCKINGBIRD LANE
02 CITY : PARADISE VALLEY
STATE/ZIP : AZ 85253
MORTGAGE AMOUNT : 388,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,086.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,646.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,591,200.00
P & I AMT: 10,968.18
UPB AMT: 1,588,271.21
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 104
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739709 MORTGAGORS: GARRISON JOHN
REGION CODE ADDRESS : 29443 NORTH 64TH STREET
02 CITY : CAVE CREEK
STATE/ZIP : AZ 85331
MORTGAGE AMOUNT : 476,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 475,609.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,166.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739717 MORTGAGORS: FOSTER W.
FRANCHINO KAREN
REGION CODE ADDRESS : 1886 TIFFIN ROAD
02 CITY : OAKLAND
STATE/ZIP : CA 94602
MORTGAGE AMOUNT : 248,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,400.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,676.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739733 MORTGAGORS: CARDAMON PAUL
CARDAMON LAURA
REGION CODE ADDRESS : 10691 EVERGREEN POINT
02 CITY : FISHERS
STATE/ZIP : IN 46038
MORTGAGE AMOUNT : 363,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 363,144.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,511.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.98900
----------------------------------------------------------------
0 0007739741 MORTGAGORS: LAZINSKY BARBARA
REGION CODE ADDRESS : 9531 SUMMER RIDGE PLACE
02 CITY : INDIANAPOLI
STATE/ZIP : IN 46260
MORTGAGE AMOUNT : 153,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 153,782.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,062.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007739766 MORTGAGORS: YOMTOV MARIA
REGION CODE ADDRESS : 2036 BERGEN AVENUE
02 CITY : BROOKLYN
STATE/ZIP : NY 11234
MORTGAGE AMOUNT : 308,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 308,394.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,105.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,551,100.00
P & I AMT: 10,523.89
UPB AMT: 1,549,332.80
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 105
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739774 MORTGAGORS: BEAL GARY
BEAL JANICE
REGION CODE ADDRESS : 3016 BATTER SEA LANE
02 CITY : ALEXANDRIA
STATE/ZIP : VA 22309
MORTGAGE AMOUNT : 184,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 183,859.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,270.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739790 MORTGAGORS: MERLIN DOUGLAS
REGION CODE ADDRESS : 1521 W. IVANHOE BLVD.
02 CITY : ORLANDO
STATE/ZIP : FL 32804
MORTGAGE AMOUNT : 306,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 306,345.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,172.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007739808 MORTGAGORS: GREENLOW STEVEN
GREENLOW MARY
REGION CODE ADDRESS : 14207 ROBCASTE ROAD
02 CITY : PHOENIX
STATE/ZIP : MD 21131
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,798.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,901.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739816 MORTGAGORS: NORWOOD CHARLES
NORWOOD LAURIE
REGION CODE ADDRESS : 6732 CORTINA DRIVE
02 CITY : HIGHLAND
STATE/ZIP : MD 20777
MORTGAGE AMOUNT : 367,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 366,439.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,534.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.78200
----------------------------------------------------------------
0 0007739824 MORTGAGORS: CHAPMAN JEFFREY
CHAPMAN PATRICIA
REGION CODE ADDRESS : 4833 MEADOW CREEK DRIVE
02 CITY : FARGO
STATE/ZIP : ND 58014
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,561.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,910.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,409,900.00
P & I AMT: 9,789.82
UPB AMT: 1,408,004.72
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 106
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739832 MORTGAGORS: ROBBINS ALAN
ROBBINS TAMMY
REGION CODE ADDRESS : 3 KNIGHT ROAD
02 CITY : SHARON
STATE/ZIP : MA 02067
MORTGAGE AMOUNT : 388,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,362.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,581.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739840 MORTGAGORS: BERNITZ STEVEN
BERNITZ FRANCINE
REGION CODE ADDRESS : 357 NORTH EMERSON ROAD
02 CITY : LEXINGTON
STATE/ZIP : MA 02173
MORTGAGE AMOUNT : 440,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 439,656.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,001.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739865 MORTGAGORS: SUTTON SCOTT
SUTTON PAULA
REGION CODE ADDRESS : 14 MEETINGHOUSE DRIVE
02 CITY : LONDONDERRY
STATE/ZIP : NH 03053
MORTGAGE AMOUNT : 153,350.00 OPTION TO CONVERT :
UNPAID BALANCE : 153,233.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,059.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.99200
----------------------------------------------------------------
0 0007739873 MORTGAGORS: RENNIE DAVID
RENNIE HELEN
REGION CODE ADDRESS : 127 THORNTON ROAD
02 CITY : NEEDHAM
STATE/ZIP : MA 02494
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,756.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,905.10 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739899 MORTGAGORS: OLIVAS EDDIE
OLIVAS SALLY
REGION CODE ADDRESS : 855 EAST GLADSTONE STREET
02 CITY : LA VERNE
STATE/ZIP : CA 91750
MORTGAGE AMOUNT : 144,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 143,796.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,031.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,415,350.00
P & I AMT: 9,578.86
UPB AMT: 1,413,804.52
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 107
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739907 MORTGAGORS: HICKS RAYMOND
HICKS JILL
REGION CODE ADDRESS : 1973 COACHTRAIL DRIVE
02 CITY : HEBRON
STATE/ZIP : KY 41048
MORTGAGE AMOUNT : 333,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 332,752.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.00000
----------------------------------------------------------------
0 0007739915 MORTGAGORS: GLICKMAN GERALD
SOLOMON CARIN
REGION CODE ADDRESS : 11 STORM MIST PLACE
02 CITY : THE WOODLANDS
STATE/ZIP : TX 77381
MORTGAGE AMOUNT : 344,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 343,718.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,288.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739923 MORTGAGORS: REED KAY
REGION CODE ADDRESS : 4628 PINE STREET
02 CITY : BELLAIRE
STATE/ZIP : TX 77401
MORTGAGE AMOUNT : 90,820.00 OPTION TO CONVERT :
UNPAID BALANCE : 90,749.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 619.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739931 MORTGAGORS: WILSON MICHAEL
WILSON SARAH
REGION CODE ADDRESS : 1111 KERRI COURT
02 CITY : SUGAR LAND
STATE/ZIP : TX 77479
MORTGAGE AMOUNT : 124,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 123,796.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 824.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007739949 MORTGAGORS: OLSSON CLAS
REGION CODE ADDRESS : 11615 SHADY GROVE LANE
02 CITY : HOUSTON
STATE/ZIP : TX 77024
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,473.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,211,820.00
P & I AMT: 8,190.55
UPB AMT: 1,210,490.01
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 108
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007739956 MORTGAGORS: LAVALLE EDWARD
LAVALLE DEBORAH
REGION CODE ADDRESS : 119 BASALT DRIVE
02 CITY : FREDERICKSBURG
STATE/ZIP : VA 22406
MORTGAGE AMOUNT : 145,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 145,186.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 991.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.98800
----------------------------------------------------------------
0 0007739964 MORTGAGORS: RUBIO BARBARA
RUBIO VICTOR
REGION CODE ADDRESS : 127 SAINT FELIX ST.
02 CITY : BROOKLYN
STATE/ZIP : NY 11217
MORTGAGE AMOUNT : 280,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,523.45 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,060.42 OUTSIDE CONV DATE :
LIFETIME RATE : 8.00000 MATURITY DATE : 12/01/27
CURRENT INT RATE: 8.00000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007739972 MORTGAGORS: KIBBE PETER
KIBBE ANNE
REGION CODE ADDRESS : 2931 SEDGEWICK RD
02 CITY : SHAKER HTS.
STATE/ZIP : OH 44122
MORTGAGE AMOUNT : 231,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 230,148.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,540.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 04/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 66.14200
----------------------------------------------------------------
0 0007739998 MORTGAGORS: BENDON JOHN
REGION CODE ADDRESS : 920 10TH STREET
02 CITY : BOULDER
STATE/ZIP : CO 80302
MORTGAGE AMOUNT : 284,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,976.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,988.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.87000
----------------------------------------------------------------
0 0007740004 MORTGAGORS: GUARINO AGOSTINO
GUARINO DARLENE
REGION CODE ADDRESS : 3 MARY ROSE WAY
02 CITY : PEABODY
STATE/ZIP : MA 01960
MORTGAGE AMOUNT : 232,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 231,979.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,625.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,174,500.00
P & I AMT: 8,206.05
UPB AMT: 1,169,813.96
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 109
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740012 MORTGAGORS: RACHEY KEITH
RACHEY LUANN
REGION CODE ADDRESS : 345 WILLIAM LAKESHORE DRIVE
02 CITY : WACONIA
STATE/ZIP : MN 55387
MORTGAGE AMOUNT : 368,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 367,705.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,479.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740020 MORTGAGORS: FITE JACK
FITE JUDY
REGION CODE ADDRESS : 6220 PLUM THICKET ROAD
02 CITY : OKLAHOMA CITY
STATE/ZIP : OK 73162
MORTGAGE AMOUNT : 417,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 416,840.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,885.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.63300
----------------------------------------------------------------
0 0007740046 MORTGAGORS: EVANS KIM
EVANS JERRY
REGION CODE ADDRESS : 2108 TAMIE LANE
02 CITY : SAN JOSE
STATE/ZIP : CA 95130
MORTGAGE AMOUNT : 303,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 302,836.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,148.15 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.87500
----------------------------------------------------------------
0 0007740053 MORTGAGORS: NEWTON ERIC
HANDLER VICTORIA
REGION CODE ADDRESS : 500 INDIAN HILL ROAD
02 CITY : CHANHASSAN
STATE/ZIP : MN 55317
MORTGAGE AMOUNT : 259,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,994.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,769.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.91900
----------------------------------------------------------------
0 0007740061 MORTGAGORS: FREDERICKSON KRISTA
FREDERICKSON ROGER
REGION CODE ADDRESS : 4164 COLUMBINE COURT
02 CITY : VADNAIS HEIGHTS
STATE/ZIP : MN 55127
MORTGAGE AMOUNT : 242,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 241,811.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,631.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 94.98000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,590,900.00
P & I AMT: 10,914.39
UPB AMT: 1,588,188.47
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 110
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740079 MORTGAGORS: MORRIS MARVIN
MORRIS REBECCA
REGION CODE ADDRESS : 130 NORTH OAK DRIVE
02 CITY : MADISON
STATE/ZIP : MS 39110
MORTGAGE AMOUNT : 305,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,033.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,110.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.37500
----------------------------------------------------------------
0 0007740095 MORTGAGORS: MEYER WILLIAM
MEYER IRMA
REGION CODE ADDRESS : 1708 RUIDOSA DRIVE
02 CITY : EDMOND
STATE/ZIP : OK 73034
MORTGAGE AMOUNT : 302,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 301,550.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,111.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 85.07000
----------------------------------------------------------------
0 0007740103 MORTGAGORS: GUROSKY M.
GUROSKY KELLY
REGION CODE ADDRESS : 2665 VESCLUB CIRCLE
02 CITY : VESTAVIA
STATE/ZIP : AL 35216
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,733.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 52.47300
----------------------------------------------------------------
0 0007740111 MORTGAGORS: PEARSON DUANE
PEARSON PATRICIA
REGION CODE ADDRESS : 1642 EAST HERMOSA VISTA DRIVE
02 CITY : MESA
STATE/ZIP : AZ 85203
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,267.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,859.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740129 MORTGAGORS: FLATLEY JAMES
FLATLEY MAUREEN
REGION CODE ADDRESS : 112 ADELIA STREET
02 CITY : ELMHURST
STATE/ZIP : IL 60126
MORTGAGE AMOUNT : 267,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 266,582.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,821.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.82300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,500,500.00
P & I AMT: 10,319.88
UPB AMT: 1,498,167.76
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 111
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740137 MORTGAGORS: HATHCOCK JUDITH
HATHCOCK HUGH
REGION CODE ADDRESS : 4818 WESTWINDS DRIVE
02 CITY : DESTIN
STATE/ZIP : FL 32541
MORTGAGE AMOUNT : 476,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 474,879.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,247.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740145 MORTGAGORS: BONELLO JULIUS
BONELLO BRENDA
REGION CODE ADDRESS : 600 W. SINGING WOODS RD.
02 CITY : EDELSTEIN
STATE/ZIP : IL 61526
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,463.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,517.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.59500
----------------------------------------------------------------
0 0007740152 MORTGAGORS: BLAIR ROBERT
REGION CODE ADDRESS : 180 PALISADES DRIVE
02 CITY : DALY CITY
STATE/ZIP : CA 94015
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,615.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740160 MORTGAGORS: KENT KENNETH
KENT AMY
REGION CODE ADDRESS : 844 GLADIOLA DRIVE
02 CITY : SUNNYVALE
STATE/ZIP : CA 94086
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,572.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,933.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 49.55700
----------------------------------------------------------------
0 0007740178 MORTGAGORS: SLAYTON DONNY
SLAYTON CHRISTI
REGION CODE ADDRESS : 16 BRETAGNE CIRCLE
02 CITY : LITTLE ROCK
STATE/ZIP : AR 72211
MORTGAGE AMOUNT : 586,875.00 OPTION TO CONVERT :
UNPAID BALANCE : 585,813.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,855.36 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 73.35900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,954,875.00
P & I AMT: 13,294.08
UPB AMT: 1,951,344.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 112
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740186 MORTGAGORS: SMITH CHARLES
SMITH MICHELLE
REGION CODE ADDRESS : 1733 IRVING AVENUE SOUTH
02 CITY : MINNEAPOLIS
STATE/ZIP : MN 55403
MORTGAGE AMOUNT : 283,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,133.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,886.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740194 MORTGAGORS: FAST THOMAS
FAST LORETTA
REGION CODE ADDRESS : 8234 HIGHWAY 165 WEST
02 CITY : RYE
STATE/ZIP : CO 81069
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,260.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,019.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740202 MORTGAGORS: MESSICK JERRY
MESSICK TERESA
REGION CODE ADDRESS : 21305 E. 35TH TERRACE COURT
02 CITY : INDEPENDENCE
STATE/ZIP : MO 64057
MORTGAGE AMOUNT : 262,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,273.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,815.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.44700
----------------------------------------------------------------
0 0007740210 MORTGAGORS: RUSSO THOMAS
RUSSO MARIE
REGION CODE ADDRESS : 102 LEFLEUR
02 CITY : SLIDELL
STATE/ZIP : LA 70460
MORTGAGE AMOUNT : 245,575.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,591.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,675.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007740228 MORTGAGORS: CANDEE KEVIN
CANDEE JUDITH
REGION CODE ADDRESS : 214 RAVINE ROAD
02 CITY : HINSDALE
STATE/ZIP : IL 60521
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 374,714.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,590.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,462,975.00
P & I AMT: 9,986.43
UPB AMT: 1,459,974.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 113
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740236 MORTGAGORS: WELDON JEFFREY
JESTER JENNIFER
REGION CODE ADDRESS : 543 KING STREET
02 CITY : LITTLETON
STATE/ZIP : MA 01460
MORTGAGE AMOUNT : 243,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,573.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,725.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007740244 MORTGAGORS: MORSE JEFFREY
MORSE STACY
REGION CODE ADDRESS : 27905 195TH AVENUE SOUTHEAST
02 CITY : KENT
STATE/ZIP : WA 98042
MORTGAGE AMOUNT : 244,150.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,758.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,644.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007740251 MORTGAGORS: SHULLAW WAYNE
SHULLAW JOY
REGION CODE ADDRESS : 410 FARMINGTON DRIVE
02 CITY : LAFAYETTE
STATE/ZIP : LA 70503
MORTGAGE AMOUNT : 271,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,796.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740269 MORTGAGORS: JACOBS ELIZABETH
REGION CODE ADDRESS : 729 SANTA RAY AVE.
02 CITY : OAKLAND
STATE/ZIP : CA 94610
MORTGAGE AMOUNT : 284,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,296.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,942.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740277 MORTGAGORS: FORD CHESTER
GUIDICE-FORD CAROL
REGION CODE ADDRESS : 1758 HUDSON DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95124
MORTGAGE AMOUNT : 247,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 246,632.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,727.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 62.21600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,290,900.00
P & I AMT: 8,936.30
UPB AMT: 1,289,057.19
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 114
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740285 MORTGAGORS: CRAIG PAUL
MIGLIN MARLENA
REGION CODE ADDRESS : 1338 HIGH STREET
02 CITY : DENVER
STATE/ZIP : CO 80218
MORTGAGE AMOUNT : 262,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,089.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,790.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007740293 MORTGAGORS: SCHORR SAMUEL
FINK SYDNEY
REGION CODE ADDRESS : 4067 FREED AVENUE
02 CITY : SAN JOSE
STATE/ZIP : CA 95117
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,618.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,726.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 58.13900
----------------------------------------------------------------
0 0007740301 MORTGAGORS: SMYERS SCOTT
SMYERS SHELLEY
REGION CODE ADDRESS : 6170 MANCUSO STREET
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 510,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 509,221.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,522.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 72.85700
----------------------------------------------------------------
0 0007740319 MORTGAGORS: CASTLE TERRY
REGION CODE ADDRESS : 133 VICKSBURG STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94114
MORTGAGE AMOUNT : 283,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,568.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,954.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 53.90400
----------------------------------------------------------------
0 0007740327 MORTGAGORS: BROUGHAN THOMAS
BROUGHAN DEBORAH
REGION CODE ADDRESS : 5416 E. 118TH STREET
02 CITY : TULSA
STATE/ZIP : OK 74137
MORTGAGE AMOUNT : 480,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 479,248.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,274.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.41800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,785,500.00
P & I AMT: 12,268.91
UPB AMT: 1,782,745.89
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 115
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740343 MORTGAGORS: MUNSON TERRY
FLEMING TAMMY
REGION CODE ADDRESS : 15682 NE 95TH WAY
02 CITY : REDMOND
STATE/ZIP : WA 98052
MORTGAGE AMOUNT : 269,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,288.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,840.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007740350 MORTGAGORS: WALKER WANDA
REGION CODE ADDRESS : 2000 GLEN EAGLE LANE
02 CITY : BIRMINGHAM
STATE/ZIP : AL 35242
MORTGAGE AMOUNT : 358,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 357,653.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,474.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007740368 MORTGAGORS: BEEKER JOHN
BEEKER CHAROLETTE
REGION CODE ADDRESS : 2315 TWELVE OAKS DRIVE
02 CITY : BIRMINGHAM
STATE/ZIP : AL 35244
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,530.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 65.21700
----------------------------------------------------------------
0 0007740376 MORTGAGORS: FLORES ANTHONY
FLORES KIMBERLY
REGION CODE ADDRESS : 23222 81ST AVENUE SOUTHEAST
02 CITY : WOODINVILLE
STATE/ZIP : WA 98072
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,532.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,364.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 68.04100
----------------------------------------------------------------
0 0007740384 MORTGAGORS: DRAZEK MARK
MULAS BARBARA
REGION CODE ADDRESS : 4116 GREENWOOD AVENUE
02 CITY : OAKLAND
STATE/ZIP : CA 94602
MORTGAGE AMOUNT : 292,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,554.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,016.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,550,000.00
P & I AMT: 10,741.97
UPB AMT: 1,547,559.16
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 116
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740392 MORTGAGORS: HOLDER R
HOLDER KATHARINE
REGION CODE ADDRESS : 13 FULLER TERRACE
02 CITY : NEWTON
STATE/ZIP : MA 02165
MORTGAGE AMOUNT : 237,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 237,396.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,662.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007740400 MORTGAGORS: BOYD MARK
BOYD POLLY
REGION CODE ADDRESS : 653 MANORWOOD LANE
02 CITY : LOUISVILLE
STATE/ZIP : CO 80027
MORTGAGE AMOUNT : 240,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 239,821.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,678.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 68.76700
----------------------------------------------------------------
0 0007740418 MORTGAGORS: WONG KURT
WONG TINA
REGION CODE ADDRESS : 424 BISCAYNE AVENUE
02 CITY : FOSTER CITY
STATE/ZIP : CA 94404
MORTGAGE AMOUNT : 365,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 364,442.83 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,520.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 62.71400
----------------------------------------------------------------
0 0007740426 MORTGAGORS: GEORGE ROBERT
GEORGE DEBORAH
REGION CODE ADDRESS : 1016 GLENSPRINGS DRIVE
02 CITY : KNOXVILLE
STATE/ZIP : TN 37922
MORTGAGE AMOUNT : 299,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 298,708.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,990.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 85.00000
----------------------------------------------------------------
0 0007740434 MORTGAGORS: RABINOW DAVID
RABINOW ELAINE
REGION CODE ADDRESS : 24 COACHMEN LANE
02 CITY : NATICK
STATE/ZIP : MA 01760
MORTGAGE AMOUNT : 255,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 254,590.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,717.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,396,950.00
P & I AMT: 9,570.03
UPB AMT: 1,394,959.73
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 117
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007740459 MORTGAGORS: MAYHEW JON
MAYHEW COLLEEN
REGION CODE ADDRESS : 1284 WEDGEFIELD LANE
02 CITY : NEW ALBANY
STATE/ZIP : OH 43054
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,563.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,832.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007740681 MORTGAGORS: THOMPSON GEORGE
THOMPSON JULIA
REGION CODE ADDRESS : 10003 ALFORD CT
02 CITY : LANHAM
STATE/ZIP : MD 20706
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,665.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,592.82 OUTSIDE CONV DATE :
LIFETIME RATE : 6.50000 MATURITY DATE : 06/01/28
CURRENT INT RATE: 6.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007741820 MORTGAGORS: MILAN RICHARD
MILAN LYNN
REGION CODE ADDRESS : 420 VALLEY RUN DRIVE
02 CITY : WEDDINGTON
STATE/ZIP : NC 28173
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 245,550.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,966.75 OUTSIDE CONV DATE :
LIFETIME RATE : 8.75000 MATURITY DATE : 07/01/26
CURRENT INT RATE: 8.75000 PRODUCT CODE : 002
LTV : 75.52800
----------------------------------------------------------------
0 0007741838 MORTGAGORS: TRUJILLO MICHAEL
TRUJILLO LORA
REGION CODE ADDRESS : 4805 MOUNT PLEASANT DRIVE
02 CITY : FLAGSTAFF
STATE/ZIP : AZ 86004
MORTGAGE AMOUNT : 398,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,461.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,854.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 04/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 63.25300
----------------------------------------------------------------
0 0007741846 MORTGAGORS: MESSIEH MICHAEL
REGION CODE ADDRESS : 9548 VIRGINIA AVENUE SOUTH
02 CITY : BLOOMINGTON
STATE/ZIP : MN 55438
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 245,667.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,477.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/27
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 85.36500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,522,500.00
P & I AMT: 10,724.26
UPB AMT: 1,409,908.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 118
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007741853 MORTGAGORS: HUANG JAMES
HUANG PATRICIA
REGION CODE ADDRESS : 10 NICOLL DRIVE
02 CITY : ANDOVER
STATE/ZIP : MA 01810
MORTGAGE AMOUNT : 515,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 512,136.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,513.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 04/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.51300
----------------------------------------------------------------
0 0007741861 MORTGAGORS: CROTTY MARTIN
CROTTY JILL
REGION CODE ADDRESS : 62 BROOKSDALE ROAD
02 CITY : BRIGHTON
STATE/ZIP : MA 02135
MORTGAGE AMOUNT : 261,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,443.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,869.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007741879 MORTGAGORS: GRAY JAMES
GRAY AMY
REGION CODE ADDRESS : 3920 42ND AVENUE SOUTH
02 CITY : SEATTLE
STATE/ZIP : WA 98118
MORTGAGE AMOUNT : 259,550.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,521.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,770.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 06/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 63.30400
----------------------------------------------------------------
0 0007741887 MORTGAGORS: SNYDER-BURTON JAMIE
BURTON REGINALD
REGION CODE ADDRESS : 603 WINGROVE CT
02 CITY : TIPP CITY
STATE/ZIP : OH 45371
MORTGAGE AMOUNT : 483,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 482,943.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,299.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.55500
----------------------------------------------------------------
0 0007741895 MORTGAGORS: SHEAHAN GREGORY
SHEAHAN JILL
REGION CODE ADDRESS : 1 NORTH 572 BOB-O-LINK
02 CITY : WINFIELD
STATE/ZIP : IL 60190
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 268,043.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.36900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,789,250.00
P & I AMT: 12,295.21
UPB AMT: 1,782,088.60
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 119
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007741903 MORTGAGORS: RITTER THORSTON
RITTER VANESSA
REGION CODE ADDRESS : 1400 DOCKHAM RD.
02 CITY : DEERFIELD TWP
STATE/ZIP : MI 48421
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,746.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,477.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 59.32200
----------------------------------------------------------------
0 0007741911 MORTGAGORS: CARLSON GLENN
REGION CODE ADDRESS : 2615 E DAUBER DR
02 CITY : TOLEDO
STATE/ZIP : OH 43615
MORTGAGE AMOUNT : 397,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 397,297.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,746.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007741929 MORTGAGORS: PETSCHE CHARLES
PETSCHE DIANE
REGION CODE ADDRESS : 980 STONINGTON DRIVE
02 CITY : ARNOLD
STATE/ZIP : MD 21012
MORTGAGE AMOUNT : 644,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 642,867.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,508.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007741937 MORTGAGORS: SLOAN ERIC
SLOAN BONNIE
REGION CODE ADDRESS : 1326 KNOLLWOOD WAY
02 CITY : RIVERWOODS
STATE/ZIP : IL 60015
MORTGAGE AMOUNT : 520,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 519,206.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,591.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007741952 MORTGAGORS: LOCKWOOD CHARLES
LOCKWOOD CATHRYN
REGION CODE ADDRESS : 2711 SE BELLA VISTA LOOP
02 CITY : VANCOUVER
STATE/ZIP : WA 98683
MORTGAGE AMOUNT : 288,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,191.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,044.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 77.01300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,201,200.00
P & I AMT: 15,367.56
UPB AMT: 2,196,309.37
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 120
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007741978 MORTGAGORS: LUEDKE TERRANCE
LUEDKE KATHLEEN
REGION CODE ADDRESS : 19395 WEST GLACIER PARKWAY
02 CITY : BROOKFIELD
STATE/ZIP : WI 53045
MORTGAGE AMOUNT : 468,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 467,634.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,192.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.40000
----------------------------------------------------------------
0 0007741986 MORTGAGORS: MALMSTROM LYNN
MALMSTROM SHARON
REGION CODE ADDRESS : 2945 EAST DANISH ROAD
02 CITY : SALT LAKE CITY
STATE/ZIP : UT 84121
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,224.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,948.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007741994 MORTGAGORS: BERTONCELLO DWAIN
BERTONCELLO JUDITH
REGION CODE ADDRESS : 24399 SE. 25TH STREET
02 CITY : ISSAQUAH
STATE/ZIP : WA 98029
MORTGAGE AMOUNT : 261,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,524.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,763.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 93.50000
----------------------------------------------------------------
0 0007742000 MORTGAGORS: MALTZMAN STEPHEN
MALTZMAN DEBRA
REGION CODE ADDRESS : 167 WOODLAND STREET
02 CITY : NATICK
STATE/ZIP : MA 01760
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,473.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742018 MORTGAGORS: CALDEIRA STEPHEN
AGATE-CALDEIRA JANE
REGION CODE ADDRESS : 2707 HARTZELL
02 CITY : EVANSTON
STATE/ZIP : IL 60201
MORTGAGE AMOUNT : 382,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 381,944.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,707.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,704,300.00
P & I AMT: 11,741.31
UPB AMT: 1,700,802.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 121
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742034 MORTGAGORS: FRANCIS TIMOTHY
FRANCIS MARY
REGION CODE ADDRESS : 452 WEST FALKIRK PLACE
02 CITY : PALATINE
STATE/ZIP : IL 60074
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,112.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,299.26 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 74.30997
----------------------------------------------------------------
0 0007742042 MORTGAGORS: KOORIS IRVIN
KOORIS ALLYN
REGION CODE ADDRESS : 75 GARLAND ROAD
02 CITY : NEWTON
STATE/ZIP : MA 02159
MORTGAGE AMOUNT : 369,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 368,969.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,550.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007742059 MORTGAGORS: KARM LYA
LAUKAITIS JOSEPH
REGION CODE ADDRESS : 6909 RANNOCH ROAD
02 CITY : BETHESDA
STATE/ZIP : MD 20817
MORTGAGE AMOUNT : 478,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 476,993.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,264.22 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.75000
----------------------------------------------------------------
0 0007742067 MORTGAGORS: SCHMITT JOSEPH
SCHMITT PAMELA
REGION CODE ADDRESS : 9 LONG MEADOW ROAD
02 CITY : BROOKFIELD
STATE/ZIP : CT 06804
MORTGAGE AMOUNT : 250,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,204.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,708.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742075 MORTGAGORS: HODSON MARK
PRUETT ELISABETH
REGION CODE ADDRESS : 1909 W.NELSON
02 CITY : CHICAGO
STATE/ZIP : IL 60657
MORTGAGE AMOUNT : 440,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 439,311.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,001.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,888,150.00
P & I AMT: 12,823.55
UPB AMT: 1,884,591.18
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 122
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742083 MORTGAGORS: COLLINS PETER
COLLINS CAROLINE
REGION CODE ADDRESS : 17 RIVER MEADOW DRIVE
02 CITY : W. NEWBURY
STATE/ZIP : MA 01985
MORTGAGE AMOUNT : 390,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 389,035.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,594.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 74.28500
----------------------------------------------------------------
0 0007742091 MORTGAGORS: ROZAK CHARLES
REGION CODE ADDRESS : 128 WARREN STREET
02 CITY : BOYLSTON
STATE/ZIP : MA 01505
MORTGAGE AMOUNT : 255,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 254,428.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,782.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.91300
----------------------------------------------------------------
0 0007742109 MORTGAGORS: MCGOVERN CHRISTOPHER
MCGOVERN KELLY
REGION CODE ADDRESS : 4813 FORGE ACRE DRIVE
02 CITY : PERRY HALL
STATE/ZIP : MD 21128
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,440.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,811.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742117 MORTGAGORS: BELL MARC
BELL SUZANNE
REGION CODE ADDRESS : 2537 ROYAL PALM WAY
02 CITY : WESTON
STATE/ZIP : FL 33327
MORTGAGE AMOUNT : 650,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 648,931.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,324.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 69.89200
----------------------------------------------------------------
0 0007742133 MORTGAGORS: DECKER CARLA
DECKER DAVID
REGION CODE ADDRESS : 10833 EAST RAINTREE DRIVE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85259
MORTGAGE AMOUNT : 250,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,998.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,687.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.78100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,801,400.00
P & I AMT: 12,201.09
UPB AMT: 1,797,834.29
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 123
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742141 MORTGAGORS: INGHRAM TERRY
INGHRAM TRACY
REGION CODE ADDRESS : 196 BENT TREE DRIVE
02 CITY : PALM BEACH GARDENS
STATE/ZIP : FL 33418
MORTGAGE AMOUNT : 249,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,078.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,744.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 94.92700
----------------------------------------------------------------
0 0007742158 MORTGAGORS: RAU LAWRENCE
RAU LINDA
REGION CODE ADDRESS : 13223 GRIFFIN RUN
02 CITY : CARMEL
STATE/ZIP : IN 46033
MORTGAGE AMOUNT : 286,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,051.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,954.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.64000
----------------------------------------------------------------
0 0007742166 MORTGAGORS: ROBERGE PETER
ROBERGE LAVERN
REGION CODE ADDRESS : 56 ROOSEVELT FOREST DRIVE
02 CITY : STRATFORD
STATE/ZIP : CT 06497
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,593.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,773.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.47000
----------------------------------------------------------------
0 0007742174 MORTGAGORS: BECKER SCOTT
BECKER MILA
REGION CODE ADDRESS : 6213 SWORDS WAY
02 CITY : BETHESDA
STATE/ZIP : MD 20817
MORTGAGE AMOUNT : 265,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,194.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,834.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742182 MORTGAGORS: TOWLE SIDNEY
REGION CODE ADDRESS : 109 BEACON STREET #5
02 CITY : BOSTON
STATE/ZIP : MA 02116
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,569.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,947.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,343,550.00
P & I AMT: 9,254.44
UPB AMT: 1,341,487.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 124
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742190 MORTGAGORS: FROST JOHN
LAFRANCE DONNA
REGION CODE ADDRESS : 53316 126TH AVENUE COURT EAST
02 CITY : EATONVILLE
STATE/ZIP : WA 98328
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,622.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,840.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.28500
----------------------------------------------------------------
0 0007742208 MORTGAGORS: PAUL DEVCHAND
OKAZAKI-PAUL DOROTHY
REGION CODE ADDRESS : 12983 WEST HARVARD AVENUE
02 CITY : LAKEWOOD
STATE/ZIP : CO 80228
MORTGAGE AMOUNT : 435,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 435,250.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,937.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.99800
----------------------------------------------------------------
0 0007742216 MORTGAGORS: MORRISSETTE GARY
MORRISSETTE MARSHA
REGION CODE ADDRESS : 18859 MAGENTA BAY
02 CITY : EDEN PRAIRIE
STATE/ZIP : MN 55347
MORTGAGE AMOUNT : 460,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 459,262.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,099.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 77.31000
----------------------------------------------------------------
0 0007742224 MORTGAGORS: DEVRE SHRIRAM
DEVRE BALWANT
REGION CODE ADDRESS : 119 GREGORY AVENUE
02 CITY : WEST ORANGE
STATE/ZIP : NJ 07052
MORTGAGE AMOUNT : 250,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,462.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,840.28 OUTSIDE CONV DATE :
LIFETIME RATE : 8.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 8.00000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007742240 MORTGAGORS: HEISELMAN ARLENE
REGION CODE ADDRESS : 3709 TAMARISK DRIVE
02 CITY : AKRON
STATE/ZIP : OH 44333
MORTGAGE AMOUNT : 336,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 335,228.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,320.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,742,750.00
P & I AMT: 12,037.40
UPB AMT: 1,739,825.80
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 125
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742257 MORTGAGORS: MILLSTEIN MICHAEL
MILLSTEIN JULIE
REGION CODE ADDRESS : 24275 WOODSIDE ROAD
02 CITY : BEACHWOOD
STATE/ZIP : OH 44122
MORTGAGE AMOUNT : 410,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 409,034.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,796.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 63.07600
----------------------------------------------------------------
0 0007742265 MORTGAGORS: ROBERTS JAMES
ROBERTS CAROL
REGION CODE ADDRESS : 5844 EAST WALNUT STREET
02 CITY : WESTERVILLE
STATE/ZIP : OH 43081
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,587.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,864.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007742273 MORTGAGORS: NAGLE REX
NAGLE CATHERINE
REGION CODE ADDRESS : 3009 KING JAMES AVENUE
02 CITY : ST CHARLES
STATE/ZIP : IL 60174
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,465.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.42800
----------------------------------------------------------------
0 0007742307 MORTGAGORS: SMITH GARY
SMITH CAROLE
REGION CODE ADDRESS : 14621 WARNER TRAIL
02 CITY : WESTVILLE
STATE/ZIP : IN 46074
MORTGAGE AMOUNT : 275,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,068.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,879.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007742315 MORTGAGORS: MCDONALD JOHN
MCDONALD SALLY
REGION CODE ADDRESS : 205 JACKSON ST
02 CITY : COLUMBUS
STATE/ZIP : OH 43206
MORTGAGE AMOUNT : 525,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 524,178.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,581.43 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 60.34400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,830,500.00
P & I AMT: 12,539.93
UPB AMT: 1,827,335.52
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 126
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742323 MORTGAGORS: SHECHTER MORDECHAY
SHECHTER SARAH
REGION CODE ADDRESS : 12202 FALLS ROAD
02 CITY : POTOMAC
STATE/ZIP : MD 20854
MORTGAGE AMOUNT : 282,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,281.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,857.80 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.98800
----------------------------------------------------------------
0 0007742364 MORTGAGORS: BREDOW EDWARD
BREDOW ELLEN
REGION CODE ADDRESS : 6260 HELLNER ROAD
02 CITY : ANN ARBOR
STATE/ZIP : MI 48105
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,388.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007742406 MORTGAGORS: NAND KAMAL
NAND NAYANTRA
REGION CODE ADDRESS : 7530 242ND PLACE SW
02 CITY : EDMONDS
STATE/ZIP : WA 98026
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,541.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,153.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742414 MORTGAGORS: CROOKS ROBERT
CROOKS KALPANA
REGION CODE ADDRESS : 233 BELLEVUE STREET
02 CITY : NEWTON
STATE/ZIP : MA 02158
MORTGAGE AMOUNT : 316,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 315,540.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,267.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 66.63100
----------------------------------------------------------------
0 0007742422 MORTGAGORS: LORD TIMOTHY
LORD DEBORAH
REGION CODE ADDRESS : 2510 6TH STREET NORTHWEST
02 CITY : GIG HARBOR
STATE/ZIP : WA 98335
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,350.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,882.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,453,300.00
P & I AMT: 10,119.32
UPB AMT: 1,450,101.47
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 127
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742430 MORTGAGORS: MCGILLICUDDY TIMOTHY
MCGILLICUDDY JANETTE
REGION CODE ADDRESS : 4620 EAST EXETER BOULEVARD
02 CITY : PHOENIX
STATE/ZIP : AZ 85018
MORTGAGE AMOUNT : 275,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,780.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,852.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 70.51200
----------------------------------------------------------------
0 0007742448 MORTGAGORS: SCHOCH W.
SCHOCH CHERI
REGION CODE ADDRESS : 10460 NORTH 97TH PLACE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85258
MORTGAGE AMOUNT : 266,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,792.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,814.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.00000
----------------------------------------------------------------
0 0007742455 MORTGAGORS: WESTGATE VERNE
ELLINGTON ROBIN
REGION CODE ADDRESS : 159 SOUTH BRADFORD STREET
02 CITY : NORTH ANDOVER
STATE/ZIP : MA 01845
MORTGAGE AMOUNT : 257,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 257,106.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,778.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 82.53200
----------------------------------------------------------------
0 0007742471 MORTGAGORS: BURCH JOHN
BURCH D.
REGION CODE ADDRESS : 51 SMITH ROAD
02 CITY : CHARLTON
STATE/ZIP : MA 01507
MORTGAGE AMOUNT : 243,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,619.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,657.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0007742489 MORTGAGORS: LIEBOWITZ JAY
KOROSS MICHELLE
REGION CODE ADDRESS : 107 OLIVER ROAD
02 CITY : NEWTON
STATE/ZIP : MA 02168
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,518.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,741.65 OUTSIDE CONV DATE :
LIFETIME RATE : 6.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.62500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,313,500.00
P & I AMT: 8,845.15
UPB AMT: 1,311,817.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 128
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742497 MORTGAGORS: MOORHOUSE BRUCE
MOORHOUSE CHERYL
REGION CODE ADDRESS : 2367 NORTHRIDGE AVENUE COURT NORTH
02 CITY : WEST LAKELAND
STATE/ZIP : MN 55082
MORTGAGE AMOUNT : 349,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,252.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,386.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.98300
----------------------------------------------------------------
0 0007742505 MORTGAGORS: SIRIPRAKORN PRACHAK
SIRIPRAKORN PORNPIMON
REGION CODE ADDRESS : 9454 FARM COURT
02 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 500,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 499,177.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,326.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742513 MORTGAGORS: MAROWITZ NORMAN
MAROWITZ VIVIAN
REGION CODE ADDRESS : 298 ELSINORE STREET
02 CITY : CONCORD
STATE/ZIP : MA 01742
MORTGAGE AMOUNT : 287,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,550.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.15600
----------------------------------------------------------------
0 0007742521 MORTGAGORS: BOYLE THOMAS
BICKETT PAULA
REGION CODE ADDRESS : 525 W FLYNN LANE
02 CITY : PHOENIX
STATE/ZIP : AZ 85013
MORTGAGE AMOUNT : 277,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,846.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,893.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007742539 MORTGAGORS: MICHAELS FRED
MICHAELS SHERRY
REGION CODE ADDRESS : 11639 EAST WETHERSFIELD ROAD
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85259
MORTGAGE AMOUNT : 464,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 463,273.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,165.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.69400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,878,300.00
P & I AMT: 12,728.97
UPB AMT: 1,875,101.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 129
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742547 MORTGAGORS: GRUIDL MICHAEL
GRUIDL CATHERINE
REGION CODE ADDRESS : 15520 EDGEWOOD COURT
02 CITY : EDEN PRAIRIE
STATE/ZIP : MN 55346
MORTGAGE AMOUNT : 242,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,120.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,654.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.48400
----------------------------------------------------------------
0 0007742554 MORTGAGORS: DOREY PETER
DOREY JULIE
REGION CODE ADDRESS : 54 CRANBERRY CIRCLE
02 CITY : SUDBURY
STATE/ZIP : MA 01776
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,481.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,945.80 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 60.24000
----------------------------------------------------------------
0 0007742570 MORTGAGORS: HARRIS ROBERT
HARRIS LUCILLE
REGION CODE ADDRESS : 7960 TALAVERA PLACE
02 CITY : DELRAY BEACH
STATE/ZIP : FL 33446
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,342.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,661.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 66.11500
----------------------------------------------------------------
0 0007742596 MORTGAGORS: MCCARTY KEVIN
MCCARTY DINA
REGION CODE ADDRESS : 2275 ALPINE SKY DRIVE
02 CITY : BERTHOUD
STATE/ZIP : CO 80513
MORTGAGE AMOUNT : 335,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 334,748.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,230.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007742604 MORTGAGORS: WAPATO S
KINGMAN A
REGION CODE ADDRESS : 7517 EAST SUNDOWN CIRCLE
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85250
MORTGAGE AMOUNT : 294,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,003.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,931.37 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 67.58600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,571,800.00
P & I AMT: 10,423.42
UPB AMT: 1,568,696.99
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 130
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742612 MORTGAGORS: CONROY PATRICK
CONROY JILL
REGION CODE ADDRESS : 2617 233RD STREET SOUTHWEST
02 CITY : BRIER
STATE/ZIP : WA 98036
MORTGAGE AMOUNT : 264,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 263,665.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,757.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 74.39436
----------------------------------------------------------------
0 0007742620 MORTGAGORS: PENCE JACK
PENCE MERRIE
REGION CODE ADDRESS : 2892 STONE MILL COURT
02 CITY : BEAVERCREEK
STATE/ZIP : OH 45434
MORTGAGE AMOUNT : 351,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 350,900.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,397.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 84.68600
----------------------------------------------------------------
0 0007742638 MORTGAGORS: FUERST LOUIS
FUERST SUE
REGION CODE ADDRESS : 1018 FARM HAVEN DRIVE
02 CITY : ROCKVILLE
STATE/ZIP : MD 20852
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,374.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,655.46 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742646 MORTGAGORS: POWER ROBERT
POWER DEBORAH
REGION CODE ADDRESS : 38 ANGELA STREET
02 CITY : CANTON
STATE/ZIP : MA 02021
MORTGAGE AMOUNT : 268,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 266,081.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,832.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.23300
----------------------------------------------------------------
0 0007742653 MORTGAGORS: BURG CHARLES
BURG DIANA
REGION CODE ADDRESS : 23595 CURRANT DRIVE
02 CITY : GOLDEN
STATE/ZIP : CO 80401
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,793.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,807.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.61100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,401,150.00
P & I AMT: 9,450.14
UPB AMT: 1,396,814.75
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 131
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742661 MORTGAGORS: RANDLE RONALD
REGION CODE ADDRESS : 9901 DUANE COURT
02 CITY : HUNTERSVILLE
STATE/ZIP : NC 28078
MORTGAGE AMOUNT : 243,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,710.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,637.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 85.00000
----------------------------------------------------------------
0 0007742687 MORTGAGORS: GUIRGUIS MERO
REGION CODE ADDRESS : 2435 NORTH SHEFFIELD AVENUE UNIT 10
02 CITY : CHICAGO
STATE/ZIP : IL 60614
MORTGAGE AMOUNT : 248,425.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,055.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,737.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007742695 MORTGAGORS: LAWSON DAVID
LAWSON KIMBERLY
REGION CODE ADDRESS : 304 S MITCHELL AVENUE
02 CITY : ARLINGTON HEIGHTS
STATE/ZIP : IL 60005
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,578.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,906.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742711 MORTGAGORS: BYRNE JAMES
BYRNE JACQUELINE
REGION CODE ADDRESS : 230 SOUTH MAIN STREET
02 CITY : COHASSET
STATE/ZIP : MA 02025
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,518.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,021.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 58.25200
----------------------------------------------------------------
0 0007742729 MORTGAGORS: KISSINGER THOMAS
KISSINGER NANCY
REGION CODE ADDRESS : 3260 YALE COURT
02 CITY : BROOKFIELD
STATE/ZIP : WI 53005
MORTGAGE AMOUNT : 248,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,806.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,691.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.91800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,315,525.00
P & I AMT: 8,994.05
UPB AMT: 1,313,669.13
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 132
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742737 MORTGAGORS: COOK RICHARD
COOK CHRISTINA
REGION CODE ADDRESS : 9188 BUCKHILL DRIVE
02 CITY : HIGHLANDS RANCH
STATE/ZIP : CO 80126
MORTGAGE AMOUNT : 346,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 346,357.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,366.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 77.62500
----------------------------------------------------------------
0 0007742745 MORTGAGORS: VIRZI THOMAS
VIRZI FLORENCE
REGION CODE ADDRESS : 788 NE 39TH STREET
02 CITY : BOCA RATON
STATE/ZIP : FL 33431
MORTGAGE AMOUNT : 596,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 595,535.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,065.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742752 MORTGAGORS: GOLDEN GARY
REGION CODE ADDRESS : 1 CHAMELEON COURT
02 CITY : AUSTIN
STATE/ZIP : TX 78738
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,595.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,697.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742778 MORTGAGORS: SAUL ZANE
SAUL CINDY
REGION CODE ADDRESS : 197 LYONS PLAINS ROAD
02 CITY : WESTON
STATE/ZIP : CT 06883
MORTGAGE AMOUNT : 570,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 569,544.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,840.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 71.25000
----------------------------------------------------------------
0 0007742794 MORTGAGORS: SMALLWOOD NATHAN
SMALLWOOD JULIE
REGION CODE ADDRESS : 93 CROSS STREET
02 CITY : ANDOVER
STATE/ZIP : MA 01810
MORTGAGE AMOUNT : 279,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,862.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,905.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,044,200.00
P & I AMT: 13,875.53
UPB AMT: 2,041,895.03
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 133
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742802 MORTGAGORS: CANTELLO ROGER
CANTELLO DIANE
REGION CODE ADDRESS : 89 WOODLANDS DRIVE
02 CITY : FALMOUTH
STATE/ZIP : ME 04105
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,187.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.11700
----------------------------------------------------------------
0 0007742810 MORTGAGORS: PETERSON THOMAS
PETERSON MARCIA
REGION CODE ADDRESS : 2291 WINDMILL WAY
02 CITY : SALINE
STATE/ZIP : MI 48176
MORTGAGE AMOUNT : 301,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 300,528.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,053.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 89.85000
----------------------------------------------------------------
0 0007742828 MORTGAGORS: WILSON KAREN
WILSON HOWARD
REGION CODE ADDRESS : 1380 85TH COURT WAY
02 CITY : NORTHFIELD
STATE/ZIP : MN 55057
MORTGAGE AMOUNT : 266,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,583.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,814.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 93.33300
----------------------------------------------------------------
0 0007742836 MORTGAGORS: LEE QUEN
LIEW SUN
REGION CODE ADDRESS : 174 SANBORN LANE
02 CITY : READING
STATE/ZIP : MA 01867
MORTGAGE AMOUNT : 376,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 375,411.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,564.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742844 MORTGAGORS: MARCHESE JOSEPH
MARCHESE KRISTI
REGION CODE ADDRESS : 60 CARDINAL LANE
02 CITY : ROSELLE
STATE/ZIP : IL 60172
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,539.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,862.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 74.86600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,475,000.00
P & I AMT: 10,036.29
UPB AMT: 1,468,251.53
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 134
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742851 MORTGAGORS: LEE RICHARD
SCHNEIDER AMY
REGION CODE ADDRESS : 10530 EAST PINNACLE PEAK ROAD
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85255
MORTGAGE AMOUNT : 446,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 445,302.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,042.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 65.10900
----------------------------------------------------------------
0 0007742869 MORTGAGORS: PETERS ROBERT
KOUGHAN MARGARET
REGION CODE ADDRESS : 20921 28TH AVENUE SOUTHEAST
02 CITY : BOTHELL
STATE/ZIP : WA 98021
MORTGAGE AMOUNT : 242,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 241,870.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,652.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007742877 MORTGAGORS: ABBEY DON
ABBEY LORA
REGION CODE ADDRESS : 13962 SOUTHWEST HILLSHIRE DRIVE
02 CITY : TIGARD
STATE/ZIP : OR 97223
MORTGAGE AMOUNT : 311,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 310,713.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,122.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742901 MORTGAGORS: VAVRA JASON
ARFORD JAN
REGION CODE ADDRESS : 5970 HOBE LANE
02 CITY : WHITE BEAR LAKE
STATE/ZIP : MN 55110
MORTGAGE AMOUNT : 253,520.00 OPTION TO CONVERT :
UNPAID BALANCE : 253,307.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,665.45 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007742927 MORTGAGORS: MANNING GREGORY
MANNING LINDA
REGION CODE ADDRESS : 10 SOMERSET DRIVE
02 CITY : ANDOVER
STATE/ZIP : MA 01810
MORTGAGE AMOUNT : 373,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 372,678.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,419.27 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 73.86100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,625,970.00
P & I AMT: 10,902.74
UPB AMT: 1,623,871.79
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 135
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742935 MORTGAGORS: EVANS LINDSLEY
EVANS KATHRYN
REGION CODE ADDRESS : 3041 NORTH MANOR DRIVE EAST
02 CITY : PHOENIX
STATE/ZIP : AZ 85014
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,499.22 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 71.11100
----------------------------------------------------------------
0 0007742943 MORTGAGORS: BERNSTEIN JODI
REGION CODE ADDRESS : 7653 SOUTH GRANDVIEW AVENUE
02 CITY : TEMPE
STATE/ZIP : AZ 85284
MORTGAGE AMOUNT : 352,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,435.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,371.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.97800
----------------------------------------------------------------
0 0007742950 MORTGAGORS: BERMAN WILLIAM
BERMAN MARCIA
REGION CODE ADDRESS : 30600 N. PIMA ROAD
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85255
MORTGAGE AMOUNT : 483,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 482,388.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,339.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.33700
----------------------------------------------------------------
0 0007742968 MORTGAGORS: GARDNER MARK
GARDNER JANE
REGION CODE ADDRESS : 25858 ARCADIA
02 CITY : NOVI
STATE/ZIP : MN 48374
MORTGAGE AMOUNT : 291,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,375.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,066.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 78.46700
----------------------------------------------------------------
0 0007742976 MORTGAGORS: GERSHMAN ROBERT
GERSHMAN CINDY
REGION CODE ADDRESS : 19040 FOX LANDING DRIVE
02 CITY : BOCA RATON
STATE/ZIP : FL 33434
MORTGAGE AMOUNT : 307,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 306,531.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,120.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 61.40000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,754,400.00
P & I AMT: 12,080.30
UPB AMT: 1,751,230.34
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 136
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007742992 MORTGAGORS: THOMAS CHARLES
THOMAS SALLY
REGION CODE ADDRESS : 5 POINT O'WOODS ROAD SOUTH
02 CITY : DARIEN
STATE/ZIP : CT 06820
MORTGAGE AMOUNT : 598,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 597,064.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,079.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.75000
----------------------------------------------------------------
0 0007743024 MORTGAGORS: HOFFER JAMES
HOFFER FLORINA
REGION CODE ADDRESS : 15413 DEEP BOTTOM ROAD
02 CITY : GERMANTOWN
STATE/ZIP : MD 20874
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,203.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,223.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.15700
----------------------------------------------------------------
0 0007743032 MORTGAGORS: TEIGEIRO JOSE
TEIGEIRO GAIL
REGION CODE ADDRESS : 9101 WEST HAWTHORNE LANE
02 CITY : FRANKLIN
STATE/ZIP : WI 53132
MORTGAGE AMOUNT : 322,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,969.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,145.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007743040 MORTGAGORS: ROBERTS ALFRED
ROBERTS MICHELE
REGION CODE ADDRESS : 9240 ALLANA COURT
02 CITY : COLORADO SPRINGS
STATE/ZIP : CO 80920
MORTGAGE AMOUNT : 269,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,156.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,793.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.98700
----------------------------------------------------------------
0 0007743057 MORTGAGORS: CHAVARRIA LISA
REGION CODE ADDRESS : 1231 29TH STREET, N.W.
02 CITY : WASHINGTON
STATE/ZIP : DC 20007
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,550.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,886.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,800,100.00
P & I AMT: 12,128.36
UPB AMT: 1,796,945.11
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 137
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743065 MORTGAGORS: BLANDINO CARL
BLANDINO DONNA
REGION CODE ADDRESS : 14 WASHINGTON DRIVE
02 CITY : ACTON
STATE/ZIP : MA 01720
MORTGAGE AMOUNT : 324,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 323,517.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,265.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 89.75000
----------------------------------------------------------------
0 0007743073 MORTGAGORS: MESTON RICHARD
MESTON CHRIS
REGION CODE ADDRESS : 4604 47TH STREET SE
02 CITY : AUBURN
STATE/ZIP : WA 98092
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,483.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,251.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 71.73900
----------------------------------------------------------------
0 0007743081 MORTGAGORS: BROOKS ERIC
BROOKS LINDA
REGION CODE ADDRESS : 901 ABBEY
02 CITY : BIRMINGHAM
STATE/ZIP : MI 48009
MORTGAGE AMOUNT : 273,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 272,772.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,863.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.74100
----------------------------------------------------------------
0 0007743099 MORTGAGORS: WINTER KATHERINE
REGION CODE ADDRESS : 445 NIAGARA LANE NORTH
02 CITY : PLYMOUTH
STATE/ZIP : MN 55447
MORTGAGE AMOUNT : 261,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,990.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,783.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.98900
----------------------------------------------------------------
0 0007743107 MORTGAGORS: COURCHAINE MICHAEL
COURCHAINE JONI
REGION CODE ADDRESS : 900 LAKE SUSAN HILLS DRIVE
02 CITY : CHANHASSEN
STATE/ZIP : MN 55317
MORTGAGE AMOUNT : 259,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,026.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,744.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 74.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,447,600.00
P & I AMT: 9,908.50
UPB AMT: 1,444,790.71
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 138
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743115 MORTGAGORS: MERLENE JAMES
MERLENE KATHRYN
REGION CODE ADDRESS : 1718 NORTH HUNTINGTON STREET
02 CITY : ARLINGTON
STATE/ZIP : VA 22205
MORTGAGE AMOUNT : 289,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,536.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,947.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 79.39500
----------------------------------------------------------------
0 0007743123 MORTGAGORS: HOUSE MICHAEL
HOUSE ROBIN
REGION CODE ADDRESS : 23 SALEM ROAD
02 CITY : WILTON
STATE/ZIP : CT 06897
MORTGAGE AMOUNT : 362,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 362,203.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,413.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007743131 MORTGAGORS: SANBORN KATHRYN
SANBORN JAMES
REGION CODE ADDRESS : N37 W29187 MIDDLEFIELD ROAD
02 CITY : PEWAUKEE
STATE/ZIP : WI 53072
MORTGAGE AMOUNT : 277,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,783.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,889.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 63.38600
----------------------------------------------------------------
0 0007743149 MORTGAGORS: SOOFER ROBERT
SOOFER STEPHANIE
REGION CODE ADDRESS : 5616 NEWINGTON ROAD
02 CITY : BETHESDA
STATE/ZIP : MD 20816
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,473.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007743156 MORTGAGORS: LANDRAM GLENN
LANDRAM DEBORA
REGION CODE ADDRESS : 53 EAST SUNSET BEACH LANE
02 CITY : BELFAIR
STATE/ZIP : WA 98528
MORTGAGE AMOUNT : 335,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 334,449.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,228.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 69.79100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,583,800.00
P & I AMT: 10,608.13
UPB AMT: 1,581,446.89
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 139
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743172 MORTGAGORS: KEMP JEFFREY
KEMP CAROLYN
REGION CODE ADDRESS : 1120 NORTH PRINCETON
02 CITY : ARLINGTON HEIGHTS
STATE/ZIP : IL 60005
MORTGAGE AMOUNT : 372,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 371,432.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,569.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 77.82400
----------------------------------------------------------------
0 0007743180 MORTGAGORS: BROWN BARRY
BROWN ELLEN
REGION CODE ADDRESS : 1395 COMMONWEALTH AVENUE
02 CITY : NEWTON
STATE/ZIP : MA 02165
MORTGAGE AMOUNT : 650,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 649,007.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,489.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 54.16600
----------------------------------------------------------------
0 0007743198 MORTGAGORS: MILLS WILLIAM
MILLS CAREY
REGION CODE ADDRESS : 4521 172ND AVENUE SOUTHEAST
02 CITY : BELLEVUE
STATE/ZIP : WA 98006
MORTGAGE AMOUNT : 333,650.00 OPTION TO CONVERT :
UNPAID BALANCE : 333,127.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,276.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 89.99300
----------------------------------------------------------------
0 0007743206 MORTGAGORS: CORY DAVID
REGION CODE ADDRESS : 7500 TANGLEWILD DR.
02 CITY : RALEIGH
STATE/ZIP : NC 27613
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,424.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 63.63600
----------------------------------------------------------------
0 0007743214 MORTGAGORS: TINNAN MITCHELL
TINNAN JANE
REGION CODE ADDRESS : 9847 NORTH 130TH STREET
02 CITY : SCOTTSDALE
STATE/ZIP : AZ 85259
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,452.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 47.94500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,055,650.00
P & I AMT: 14,050.96
UPB AMT: 2,052,444.58
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 140
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743230 MORTGAGORS: DI LEONARDI ROBERT
DI LEONARDI DEBORAH
REGION CODE ADDRESS : 550 DREXEL AVENUE
02 CITY : GLENCOE
STATE/ZIP : IL 60022
MORTGAGE AMOUNT : 262,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,195.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,790.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.26200
----------------------------------------------------------------
0 0007743255 MORTGAGORS: SAVORY GERALD
SAVORY MARY
REGION CODE ADDRESS : 5353 PINE VALLEY COURT
02 CITY : BOULDER
STATE/ZIP : CO 80301
MORTGAGE AMOUNT : 293,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 292,852.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,025.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.17700
----------------------------------------------------------------
0 0007743263 MORTGAGORS: SIBLEY LONNIE
WILSON-SIBLEY KAI
REGION CODE ADDRESS : 7421 AUGUSTA DRIVE
02 CITY : BOULDER
STATE/ZIP : CO 80301
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,523.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,154.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 49.52300
----------------------------------------------------------------
0 0007743289 MORTGAGORS: GAGLIARDO JOSEPH
GAGLIARDO JENNIFER
REGION CODE ADDRESS : 2 EAST SIBLEY STREET
02 CITY : PARK RIDGE
STATE/ZIP : IL 60068
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,726.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007743297 MORTGAGORS: GRIPENSTRAW BARTON
GRIPENSTRAW ANGELA
REGION CODE ADDRESS : 5411 SOUTH DAYTON COURT
02 CITY : ENGLEWOOD
STATE/ZIP : CO 80111
MORTGAGE AMOUNT : 345,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 344,431.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,295.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 69.69600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,562,700.00
P & I AMT: 10,653.60
UPB AMT: 1,560,730.06
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 141
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743305 MORTGAGORS: PICARD DONALD
PICARD MARIANNE
REGION CODE ADDRESS : 9805 GLYNSHIRE WAY
02 CITY : POTOMAC
STATE/ZIP : MD 20854
MORTGAGE AMOUNT : 483,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 482,244.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,294.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 77.40300
----------------------------------------------------------------
0 0007743313 MORTGAGORS: HAY WALTER
HAY DENISE
REGION CODE ADDRESS : 4210 S. BELSON LANE
02 CITY : CRYSTAL LAKE
STATE/ZIP : IL 60014
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,605.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,719.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.53100
----------------------------------------------------------------
0 0007743321 MORTGAGORS: FELTON MATTHEW
FELTON HEIDE
REGION CODE ADDRESS : 3501 207TH AVENUE SOUTHEAST
02 CITY : ISSAQUAH
STATE/ZIP : WA 98029
MORTGAGE AMOUNT : 547,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 546,143.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,731.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 58.50200
----------------------------------------------------------------
0 0007743339 MORTGAGORS: SHOEMAKER ROBERT
SHOEMAKER KAREN
REGION CODE ADDRESS : 11082 BLAINE RD.
02 CITY : HARTLAND TWP
STATE/ZIP : MI 48380
MORTGAGE AMOUNT : 358,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 357,439.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,442.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.54200
----------------------------------------------------------------
0 0007743347 MORTGAGORS: CHILDS WILLIAM
CHILDS JANNETTE
REGION CODE ADDRESS : 13010 ABERT WAY
02 CITY : COLORADO SPRINGS
STATE/ZIP : CO 80921
MORTGAGE AMOUNT : 297,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 297,006.35 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,977.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 69.94100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,937,250.00
P & I AMT: 13,165.30
UPB AMT: 1,934,439.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 142
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743370 MORTGAGORS: SCHWANDT SCOT
VLASSEK JASMINE
REGION CODE ADDRESS : 7133 DORFVIEW COURT
02 CITY : ROXBURY
STATE/ZIP : WI 53583
MORTGAGE AMOUNT : 277,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,294.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,940.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007743396 MORTGAGORS: VAN DENOVER ARLO
VAN DENOVER CATHY
REGION CODE ADDRESS : 3002 AMHERST STREET
02 CITY : HOUSTON
STATE/ZIP : TX 77005
MORTGAGE AMOUNT : 453,150.00 OPTION TO CONVERT :
UNPAID BALANCE : 452,813.69 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,168.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.50000
----------------------------------------------------------------
0 0007743404 MORTGAGORS: SUTHER KEVIN
SUTHER VERONIQUE
REGION CODE ADDRESS : 5012 134TH PLACE NORTHEAST
02 CITY : BELLEVUE
STATE/ZIP : WA 98005
MORTGAGE AMOUNT : 525,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 523,701.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,492.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 77.77700
----------------------------------------------------------------
0 0007743412 MORTGAGORS: HESS JOHN
HESS MINDY
REGION CODE ADDRESS : 2611 24TH AVENUE EAST
02 CITY : SEATTLE
STATE/ZIP : WA 98112
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,627.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,748.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.63900
----------------------------------------------------------------
0 0007743420 MORTGAGORS: BENZLEY R
BENZLEY SALLY
REGION CODE ADDRESS : 2695 EAST GENTILE STREET
02 CITY : LAYTON
STATE/ZIP : UT 84040
MORTGAGE AMOUNT : 291,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,292.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,990.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,797,400.00
P & I AMT: 12,339.95
UPB AMT: 1,794,729.53
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 143
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743438 MORTGAGORS: ROST DAVID
ROST LIZA
REGION CODE ADDRESS : 7202 57TH AVE NE
02 CITY : SEATTLE
STATE/ZIP : WA 98115
MORTGAGE AMOUNT : 292,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,565.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,041.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 64.88800
----------------------------------------------------------------
0 0007743446 MORTGAGORS: WHITENTON MARSHALL
WHITENTON AMY
REGION CODE ADDRESS : 8913 KAREN DRIVE
02 CITY : FAIRFAX
STATE/ZIP : VA 22031
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,493.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,049.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007743453 MORTGAGORS: DEVONES RICHARD
REGION CODE ADDRESS : 4417 PHINNEY AVENUE NORTH
02 CITY : SEATTLE
STATE/ZIP : WA 98103
MORTGAGE AMOUNT : 249,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 248,097.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,677.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 67.47900
----------------------------------------------------------------
0 0007743503 MORTGAGORS: JOEL KENNETH
JOEL CAM
REGION CODE ADDRESS : 665 FALLS LAKE DRIVE
02 CITY : ALPHARETTA
STATE/ZIP : GA 30202
MORTGAGE AMOUNT : 523,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 522,660.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,526.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 76.98500
----------------------------------------------------------------
0 0007743529 MORTGAGORS: ZIMMER KENNETH
SMITHIES JILL
REGION CODE ADDRESS : 10 LONGVIEW ROAD
02 CITY : DUXBURY
STATE/ZIP : MA 02331
MORTGAGE AMOUNT : 384,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 383,940.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,624.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,757,250.00
P & I AMT: 11,920.00
UPB AMT: 1,753,757.46
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 144
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743545 MORTGAGORS: BOTT DONALD
BOTT VIRGINIA
REGION CODE ADDRESS : 6807 EAST JAMIESON ROAD
02 CITY : SPOKANE
STATE/ZIP : WA 99223
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,764.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,839.41 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 41.48100
----------------------------------------------------------------
0 0007743552 MORTGAGORS: VOTH CIDNEY
VOTH JANE
REGION CODE ADDRESS : 2392 HICKORY BARK DRIVE
02 CITY : CENTERVILLE
STATE/ZIP : OH 45458
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,510.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,054.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 89.97000
----------------------------------------------------------------
0 0007743560 MORTGAGORS: TOUZOS RICHARD
TOUZOS KAREN
REGION CODE ADDRESS : 241 COCASSET STREET
02 CITY : FOXBORO
STATE/ZIP : MA 02035
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,595.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,697.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 84.84800
----------------------------------------------------------------
0 0007743578 MORTGAGORS: BRACK DAVID
BRACK ANNE
REGION CODE ADDRESS : 2800 S. OCEAN BLVD. UNIT 7F
02 CITY : BOCA RATON
STATE/ZIP : FL 33432
MORTGAGE AMOUNT : 352,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,449.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,401.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007743594 MORTGAGORS: COOPER CHARLES
COOPER BEVERLY
REGION CODE ADDRESS : 15 OCALA COURT
02 CITY : DESTIN
STATE/ZIP : FL 32541
MORTGAGE AMOUNT : 337,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 336,904.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,302.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,526,500.00
P & I AMT: 10,295.63
UPB AMT: 1,524,224.54
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 145
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743602 MORTGAGORS: EISNER MARK
EISNER NICOLA
REGION CODE ADDRESS : 65 EDGERTON STREET
02 CITY : DARIEN
STATE/ZIP : CT 06820
MORTGAGE AMOUNT : 286,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,051.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,954.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 68.54000
----------------------------------------------------------------
0 0007743610 MORTGAGORS: WOODSWORTH ANNE
REGION CODE ADDRESS : 168 PROSPECT AVENUE
02 CITY : SEA CLIFF
STATE/ZIP : NY 11579
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,746.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,477.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 93.33300
----------------------------------------------------------------
0 0007743628 MORTGAGORS: PARKER DAVID
PARKER MARY
REGION CODE ADDRESS : 37 THE FAIRWAYS
02 CITY : IPSWICH
STATE/ZIP : MA 01938
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,460.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,102.17 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007743636 MORTGAGORS: DUPAR THOMAS
DUPAR DEBORAH
REGION CODE ADDRESS : 17035 SOUTHEAST 47TH COURT
02 CITY : BELLEVUE
STATE/ZIP : WA 98006
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,733.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.46800
----------------------------------------------------------------
0 0007743644 MORTGAGORS: JACOBSEN BRIAN
JACOBSEN HOLLY
REGION CODE ADDRESS : 4816 NORTHEAST 41ST STREET
02 CITY : SEATTLE
STATE/ZIP : WA 98105
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,794.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,864.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 49.54100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,576,500.00
P & I AMT: 10,816.07
UPB AMT: 1,574,787.33
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 146
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007743651 MORTGAGORS: BEREZOVSKIY DMITRIY
BEREZOVSKAYA YELENA
REGION CODE ADDRESS : 5144 PARKRIDGE DR
02 CITY : WEST BLOOMFIELD
STATE/ZIP : MI 48323
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,397.61 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,795.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.73400
----------------------------------------------------------------
0 0007743669 MORTGAGORS: PAUL STEVEN
REGION CODE ADDRESS : 14204 PLATINUM DRIVE
02 CITY : GAITHERSBURG
STATE/ZIP : MD 20878
MORTGAGE AMOUNT : 276,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,266.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,887.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 77.94300
----------------------------------------------------------------
0 0007743677 MORTGAGORS: HAYES TIMOTHY
HAYES VICTORIA
REGION CODE ADDRESS : 60 MEREWIND DRIVE
02 CITY : CUMBERLAND CTR
STATE/ZIP : ME 04021
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 347,082.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,417.37 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.08600
----------------------------------------------------------------
0 0007756257 MORTGAGORS: MCDEVITT HOWARD
MCDEVITT KAREN
REGION CODE ADDRESS : 5191A LONGSUN LANE
02 CITY : AVON
STATE/ZIP : CO 81620
MORTGAGE AMOUNT : 280,499.59 OPTION TO CONVERT :
UNPAID BALANCE : 279,244.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,030.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 02/01/26
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 69.60200
----------------------------------------------------------------
0 0007756265 MORTGAGORS: WOOD DONALD
WOOD ANNALEE
REGION CODE ADDRESS : 3078 AMERICAN SADDLER DRIVE
02 CITY : PARK CITY
STATE/ZIP : UT 84060
MORTGAGE AMOUNT : 550,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 536,085.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,845.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 04/01/26
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 66.26500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,717,199.59
P & I AMT: 11,976.62
UPB AMT: 1,698,076.86
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 147
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756299 MORTGAGORS: CLAYWELL MICHAEL
REGION CODE ADDRESS : 25075 DANACORAL
02 CITY : DANA POINT
STATE/ZIP : CA 92629
MORTGAGE AMOUNT : 279,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,289.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,905.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 02/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
0 0007756331 MORTGAGORS: LORITZ STEVEN
LORITZ JENNIFER
REGION CODE ADDRESS : 6909 EAST OAK LANE
02 CITY : ORANGE
STATE/ZIP : CA 92869
MORTGAGE AMOUNT : 487,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 484,613.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,450.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 03/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 69.84200
----------------------------------------------------------------
0 0007756356 MORTGAGORS: BUCHEL SCOTT
BUCHEL RENEE
REGION CODE ADDRESS : 6300 LA POSTA DRIVE
02 CITY : EL PASO
STATE/ZIP : TX 79912
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,411.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,643.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007756372 MORTGAGORS: BOOTH DONALD
BOOTH SHARON
REGION CODE ADDRESS : 3638 LOCKE LANE
02 CITY : HOUSTON
STATE/ZIP : TX 77027
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 306,176.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,180.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 03/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007756380 MORTGAGORS: REUSS PETER
REUSS PHYLLIS
REGION CODE ADDRESS : 3924 BORDEAUX CIRCLE
02 CITY : FLOWER MOUND
STATE/ZIP : TX 75067
MORTGAGE AMOUNT : 293,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,799.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,926.77 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 06/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 77.38700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,612,100.00
P & I AMT: 11,106.46
UPB AMT: 1,603,289.75
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 148
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756398 MORTGAGORS: SCHLOSSBERG EDGAR
SCHLOSSBERG ROBERTA
REGION CODE ADDRESS : 4 TERRY COURT
02 CITY : SOUTHAMPTON
STATE/ZIP : NY 11968
MORTGAGE AMOUNT : 341,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 340,177.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,297.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 22.73333
----------------------------------------------------------------
0 0007756422 MORTGAGORS: TILLMAN RANDI
REGION CODE ADDRESS : 7 ARDEN DRIVE
02 CITY : HARTSDALE
STATE/ZIP : NY 10530
MORTGAGE AMOUNT : 302,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 301,323.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,111.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.47300
----------------------------------------------------------------
0 0007756448 MORTGAGORS: ODOM RANDALL
ODOM JOYCE
REGION CODE ADDRESS : 903 ENCLAVE LAKE DRIVE
02 CITY : HOUSTON
STATE/ZIP : TX 77077
MORTGAGE AMOUNT : 600,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 597,745.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,195.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 06/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.17000
----------------------------------------------------------------
0 0007756455 MORTGAGORS: KAZEMI YOUSEF
KAZEMI JULIE
REGION CODE ADDRESS : 19062 ROCKY ROAD
02 CITY : SANTA ANA
STATE/ZIP : CA 92705
MORTGAGE AMOUNT : 285,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,860.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,996.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 67.17600
----------------------------------------------------------------
0 0007756463 MORTGAGORS: SKINDER JOHN
SKINDER JUDITH
REGION CODE ADDRESS : 13142 SW ROCKINGHAM DRIVE
02 CITY : TIGARD
STATE/ZIP : OR 97223
MORTGAGE AMOUNT : 307,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,812.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,175.76 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 04/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 93.65800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,835,900.00
P & I AMT: 12,776.33
UPB AMT: 1,829,918.93
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 149
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756547 MORTGAGORS: FITZPATRICK WILLIAM
FITZPATRICK CATHERINE
REGION CODE ADDRESS : 28 EAST BROAD OAKS DRIVE
02 CITY : HOUSTON
STATE/ZIP : TX 77056
MORTGAGE AMOUNT : 420,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 418,498.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,008.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 06/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007756562 MORTGAGORS: JOHNSON SHARON
JOHNSON CARL
REGION CODE ADDRESS : 150 ISLINGTON ROAD 1
02 CITY : NEWTON
STATE/ZIP : MA 02166
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,043.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,729.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 60.46500
----------------------------------------------------------------
0 0007756570 MORTGAGORS: FREED MICHAEL
REGION CODE ADDRESS : 47952 COAST RIDGE ROAD
02 CITY : BIG SUR
STATE/ZIP : CA 93920
MORTGAGE AMOUNT : 476,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 474,907.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,287.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 45.33300
----------------------------------------------------------------
0 0007756588 MORTGAGORS: LEY TRACY
LEY KENNETH
REGION CODE ADDRESS : 9181 IVORY BEACH DRIVE
02 CITY : LAS VEGAS
STATE/ZIP : NV 89117
MORTGAGE AMOUNT : 262,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,086.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,899.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 74.85700
----------------------------------------------------------------
0 0007756596 MORTGAGORS: CHEMOUNI SAUVEUR
BACH CARLA
REGION CODE ADDRESS : 27 HOMESTEAD STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94114
MORTGAGE AMOUNT : 386,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 384,762.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,667.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 06/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,804,250.00
P & I AMT: 12,593.75
UPB AMT: 1,798,297.75
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 150
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756661 MORTGAGORS: GUNDERSON GRANT
GUNDERSON TAMMY
REGION CODE ADDRESS : 3604 MC NULTY WAY
02 CITY : REDWOOD CITY
STATE/ZIP : CA 94061
MORTGAGE AMOUNT : 506,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 504,599.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,712.85 OUTSIDE CONV DATE :
LIFETIME RATE : 8.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 8.00000 PRODUCT CODE : 002
LTV : 74.96200
----------------------------------------------------------------
0 0007756679 MORTGAGORS: DUDZINSKY STANLEY
REGION CODE ADDRESS : 3615 SURFWOOD DRIVE
02 CITY : MALIBU
STATE/ZIP : CA 90265
MORTGAGE AMOUNT : 520,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 515,010.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,635.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.28500
----------------------------------------------------------------
0 0007756687 MORTGAGORS: WOLLASTON DIANNE
KNIGHT KYLER
REGION CODE ADDRESS : 717 EAST 7 1/2 STREET
02 CITY : HOUSTON
STATE/ZIP : TX 77007
MORTGAGE AMOUNT : 294,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,664.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,036.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 06/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007756703 MORTGAGORS: SCHUSTER PAUL
SCHUSTER VIVIAN
REGION CODE ADDRESS : 14448 OAK CANYON DRIVE
02 CITY : HACIENDA HEIGHTS
STATE/ZIP : CA 91745
MORTGAGE AMOUNT : 275,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,235.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,993.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 74.32432
----------------------------------------------------------------
0 0007756711 MORTGAGORS: CRAIG CAREY
REGION CODE ADDRESS : 207 JULIA AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 394,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 393,893.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,726.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 60.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,990,600.00
P & I AMT: 14,105.61
UPB AMT: 1,981,402.97
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 151
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756729 MORTGAGORS: LAIRD CHARLES
LAIRD BARBARA
REGION CODE ADDRESS : 220 BACIGALUPI DRIVE
02 CITY : LOS GATOS
STATE/ZIP : CA 95032
MORTGAGE AMOUNT : 424,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 423,026.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,928.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.38596
----------------------------------------------------------------
0 0007756745 MORTGAGORS: AIRES IAN
AIRES ADINA
REGION CODE ADDRESS : 14070 CONDESA DRIVE
02 CITY : DEL MAR
STATE/ZIP : CA 92014
MORTGAGE AMOUNT : 372,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 371,166.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,601.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 67.63636
----------------------------------------------------------------
0 0007756760 MORTGAGORS: CURTIS DONALD
CURTIS JANICE
REGION CODE ADDRESS : 180 RIVERVIEW DR
02 CITY : KALISPELL
STATE/ZIP : MT 59901
MORTGAGE AMOUNT : 285,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 284,124.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,968.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.02597
----------------------------------------------------------------
0 0007756802 MORTGAGORS: SULLIVAN MICHAEL
SULLIVAN ANIA
REGION CODE ADDRESS : 11 GENEVA WALK
02 CITY : LONG BEACH
STATE/ZIP : CA 90803
MORTGAGE AMOUNT : 630,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 628,112.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,405.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.74683
----------------------------------------------------------------
0 0007756844 MORTGAGORS: DAM TIMOTHY
DAM KAREN
REGION CODE ADDRESS : 575 LAS LOMAS WAY
02 CITY : WALNUT CREEK
STATE/ZIP : CA 94598
MORTGAGE AMOUNT : 650,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 647,850.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,324.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 250
LTV : 72.22200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,361,000.00
P & I AMT: 16,227.48
UPB AMT: 2,354,279.54
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 152
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756851 MORTGAGORS: KRATZER GARY
KRATZER MICHELLE
REGION CODE ADDRESS : 24946 OXFORD DRIVE
02 CITY : LAGUNA NIGUEL
STATE/ZIP : CA 92677
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,327.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,097.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.78723
----------------------------------------------------------------
0 0007756901 MORTGAGORS: LUTHER MICHAEL
LUTHER JULIE
REGION CODE ADDRESS : 1544 HAWK VIEW DRIVE
02 CITY : ENCINITAS
STATE/ZIP : CA 92024
MORTGAGE AMOUNT : 264,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 263,408.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,845.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.75800
----------------------------------------------------------------
0 0007756919 MORTGAGORS: KNAPP EVERETT
KNAPP KRISTY
REGION CODE ADDRESS : 17141 PARKVIEW DRIVE
02 CITY : MORGAN HILL
STATE/ZIP : CA 95037
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,364.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.97200
----------------------------------------------------------------
0 0007756927 MORTGAGORS: JOSEPH FREDERIC
REGION CODE ADDRESS : 3007 SW HAMILTON STREET
02 CITY : PORTLAND
STATE/ZIP : OR 97201
MORTGAGE AMOUNT : 256,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,631.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,792.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 94.90847
----------------------------------------------------------------
0 0007756935 MORTGAGORS: STANTON FRANCIS
REGION CODE ADDRESS : 1327 CAMINITO BATEA
02 CITY : LA JOLLA
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 628,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 626,557.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,337.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.76100
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,718,400.00
P & I AMT: 11,915.68
UPB AMT: 1,714,289.99
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 153
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007756943 MORTGAGORS: COURY JAMES
MAJORS LYNN
REGION CODE ADDRESS : 1235 SOUTHWEST 152ND STREET
02 CITY : BURIEN
STATE/ZIP : WA 98166
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 448,279.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,069.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007756984 MORTGAGORS: DILLMAN FRANCESCA
REGION CODE ADDRESS : 370 BELVEDERE AVENUE
02 CITY : STINSON BEACH
STATE/ZIP : CA 94970
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,196.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,873.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 31.16200
----------------------------------------------------------------
0 0007756992 MORTGAGORS: RUPPE ROGER
RUPPE CHRISTINE
REGION CODE ADDRESS : 367 N. FERNDALE AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 464,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 462,960.45 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,244.36 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.77400
----------------------------------------------------------------
0 0007757008 MORTGAGORS: ROBERTS JOHN
ROBERTS JAN
REGION CODE ADDRESS : 255 RIDGEWAY ROAD
02 CITY : HILLSBOROUGH
STATE/ZIP : CA 94010
MORTGAGE AMOUNT : 750,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 748,277.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 5,180.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 015
LTV : 62.50000
----------------------------------------------------------------
0 0007757024 MORTGAGORS: BORTMAN ETHAN
KOBREN JANET
REGION CODE ADDRESS : 2960 SHASTA ROAD
02 CITY : BERKELEY
STATE/ZIP : CA 94708
MORTGAGE AMOUNT : 284,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,363.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,985.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.73600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,216,000.00
P & I AMT: 15,353.87
UPB AMT: 2,210,077.97
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 154
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757032 MORTGAGORS: MARSH ALAN
MARSH JUDY
REGION CODE ADDRESS : 3127 OAKDELL LANE
02 CITY : STUDIO CITY
STATE/ZIP : CA 91604
MORTGAGE AMOUNT : 378,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 377,153.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,643.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 31.50000
----------------------------------------------------------------
0 0007757040 MORTGAGORS: FOSTER THOMAS
FOSTER ALICE
REGION CODE ADDRESS : 30371 VIA FESTIVO
02 CITY : SAN JUAN CAPISTRAO
STATE/ZIP : CA 92675
MORTGAGE AMOUNT : 500,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 498,500.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,496.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.33587
----------------------------------------------------------------
0 0007757057 MORTGAGORS: MARTIN MICHAEL
MARTIN MICHELLE
REGION CODE ADDRESS : 5720 MORNING GLORY LANE
02 CITY : LITTLETON
STATE/ZIP : CO 80123
MORTGAGE AMOUNT : 315,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,056.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,202.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 72.24700
----------------------------------------------------------------
0 0007757065 MORTGAGORS: DE LAURENTIS MICHAEL
DE LAURENTIS MAGGIE
REGION CODE ADDRESS : 710 20TH AVENUE EAST
02 CITY : SEATTLE
STATE/ZIP : WA 98112
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,170.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,864.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.68000
----------------------------------------------------------------
0 0007757081 MORTGAGORS: SWANER KARAN
REGION CODE ADDRESS : 2044 12TH AVENUE
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94116
MORTGAGE AMOUNT : 374,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 373,162.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,615.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.94900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,837,000.00
P & I AMT: 12,821.52
UPB AMT: 1,832,042.64
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 155
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757099 MORTGAGORS: PINAIRE BEVERLY
REGION CODE ADDRESS : 8015 ALEGRIA ROAD
02 CITY : TUBAC
STATE/ZIP : AZ 85646
MORTGAGE AMOUNT : 253,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 252,903.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,729.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 29.13793
----------------------------------------------------------------
0 0007757107 MORTGAGORS: PETERSON GRANT
GILARDI MONIQUE
REGION CODE ADDRESS : 43 PLEASANT LANE
02 CITY : SAN RAFAEL
STATE/ZIP : CA 94901
MORTGAGE AMOUNT : 264,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 263,807.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,848.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.76470
----------------------------------------------------------------
0 0007757115 MORTGAGORS: BYERS ROBERT
BYERS JANICE
REGION CODE ADDRESS : 25535 CUMBERLAND LANE
02 CITY : CALABASAS
STATE/ZIP : CA 91302
MORTGAGE AMOUNT : 650,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 648,003.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,489.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 68.34900
----------------------------------------------------------------
0 0007757123 MORTGAGORS: KANTORCZYK DAVID
REGION CODE ADDRESS : 5110 CHEVY CHASE DRIVE
02 CITY : HOUSTON
STATE/ZIP : TX 77056
MORTGAGE AMOUNT : 315,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,456.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,099.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.99400
----------------------------------------------------------------
0 0007757149 MORTGAGORS: JOACHIM RICHARD
JOACHIM CAROL
REGION CODE ADDRESS : 27 EAST CACTUS WREN DRIVE
02 CITY : PHOENIX
STATE/ZIP : AZ 85020
MORTGAGE AMOUNT : 302,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 302,069.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,040.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.70000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,786,200.00
P & I AMT: 12,206.48
UPB AMT: 1,781,239.80
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 156
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757156 MORTGAGORS: AUSTIN JOHN
SMALLEY JACQUELINE
REGION CODE ADDRESS : 5920 ROSS STREET
02 CITY : OAKLAND
STATE/ZIP : CA 94618
MORTGAGE AMOUNT : 695,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 693,442.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,859.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 015
LTV : 57.91600
----------------------------------------------------------------
0 0007757198 MORTGAGORS: TANNER CHRISTOPHER
TANNER LEIGH
REGION CODE ADDRESS : 20334 WILLIAMSBURG LANE
02 CITY : SARATOGA
STATE/ZIP : CA 95070
MORTGAGE AMOUNT : 500,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 498,851.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,453.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 58.82300
----------------------------------------------------------------
0 0007757230 MORTGAGORS: STARKEY D.
KLEIN ALICE
REGION CODE ADDRESS : 1134 RANLEIGH WAY
02 CITY : PIEDMONT
STATE/ZIP : CA 94610
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,017.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,210.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.04878
----------------------------------------------------------------
0 0007757255 MORTGAGORS: GAFFNEY PETER
LIVERMORE BARBARA
REGION CODE ADDRESS : 590 MORSE AVENUE
02 CITY : SACRAMENTO
STATE/ZIP : CA 95864
MORTGAGE AMOUNT : 499,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 497,860.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,489.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.84000
----------------------------------------------------------------
0 0007757271 MORTGAGORS: BROWN ROBERT
HOLLOWAY-BROWN SANDRA
REGION CODE ADDRESS : 4921 HELIX HILLS TERRACE
02 CITY : LA MESA
STATE/ZIP : CA 91941
MORTGAGE AMOUNT : 420,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 419,059.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,936.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,434,000.00
P & I AMT: 16,948.86
UPB AMT: 2,428,230.59
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 157
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757289 MORTGAGORS: FLETCHER FRANK
FLETCHER SHERRY
REGION CODE ADDRESS : 45600 CORTE ROYAL
02 CITY : TEMECULA
STATE/ZIP : CA 92592
MORTGAGE AMOUNT : 265,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,124.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,812.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.98100
----------------------------------------------------------------
0 0007757305 MORTGAGORS: SACKS STEPHEN
SACKS ANDREA
REGION CODE ADDRESS : 1446 VIA RANCHO PARKWAY
02 CITY : ESCONDIDO
STATE/ZIP : CA 92029
MORTGAGE AMOUNT : 243,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,482.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 74.76923
----------------------------------------------------------------
0 0007757313 MORTGAGORS: DOTHAN MICHAEL
REGION CODE ADDRESS : 7055 SW IRONWOOD COURT
02 CITY : WILSONVILLE
STATE/ZIP : OR 97070
MORTGAGE AMOUNT : 264,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,176.55 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,806.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007757321 MORTGAGORS: TURNBULL PETER
REGION CODE ADDRESS : 58 LANE COURT
02 CITY : OAKLAND
STATE/ZIP : CA 94611
MORTGAGE AMOUNT : 323,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,270.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,258.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 67.29166
----------------------------------------------------------------
0 0007757347 MORTGAGORS: BORNEMAN JOHN
BORNEMAN DEBRA
REGION CODE ADDRESS : 17816 HIGHWAY 67
02 CITY : RAMONA
STATE/ZIP : CA 92065
MORTGAGE AMOUNT : 314,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 313,347.46 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,276.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 73.88200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,410,550.00
P & I AMT: 9,895.34
UPB AMT: 1,406,400.59
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 158
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757370 MORTGAGORS: FEDERICO HECTOR
FEDERICO JANET
REGION CODE ADDRESS : 3055 N. 90TH PLACE
02 CITY : MESA
STATE/ZIP : AZ 85207
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 287,136.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,013.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 87.27200
----------------------------------------------------------------
0 0007757396 MORTGAGORS: WULF MARIAN
GUTIERREZ GUILLERMO
REGION CODE ADDRESS : 2915 CARNEGIE STREET
02 CITY : WEST UNIVERSITY
STATE/ZIP : TX 77005
MORTGAGE AMOUNT : 500,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 496,307.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,326.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 70.92100
----------------------------------------------------------------
0 0007757412 MORTGAGORS: LUCE DANA
BOURLAND ELAINE
REGION CODE ADDRESS : 1936 HILLMAN AVE
02 CITY : BELMONT
STATE/ZIP : CA 94002
MORTGAGE AMOUNT : 512,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 511,187.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,498.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007757446 MORTGAGORS: MAIO LAWRENCE
MAIO ROCHELLE
REGION CODE ADDRESS : 14723 CALLE CARLA
02 CITY : RANCHO SANTA FE
STATE/ZIP : CA 92067
MORTGAGE AMOUNT : 595,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 593,666.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,160.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007757453 MORTGAGORS: CHIU JOE
CHIU JEANNIE
REGION CODE ADDRESS : 1585 KENSINGTON ROAD
02 CITY : SAN MARINO
STATE/ZIP : CA 91108
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,134.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,328.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 50.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,245,800.00
P & I AMT: 15,327.34
UPB AMT: 2,237,433.97
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 159
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757461 MORTGAGORS: CHUGANI KUMAR-PRITAMDAS
REGION CODE ADDRESS : 1312 BEVERLY GROVE PLACE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90210
MORTGAGE AMOUNT : 390,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 389,147.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,760.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 26.00000
----------------------------------------------------------------
0 0007757479 MORTGAGORS: MEADS GARY
MEADS LESLIE
REGION CODE ADDRESS : 2851 LOCUST STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92106
MORTGAGE AMOUNT : 352,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 351,171.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,401.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007757487 MORTGAGORS: THOMASON STEPHEN
THOMASON BONNIE
REGION CODE ADDRESS : 18260 MOON SONG COURT
02 CITY : SAN DIEGO
STATE/ZIP : CA 92127
MORTGAGE AMOUNT : 262,450.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,663.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,835.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.19100
----------------------------------------------------------------
0 0007757495 MORTGAGORS: HARMON GEOFFREY
HARMON LORA
REGION CODE ADDRESS : 47532 SE 137TH STREET
02 CITY : NORTH BEND
STATE/ZIP : WA 98045
MORTGAGE AMOUNT : 245,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,265.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,713.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.13400
----------------------------------------------------------------
0 0007757503 MORTGAGORS: YOUNG ROGER
YOUNG MYRNA
REGION CODE ADDRESS : 13608 ISIS AVENUE
02 CITY : HAWTHORNE
STATE/ZIP : CA 90250
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,560.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,044.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 88.12500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,531,450.00
P & I AMT: 10,754.53
UPB AMT: 1,527,809.28
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 160
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757537 MORTGAGORS: BROWN PATRICK
PAIRIS-BROWN CAROL
REGION CODE ADDRESS : 2114 YORKSHIRE WAY
02 CITY : MOUNTAIN VIEW
STATE/ZIP : CA 94040
MORTGAGE AMOUNT : 229,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 226,255.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,620.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 25.44400
----------------------------------------------------------------
0 0007757545 MORTGAGORS: SOLIS RAUL
SOLIS TERESA
REGION CODE ADDRESS : 1218 MILLER COURT
02 CITY : UPLAND
STATE/ZIP : CA 91784
MORTGAGE AMOUNT : 283,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,151.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,978.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 94.96600
----------------------------------------------------------------
0 0007757552 MORTGAGORS: MASEGIAN JOHN
MASEGIAN BETH
REGION CODE ADDRESS : 10151 FIRWOOD DRIVE
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,414.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 62.32500
----------------------------------------------------------------
0 0007757560 MORTGAGORS: WADA DEAN
WADA GLORIA
REGION CODE ADDRESS : 2111 YUCCA AVENUE
02 CITY : FULLERTON
STATE/ZIP : CA 92835
MORTGAGE AMOUNT : 370,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 369,128.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,524.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 64.91200
----------------------------------------------------------------
0 0007757578 MORTGAGORS: SHAIN JAY
SHAIN JENNY
REGION CODE ADDRESS : 4750 APPLEWOOD DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95129
MORTGAGE AMOUNT : 310,850.00 OPTION TO CONVERT :
UNPAID BALANCE : 309,941.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,200.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 71.45900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,460,850.00
P & I AMT: 10,220.75
UPB AMT: 1,454,892.55
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 161
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757586 MORTGAGORS: SINGER PAUL
CARROLL NANCIE
REGION CODE ADDRESS : 5312 ALTA BAHIA COURT
02 CITY : SAN DIEGO
STATE/ZIP : CA 92109
MORTGAGE AMOUNT : 435,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 434,335.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,004.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 72.50000
----------------------------------------------------------------
0 0007757594 MORTGAGORS: WILLIAMIBBS C
REGION CODE ADDRESS : 1603 PORTLAND AVENUE
02 CITY : BERKELEY
STATE/ZIP : CA 94707
MORTGAGE AMOUNT : 243,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,339.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,684.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007757602 MORTGAGORS: FRANCESCHINI RALPH
CHEMERS MARK
REGION CODE ADDRESS : 6237-6239 WEST 6TH STREET
02 CITY : LOS ANGELES
STATE/ZIP : CA 90048
MORTGAGE AMOUNT : 438,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 437,716.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,993.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007757628 MORTGAGORS: SUPPELSA ROBERT
SUPPELSA SUZANNE
REGION CODE ADDRESS : 34 ROLLINGWOOD DRIVE
02 CITY : ROLLING HILLS ESTATE
STATE/ZIP : CA 90274
MORTGAGE AMOUNT : 388,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,422.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,712.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.28985
----------------------------------------------------------------
0 0007757636 MORTGAGORS: CONTRERAS STEVEN
CONTRERAS LOURDES
REGION CODE ADDRESS : 5050 RIGATTI CIRCLE
02 CITY : PLEASANTON
STATE/ZIP : CA 94588
MORTGAGE AMOUNT : 296,250.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,485.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,071.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,801,900.00
P & I AMT: 12,466.42
UPB AMT: 1,798,300.39
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 162
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757693 MORTGAGORS: CARRELLA BEVERLY
CARRELLA VINCENT
REGION CODE ADDRESS : 775 CHENERY STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94131
MORTGAGE AMOUNT : 343,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 342,231.54 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,398.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.38461
----------------------------------------------------------------
0 0007757701 MORTGAGORS: HERMAN WILLIAM
HERMAN CAROLYN
REGION CODE ADDRESS : 2 EL CAMINITO
02 CITY : ORINDA
STATE/ZIP : CA 94563
MORTGAGE AMOUNT : 486,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 484,911.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,398.18 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.76900
----------------------------------------------------------------
0 0007757719 MORTGAGORS: HIKIDO JOHN
HIKIDO CHRISTINE
REGION CODE ADDRESS : 609 JOANNE DRIVE
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 255,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 254,998.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,743.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.87500
----------------------------------------------------------------
0 0007757727 MORTGAGORS: ETTER STEPHEN
SCHREINER ANNE
REGION CODE ADDRESS : 6444 BENVENUE AVENUE
02 CITY : OAKLAND
STATE/ZIP : CA 94618
MORTGAGE AMOUNT : 425,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 423,999.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,899.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.91300
----------------------------------------------------------------
0 0007757743 MORTGAGORS: BEDINGFIELD SCOTT
BEDINGFIELD STEFANIE
REGION CODE ADDRESS : 6602 MICHAELJOHN DRIVE
02 CITY : LA JOLLA
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 440,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 438,964.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,001.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.13114
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,949,600.00
P & I AMT: 13,440.96
UPB AMT: 1,945,104.46
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 163
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757750 MORTGAGORS: MORRIS G.
MORRIS TERRI
REGION CODE ADDRESS : 44834 TURNBERRY LANE
02 CITY : INDIAN WELLS
STATE/ZIP : CA 92210
MORTGAGE AMOUNT : 383,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 382,120.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,645.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.63636
----------------------------------------------------------------
0 0007757784 MORTGAGORS: KOUTCHOUK FRANCOIS
PERLMUTTER ATHENA
REGION CODE ADDRESS : 6161 EAST CASTRO VALLEY BOULEVARD
02 CITY : CASTRO VALLEY
STATE/ZIP : CA 94552
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,553.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,097.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.92207
----------------------------------------------------------------
0 0007757792 MORTGAGORS: FREDRICKSON DENNIS
FREDRICKSON MOLLY
REGION CODE ADDRESS : 4605 RANCHO REPOSO
02 CITY : DEL MAR
STATE/ZIP : CA 92014
MORTGAGE AMOUNT : 588,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 586,649.47 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,061.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.58620
----------------------------------------------------------------
0 0007757800 MORTGAGORS: CALTABIANO DAVID
CALTABIANO VICTORIA
REGION CODE ADDRESS : 15423 NORTH CABRILLO DRIVE
02 CITY : FOUNTAIN HILLS
STATE/ZIP : AZ 85268
MORTGAGE AMOUNT : 271,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 270,860.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,852.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.38300
----------------------------------------------------------------
0 0007757818 MORTGAGORS: WEATHERS GEORGE
QUALMAN KATHLEEN
REGION CODE ADDRESS : 1130 ROSEMONT ROAD
02 CITY : WEST LINN
STATE/ZIP : OR 97068
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,034.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,694.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 50.76142
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,942,500.00
P & I AMT: 13,351.08
UPB AMT: 1,938,218.54
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 164
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757826 MORTGAGORS: WAHL WENDY
DIETZE WILLIAM
REGION CODE ADDRESS : 1077 26TH AVENUE E
02 CITY : SEATTLE
STATE/ZIP : WA 98112
MORTGAGE AMOUNT : 281,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 280,354.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,940.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.38271
----------------------------------------------------------------
0 0007757834 MORTGAGORS: CHOW WEI-NAN
CHOW SHUEH-PING
REGION CODE ADDRESS : 221 ESTRELLA ROAD
02 CITY : FREMONT
STATE/ZIP : CA 94539
MORTGAGE AMOUNT : 379,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 378,649.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,653.52 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 54.21400
----------------------------------------------------------------
0 0007757842 MORTGAGORS: HOLGUIN GLADYS
REGION CODE ADDRESS : 5622 STAR VIEW DRIVE
02 CITY : EL PASO
STATE/ZIP : TX 79912
MORTGAGE AMOUNT : 262,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,911.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,835.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007757859 MORTGAGORS: VELLA JOHN
VELLA PATRICIA
REGION CODE ADDRESS : 5350 WILLOW GLEN PLACE
02 CITY : CASTRO VALLEY
STATE/ZIP : CA 94546
MORTGAGE AMOUNT : 382,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 381,122.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,638.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 54.57100
----------------------------------------------------------------
0 0007757891 MORTGAGORS: OLSEN LUCILLE
REGION CODE ADDRESS : 1745 STANFORD AVENUE
02 CITY : MENLO PARK
STATE/ZIP : CA 94025
MORTGAGE AMOUNT : 444,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 443,005.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,104.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 68.30769
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,749,000.00
P & I AMT: 12,172.65
UPB AMT: 1,745,044.15
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 165
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007757909 MORTGAGORS: BEVINGTON MARK
BEVINGTON PATRICIA
REGION CODE ADDRESS : 2102 PLEASANT GROVE ROAD
02 CITY : ENCINITAS
STATE/ZIP : CA 92024
MORTGAGE AMOUNT : 232,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 231,866.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,605.13 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007757917 MORTGAGORS: GAFFORD GEORGE
GAFFORD MARTHA
REGION CODE ADDRESS : 5270 CHELSEA STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 325,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 324,253.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,244.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 19.69697
----------------------------------------------------------------
0 0007757966 MORTGAGORS: HINES ARTHUR
HINES SUSAN
REGION CODE ADDRESS : 21721 APPALOOSA COURT
02 CITY : CANYON LAKE
STATE/ZIP : CA 92587
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,390.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,901.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.51351
----------------------------------------------------------------
0 0007757974 MORTGAGORS: MAYWOOD MICHAEL
MAYWOOD CATHERINE
REGION CODE ADDRESS : 1408 NAUTILUS STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 560,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 558,713.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,867.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007757990 MORTGAGORS: ROBIN HOWARD
ROBIN CAROLE
REGION CODE ADDRESS : 1211 WEST MUIRLANDS DRIVE
02 CITY : SAN DIEGO
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 501,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 500,376.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,506.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 62.68700
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,890,900.00
P & I AMT: 13,126.02
UPB AMT: 1,886,600.21
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 166
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758006 MORTGAGORS: YERASI ASH
YERASI PRIYA
REGION CODE ADDRESS : 19 BAY FOREST DRIVE
02 CITY : OAKLAND
STATE/ZIP : CA 94611
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,372.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 66.98500
----------------------------------------------------------------
0 0007758014 MORTGAGORS: DUNKER MICHAEL
TOMLINSON MARIE
REGION CODE ADDRESS : 6195 CALLE DEL CONEJO
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 322,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,260.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,223.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.76400
----------------------------------------------------------------
0 0007758022 MORTGAGORS: SEIDEN GREGORY
SEIDEN ROBIN
REGION CODE ADDRESS : 1215 YEW STREET
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 461,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 459,918.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,226.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.55000
----------------------------------------------------------------
0 0007758030 MORTGAGORS: WERNER ROSS
WERNER KAREN
REGION CODE ADDRESS : 203 MIRAMONTES ROAD
02 CITY : WOODSIDE
STATE/ZIP : CA 94062
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,173.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,486.43 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 38.50200
----------------------------------------------------------------
0 0007758048 MORTGAGORS: JOSEPH DARIUS
JOSEPH NELLIE
REGION CODE ADDRESS : 1067 MOONGATE PLACE
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 310,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 309,288.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,141.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.78900
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,733,500.00
P & I AMT: 12,036.16
UPB AMT: 1,729,012.40
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 167
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758055 MORTGAGORS: BHANDAL INDER
BHANDAL CHARANJIT
REGION CODE ADDRESS : 11236 PALOS VERDES COURT
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 379,127.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,624.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 56.08856
----------------------------------------------------------------
0 0007758063 MORTGAGORS: CHUI DAVID
LEE CLARE
REGION CODE ADDRESS : 18432 PASEO OLIVOS COURT
02 CITY : SARATOGA
STATE/ZIP : CA 95070
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,250.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,748.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 56.17900
----------------------------------------------------------------
0 0007758071 MORTGAGORS: MARKS JONATHAN
MARKS PAULA
REGION CODE ADDRESS : 210 ELM AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 624,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 622,443.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,256.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.82017
----------------------------------------------------------------
0 0007758089 MORTGAGORS: MAO SHAUN
MAO JUDY
REGION CODE ADDRESS : 1552 PROVINCETOWN DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95129
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,283.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,237.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 53.33333
----------------------------------------------------------------
0 0007758105 MORTGAGORS: BARRY MARC
BARRY ROBIN
REGION CODE ADDRESS : 500 WILDFLOWER PLACE
02 CITY : ALAMO
STATE/ZIP : CA 94507
MORTGAGE AMOUNT : 445,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 444,003.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,111.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 64.02877
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,019,000.00
P & I AMT: 13,978.38
UPB AMT: 2,014,107.77
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 168
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758113 MORTGAGORS: SIMMEN DAVID
REGION CODE ADDRESS : 1040 MT. CARMEL DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95120
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,265.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,210.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 77.10843
----------------------------------------------------------------
0 0007758121 MORTGAGORS: RYAN PATRICK
RYAN LISA
REGION CODE ADDRESS : 1525 HARLAN DRIVE
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,316.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,132.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.20512
----------------------------------------------------------------
0 0007758139 MORTGAGORS: O'CONNOR JEROME
O'CONNOR LAURIE
REGION CODE ADDRESS : 1131 RUNNYMEDE DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95117
MORTGAGE AMOUNT : 246,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 245,448.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,720.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 55.90909
----------------------------------------------------------------
0 0007758154 MORTGAGORS: KLASS PAUL
KLASS ROSE
REGION CODE ADDRESS : 9 WOODHILL DRIVE
02 CITY : REDWOOD CITY
STATE/ZIP : CA 94061
MORTGAGE AMOUNT : 600,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 598,621.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,144.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 61.22449
----------------------------------------------------------------
0 0007758162 MORTGAGORS: MCKEE PAUL
MCKEE PAULA
REGION CODE ADDRESS : 43 CROMWELL COURT
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 372,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 371,665.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,604.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.02040
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,843,500.00
P & I AMT: 12,811.45
UPB AMT: 1,839,317.38
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 169
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758170 MORTGAGORS: BROWN MICHAEL
REGION CODE ADDRESS : 9314 LLOYDCREST DRIVE
02 CITY : BEVERLY HILLS
STATE/ZIP : CA 90210
MORTGAGE AMOUNT : 648,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 646,474.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,420.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 61.71400
----------------------------------------------------------------
0 0007758220 MORTGAGORS: MARSH RALPH
MARSH SANDRA
REGION CODE ADDRESS : 3425 ROYAL MEADOW LANE
02 CITY : SAN JOSE
STATE/ZIP : CA 95135
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,292.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,127.28 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 57.03700
----------------------------------------------------------------
0 0007758261 MORTGAGORS: DEIGAN DAVID
EUBANKS CAROLE
REGION CODE ADDRESS : 12 CARSON STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94114
MORTGAGE AMOUNT : 382,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 381,144.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,671.00 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 60.63400
----------------------------------------------------------------
0 0007758279 MORTGAGORS: CHUDAY KAREN
CHUDAY JOHN
REGION CODE ADDRESS : 83 LAVERNE AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 480,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 478,951.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,397.41 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 73.17000
----------------------------------------------------------------
0 0007758360 MORTGAGORS: LAMEDMAN ANDREW
FEIG PAULA
REGION CODE ADDRESS : 4232 ALLOTT AVENUE
02 CITY : LOS ANGELES
STATE/ZIP : CA 91423
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 378,909.92 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,755.26 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 72.10626
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,198,000.00
P & I AMT: 15,371.45
UPB AMT: 2,192,772.14
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 170
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758378 MORTGAGORS: WIGINGTON MEADOR
REGION CODE ADDRESS : 10815 BRIAR BRANCH LANE
02 CITY : HOUSTON
STATE/ZIP : TX 77024
MORTGAGE AMOUNT : 289,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,527.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,974.91 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 50.33200
----------------------------------------------------------------
0 0007758436 MORTGAGORS: CHOW FRANK
CHOW SUSAN
REGION CODE ADDRESS : 622 NORTH VAIL AVENUE
02 CITY : MONTEBELLO
STATE/ZIP : CA 90640
MORTGAGE AMOUNT : 258,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 257,421.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,803.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.66666
----------------------------------------------------------------
0 0007758444 MORTGAGORS: AGCAOILI VICTORINO
TONGOL AGCAOILI FLORENTINA
REGION CODE ADDRESS : 2212 PALM CIRCLE
02 CITY : ARCADIA
STATE/ZIP : CA 91007
MORTGAGE AMOUNT : 454,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 452,957.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,135.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 73.22500
----------------------------------------------------------------
0 0007758451 MORTGAGORS: WIEDMANN CHRISTOPHER
BALLANCE LORI
REGION CODE ADDRESS : 565 W. MOUNTAIN DRIVE
02 CITY : SANTA BARBARA
STATE/ZIP : CA 93108
MORTGAGE AMOUNT : 484,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 448,737.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,384.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.70300
----------------------------------------------------------------
0 0007758527 MORTGAGORS: MORGAN SCOTT
MORGAN JAYME
REGION CODE ADDRESS : 6331 BROMPTON ROAD
02 CITY : HOUSTON
STATE/ZIP : TX 77005
MORTGAGE AMOUNT : 483,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 482,004.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,214.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,968,700.00
P & I AMT: 13,513.49
UPB AMT: 1,929,648.43
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 171
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758600 MORTGAGORS: BRIGHT MICHAEL
BRIGHT ANGELINA
REGION CODE ADDRESS : 2072 KINGS LANE
02 CITY : SAN MATEO
STATE/ZIP : CA 94402
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,283.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,237.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 60.95200
----------------------------------------------------------------
0 0007758626 MORTGAGORS: VARSANOFIEV DMITRI
SHVEDOVA TATIANA
REGION CODE ADDRESS : 5462 CAMINITO VISTA LUJO
02 CITY : SAN DIEGO
STATE/ZIP : CA 92130
MORTGAGE AMOUNT : 306,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,544.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,139.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.50000
----------------------------------------------------------------
0 0007758634 MORTGAGORS: SUGIMOTO DAVID
SUGIMOTO DEBRA
REGION CODE ADDRESS : 17655 EAST LANE
02 CITY : MORGAN HILL
STATE/ZIP : CA 95037
MORTGAGE AMOUNT : 370,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 369,191.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,618.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.74747
----------------------------------------------------------------
0 0007758683 MORTGAGORS: OTTILIE ROBERT
SPIVAK SHARON
REGION CODE ADDRESS : 11565 CAMINO PLAYA CATALINA
02 CITY : SAN DIEGO
STATE/ZIP : CA 92124
MORTGAGE AMOUNT : 243,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 242,482.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,740.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 67.50000
----------------------------------------------------------------
0 0007758691 MORTGAGORS: HERMAN MICHAEL
HERMAN SUSAN
REGION CODE ADDRESS : 1331 BELLEVILLE WAY
02 CITY : SUNNYVALE
STATE/ZIP : CA 94087
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,215.87 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,447.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 54.68750
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,589,000.00
P & I AMT: 11,184.06
UPB AMT: 1,585,716.96
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 172
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758717 MORTGAGORS: IMAS ALEXANDER
IMAS LUDMILA
REGION CODE ADDRESS : 12195 FIDELIO WAY
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 283,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,578.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,978.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.71800
----------------------------------------------------------------
0 0007758741 MORTGAGORS: ROMAN JONATHAN
ROMAN ELEANOR
REGION CODE ADDRESS : 743 40TH AVENUE
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94121
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,440.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,811.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 71.11111
----------------------------------------------------------------
0 0007758758 MORTGAGORS: YU EDWARD
YU CATHY
REGION CODE ADDRESS : 3209 KIRKHAM DRIVE
02 CITY : GLENDALE
STATE/ZIP : CA 91206
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,160.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,957.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 78.87324
----------------------------------------------------------------
0 0007758774 MORTGAGORS: JOHNSON BRUCE
JOHNSON DEBRA
REGION CODE ADDRESS : 5372 FANUEL STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92109
MORTGAGE AMOUNT : 378,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 377,552.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,645.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.68000
----------------------------------------------------------------
0 0007758790 MORTGAGORS: LITRUS CHEN
LITRUS LILY
REGION CODE ADDRESS : 35 HAMILTON COURT
02 CITY : PALO ALTO
STATE/ZIP : CA 94301
MORTGAGE AMOUNT : 540,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 538,820.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,822.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 72.97297
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,737,400.00
P & I AMT: 12,216.45
UPB AMT: 1,733,552.47
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 173
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758808 MORTGAGORS: LINDBERG KEN
LINDBERG JAYNE
REGION CODE ADDRESS : 226 LAS QUEBRADAS
02 CITY : ALAMO
STATE/ZIP : CA 94507
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,081.27 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,762.70 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 64.00000
----------------------------------------------------------------
0 0007758816 MORTGAGORS: HUNTER DEREK
HUNTER FREDERICKA
REGION CODE ADDRESS : 15 BLUE RIDGE LANE
02 CITY : WOODSIDE
STATE/ZIP : CA 94062
MORTGAGE AMOUNT : 460,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 459,019.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,295.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 20.44400
----------------------------------------------------------------
0 0007758832 MORTGAGORS: MARVIVE EVARISTO
MARVIVE MERLYN
REGION CODE ADDRESS : 4516 OAKDALE STREET
02 CITY : UNION CITY
STATE/ZIP : CA 94587
MORTGAGE AMOUNT : 244,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,439.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,685.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007758840 MORTGAGORS: SPENCE MICHAEL
SPENCE GAEANN
REGION CODE ADDRESS : 121 ALVARADO AVENUE
02 CITY : LOS ALTOS
STATE/ZIP : CA 94022
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 327,732.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,279.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 29.66200
----------------------------------------------------------------
0 0007758857 MORTGAGORS: TSIEN WINNIE
REGION CODE ADDRESS : 701 NORTH GRANADA AVENUE
02 CITY : ALHAMBRA
STATE/ZIP : CA 91801
MORTGAGE AMOUNT : 257,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 256,409.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,775.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.49200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,691,000.00
P & I AMT: 11,797.72
UPB AMT: 1,685,683.05
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 174
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758881 MORTGAGORS: SERBIN HOWARD
CARMELI MICHELE
REGION CODE ADDRESS : 19752 DORADO DRIVE
02 CITY : TRABUCO CANYON
STATE/ZIP : CA 92679
MORTGAGE AMOUNT : 337,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 336,997.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,359.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007758907 MORTGAGORS: MARQUISS JOHN
MARQUISS JOANNE
REGION CODE ADDRESS : 13062 CAMINITO POINTE DEL MAR
02 CITY : DEL MAR
STATE/ZIP : CA 92014
MORTGAGE AMOUNT : 426,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 425,069.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,015.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 77.45454
----------------------------------------------------------------
0 0007758923 MORTGAGORS: WILLIAMS SUSAN
WILLIAMS DAVID
REGION CODE ADDRESS : 12145 NIKITA COURT
02 CITY : SAN DIEGO
STATE/ZIP : CA 92131
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,463.99 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,517.17 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007758931 MORTGAGORS: DARRINGTON BRUCE
DARRINGTON WENDY
REGION CODE ADDRESS : 1041 HILL MEADOW PLACE
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 320,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 320,272.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,242.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 62.28100
----------------------------------------------------------------
0 0007758949 MORTGAGORS: SAMSON DAVID
SAMSON KELLY
REGION CODE ADDRESS : 6 DAPPLEGRAY LANE
02 CITY : ROLLING HILLS ESTATES
STATE/ZIP : CA 90274
MORTGAGE AMOUNT : 297,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 296,317.83 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,051.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 47.90300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,741,250.00
P & I AMT: 12,186.26
UPB AMT: 1,738,120.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 175
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007758956 MORTGAGORS: OSTRANDER PATRICIA
OSTRANDER FREDERICK
REGION CODE ADDRESS : 2772 MARTY WAY
02 CITY : SACRAMENTO
STATE/ZIP : CA 95818
MORTGAGE AMOUNT : 278,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 277,975.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,922.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007758964 MORTGAGORS: KELLEY DONNA
GLAZEK CHRISTOPHER
REGION CODE ADDRESS : 656 BRYSON AVENUE
02 CITY : PALO ALTO
STATE/ZIP : CA 94306
MORTGAGE AMOUNT : 431,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 430,010.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,976.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.96400
----------------------------------------------------------------
0 0007758972 MORTGAGORS: JACOBS THADDEUS
REGION CODE ADDRESS : 9 MOUNT SHASTA COURT
02 CITY : SAN RAFAEL
STATE/ZIP : CA 94903
MORTGAGE AMOUNT : 378,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 377,018.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,451.70 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 79.57894
----------------------------------------------------------------
0 0007758980 MORTGAGORS: NAKAMURA ROBERT
NAKAMURA PATTI
REGION CODE ADDRESS : 3447 CADILLAC DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95117
MORTGAGE AMOUNT : 297,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 295,985.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,076.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.14285
----------------------------------------------------------------
0 0007758998 MORTGAGORS: LUNA DOUGLAS
LUNA CHRISTINE
REGION CODE ADDRESS : 420 GLASGOW CIRCLE
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,424.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,934.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 62.06800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,654,400.00
P & I AMT: 11,362.33
UPB AMT: 1,650,413.09
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 176
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759053 MORTGAGORS: BERRY KEVIN
BERRY KERRY
REGION CODE ADDRESS : 15 RUTHERFORD AVENUE
02 CITY : SAN ANSELMO
STATE/ZIP : CA 94960
MORTGAGE AMOUNT : 326,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 325,269.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,279.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.64835
----------------------------------------------------------------
0 0007759103 MORTGAGORS: CHEN JANG-PING
CHEN HSIU-MEI
REGION CODE ADDRESS : 13068 ANZA DRIVE
02 CITY : SARATOGA
STATE/ZIP : CA 95070
MORTGAGE AMOUNT : 282,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,851.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,951.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 40.35700
----------------------------------------------------------------
0 0007759137 MORTGAGORS: INOUYE GARY
INOUYE SUSIE
REGION CODE ADDRESS : 1144 WILLOW GLEN WAY
02 CITY : SAN JOSE
STATE/ZIP : CA 95125
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,181.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,981.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 73.68400
----------------------------------------------------------------
0 0007759160 MORTGAGORS: BORCHMANN DANIEL
BORCHMANN STEPHANIE
REGION CODE ADDRESS : 18685 PAMO WINTERCAMP ROAD
02 CITY : RAMONA
STATE/ZIP : CA 92065
MORTGAGE AMOUNT : 261,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,984.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,784.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007759178 MORTGAGORS: TOWERS WILLIAM
TOWERS DOROTHY
REGION CODE ADDRESS : 524 THE GLADE
02 CITY : ORINDA
STATE/ZIP : CA 94563
MORTGAGE AMOUNT : 397,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,110.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,775.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 66.16600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,547,100.00
P & I AMT: 10,772.87
UPB AMT: 1,543,397.09
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 177
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759186 MORTGAGORS: BURDICK DOUGLAS
BURDICK LYNN
REGION CODE ADDRESS : 324 LOS PADRES DRIVE
02 CITY : THOUSAND OAKS
STATE/ZIP : CA 91361
MORTGAGE AMOUNT : 238,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 237,439.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,623.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 66.11111
----------------------------------------------------------------
0 0007759202 MORTGAGORS: LEE RAYMOND
LEE GRACE
REGION CODE ADDRESS : 13113 BACH WAY
02 CITY : CERRITOS
STATE/ZIP : CA 90703
MORTGAGE AMOUNT : 340,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 339,179.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,290.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 68.00000
----------------------------------------------------------------
0 0007759210 MORTGAGORS: WHEELER PETER
WHEELER MARY
REGION CODE ADDRESS : 3624 FENELON STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92106
MORTGAGE AMOUNT : 616,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 614,549.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,202.21 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.00000
----------------------------------------------------------------
0 0007759277 MORTGAGORS: PARKER SCOTT
REGION CODE ADDRESS : FRONT HILL ROAD
02 CITY : BIG SUR
STATE/ZIP : CA 93920
MORTGAGE AMOUNT : 465,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 463,958.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,251.35 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 53.32500
----------------------------------------------------------------
0 0007759285 MORTGAGORS: GARMANN GARY
GARMANN ROBIN
REGION CODE ADDRESS : 325 OCEAN VIEW AVENUE
02 CITY : SANTA CRUZ
STATE/ZIP : CA 95062
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,498.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 46.37681
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,979,000.00
P & I AMT: 13,496.75
UPB AMT: 1,973,625.32
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 178
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759293 MORTGAGORS: OECHSEL MICHAEL
OECHSEL JAMIE
REGION CODE ADDRESS : 515 POINT SAN PEDRO ROAD
02 CITY : SAN RAFAEL
STATE/ZIP : CA 94901
MORTGAGE AMOUNT : 620,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 618,575.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,282.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.02700
----------------------------------------------------------------
0 0007759319 MORTGAGORS: HEUER STEPHEN
HEUER KATHLEEN
REGION CODE ADDRESS : 13121 MUIR DRIVE NORTHWEST
02 CITY : GIG HARBOR
STATE/ZIP : WA 98332
MORTGAGE AMOUNT : 377,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 376,112.38 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,571.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 67.92700
----------------------------------------------------------------
0 0007759327 MORTGAGORS: DRUMMOND SCOTT
DRUMMOND JULIE
REGION CODE ADDRESS : 64 THE PLAZA DRIVE
02 CITY : BERKELEY
STATE/ZIP : CA 94705
MORTGAGE AMOUNT : 378,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 377,422.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,610.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.73900
----------------------------------------------------------------
0 0007759335 MORTGAGORS: HERZOG CRAIG
HERZOG TORI
REGION CODE ADDRESS : 70 WOODSIDE LANE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 310,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,357.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,167.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 63.91700
----------------------------------------------------------------
0 0007759343 MORTGAGORS: MUNGER ROBERT
MUNGER TAMARA
REGION CODE ADDRESS : 2012 FARNDON AVENUE
02 CITY : LOS ALTOS
STATE/ZIP : CA 94024
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 448,991.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,146.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,135,000.00
P & I AMT: 14,778.77
UPB AMT: 2,128,460.48
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 179
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759384 MORTGAGORS: TERRY DAVID
TERRY JOANNA
REGION CODE ADDRESS : 4809 BYINGTON DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95138
MORTGAGE AMOUNT : 530,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 528,752.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,615.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 65.43209
----------------------------------------------------------------
0 0007759392 MORTGAGORS: LO TAK
LEUNG LAI
REGION CODE ADDRESS : 331 POPLAR AVENUE
02 CITY : MILLBRAE
STATE/ZIP : CA 94030
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,215.74 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,210.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.11111
----------------------------------------------------------------
0 0007759418 MORTGAGORS: BROD MERYL
REGION CODE ADDRESS : 219 JULIA AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 313,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 312,298.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,188.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 45.36231
----------------------------------------------------------------
0 0007759475 MORTGAGORS: STEIN JAMES
STEIN ANNE
REGION CODE ADDRESS : 21 LOVELL AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 470,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 468,998.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,367.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 43.92500
----------------------------------------------------------------
0 0007759483 MORTGAGORS: SEIFERT JANE
REGION CODE ADDRESS : 431 BURNING TREE COURT
02 CITY : HALF MOON BAY
STATE/ZIP : CA 94019
MORTGAGE AMOUNT : 339,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 338,201.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,312.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.53800
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,972,000.00
P & I AMT: 13,693.95
UPB AMT: 1,962,466.89
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 180
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759509 MORTGAGORS: OGASAWARA YOSHIYUKI
OGASAWARA FUSAKO
REGION CODE ADDRESS : 12817 PANAMA STREET
02 CITY : LOS ANGELES
STATE/ZIP : CA 90066
MORTGAGE AMOUNT : 262,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,954.48 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,903.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007759525 MORTGAGORS: BRIDGES JONATHAN
BRIDGES ELIZABETH
REGION CODE ADDRESS : 20590 VIA VERONICA
02 CITY : YORBA LINDA
STATE/ZIP : CA 92887
MORTGAGE AMOUNT : 241,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 240,958.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,688.60 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.46800
----------------------------------------------------------------
0 0007759533 MORTGAGORS: RYAN TOM
KOTAKE DONNA
REGION CODE ADDRESS : 355 COLUMBUS STREET
02 CITY : EL GRANADA
STATE/ZIP : CA 94018
MORTGAGE AMOUNT : 323,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 322,311.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,314.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 79.75300
----------------------------------------------------------------
0 0007759541 MORTGAGORS: DELUCA SAVERIO
DELUCA JENNIFER
REGION CODE ADDRESS : 757 HIGHBRIDGE LANE
02 CITY : DANVILLE
STATE/ZIP : CA 94526
MORTGAGE AMOUNT : 261,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,121.45 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,847.34 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 60.69700
----------------------------------------------------------------
0 0007759558 MORTGAGORS: GONDEK J
TANG JANET
REGION CODE ADDRESS : 501 MADERA DRIVE
02 CITY : SAN MATEO
STATE/ZIP : CA 94403
MORTGAGE AMOUNT : 345,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 344,486.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,412.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.40400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,433,000.00
P & I AMT: 10,165.55
UPB AMT: 1,429,832.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 181
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759566 MORTGAGORS: FOOTLIK ROBERT
SIEVERS-FOOTLIK GWEN
REGION CODE ADDRESS : 25976 CLIFTON PLACE
02 CITY : STEVENSON RANCH
STATE/ZIP : CA 91381
MORTGAGE AMOUNT : 332,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 331,256.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,321.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007759574 MORTGAGORS: LIKENS CHRISTOPHER
WILSON NANCY
REGION CODE ADDRESS : 1872 HAYMARKET ROAD
02 CITY : ENCINITAS
STATE/ZIP : CA 92024
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,205.21 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,841.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007759582 MORTGAGORS: RAGHUPATHY S
ARAVAMUTHAN MANJARI
REGION CODE ADDRESS : 4038 EMERALD ISLE LANE
02 CITY : SAN JOSE
STATE/ZIP : CA 95135
MORTGAGE AMOUNT : 402,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 401,076.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,776.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.60300
----------------------------------------------------------------
0 0007759616 MORTGAGORS: KUCERA RUDOLF
CARDESTAM MONICA
REGION CODE ADDRESS : 879 MANGROVE AVENUE
02 CITY : SUNNYVALE
STATE/ZIP : CA 94086
MORTGAGE AMOUNT : 295,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,263.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,062.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.41100
----------------------------------------------------------------
0 0007759640 MORTGAGORS: GENTRY DENNISE
REGION CODE ADDRESS : 10700 SOUTH 1700 EAST
02 CITY : SANDY
STATE/ZIP : UT 84092
MORTGAGE AMOUNT : 275,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,383.89 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,922.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 55.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,574,000.00
P & I AMT: 10,925.30
UPB AMT: 1,570,185.74
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 182
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759707 MORTGAGORS: YEE STEVEN
YEE MARCIA
REGION CODE ADDRESS : 12415 PICRUS STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92129
MORTGAGE AMOUNT : 292,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,876.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,095.51 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007759715 MORTGAGORS: GONG MARK
REGION CODE ADDRESS : 1802 HARRIMAN LANE, UNIT A
02 CITY : REDONDO BEACH
STATE/ZIP : CA 90278
MORTGAGE AMOUNT : 262,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,413.02 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,831.94 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 74.64300
----------------------------------------------------------------
0 0007759723 MORTGAGORS: PILLEMER DAVID
PILLEMER AENA
REGION CODE ADDRESS : 11747 EDDLESTON DRIVE
02 CITY : NORTHRIDGE
STATE/ZIP : CA 91326
MORTGAGE AMOUNT : 364,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 362,332.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,609.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 78.68200
----------------------------------------------------------------
0 0007759731 MORTGAGORS: STEIGERWALD DANIEL
STEIGERWALD PAMELA
REGION CODE ADDRESS : 10430 LOCKWOOD DRIVE
02 CITY : CUPERTINO
STATE/ZIP : CA 95014
MORTGAGE AMOUNT : 423,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 422,800.65 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,962.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007759756 MORTGAGORS: MATUSICH WILLIAM
MATUSICH SHARON
REGION CODE ADDRESS : 1812 KIRKLYN DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95124
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,445.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,817.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 40.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,602,550.00
P & I AMT: 11,318.22
UPB AMT: 1,596,868.30
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 183
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759806 MORTGAGORS: KERSTETTER C.
KERSTETTER GUINEVERE
REGION CODE ADDRESS : 6923 BLUE ORCHID LANE
02 CITY : CARLSBAD
STATE/ZIP : CA 92009
MORTGAGE AMOUNT : 340,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 339,737.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,380.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.70100
----------------------------------------------------------------
0 0007759889 MORTGAGORS: CONRAD CHRIS
CONRAD MARTHA
REGION CODE ADDRESS : 1294 BIRCH STREET
02 CITY : MONTARA
STATE/ZIP : CA 94037
MORTGAGE AMOUNT : 367,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 366,676.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,569.61 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007759897 MORTGAGORS: SELDEN FRED
SELDEN DR. CATHERINE
REGION CODE ADDRESS : 1855 SUNSET PLAZA DRIVE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90069
MORTGAGE AMOUNT : 398,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 397,108.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,782.87 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 35.37777
----------------------------------------------------------------
0 0007759905 MORTGAGORS: KATZ LARRY
BUSCH KATZ THERESA
REGION CODE ADDRESS : 17445 BELLETO DRIVE
02 CITY : MORGAN HILL
STATE/ZIP : CA 95037
MORTGAGE AMOUNT : 331,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 330,757.13 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,317.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 69.78947
----------------------------------------------------------------
0 0007759913 MORTGAGORS: GONZALES MARK
GONZALES KATHLEEN
REGION CODE ADDRESS : 895 LUCERNE STREET
02 CITY : LIVERMORE
STATE/ZIP : CA 94550
MORTGAGE AMOUNT : 322,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,296.37 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,279.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 74.88300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,759,500.00
P & I AMT: 12,330.31
UPB AMT: 1,755,575.67
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 184
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007759921 MORTGAGORS: WOLFSON SAMUEL
REGION CODE ADDRESS : 22522 HARNEY PLACE
02 CITY : CALABASAS
STATE/ZIP : CA 91302
MORTGAGE AMOUNT : 283,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,327.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,978.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 58.35000
----------------------------------------------------------------
0 0007759962 MORTGAGORS: BUCHANAN D
BUCHANAN KIM
REGION CODE ADDRESS : 4124 STONEBRIDGE LANE
02 CITY : RANCHO SANTA FE
STATE/ZIP : CA 92067
MORTGAGE AMOUNT : 640,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 638,530.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,420.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.36842
----------------------------------------------------------------
0 0007759988 MORTGAGORS: MALANGA JOHN
REGION CODE ADDRESS : 5006 PALMETTO AVENUE
02 CITY : PACIFICA
STATE/ZIP : CA 94044
MORTGAGE AMOUNT : 277,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,379.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,936.82 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.47480
----------------------------------------------------------------
0 0007760002 MORTGAGORS: WANG HAN
SUN JUNWEN
REGION CODE ADDRESS : 4012 MIDWAY AVENUE
02 CITY : CULVER CITY
STATE/ZIP : CA 90232
MORTGAGE AMOUNT : 350,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 349,175.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,387.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.16400
----------------------------------------------------------------
0 0007760044 MORTGAGORS: CHANG LIH-DER
LIN WU-WEI
REGION CODE ADDRESS : 20339 WILLIAMSBURG LANE
02 CITY : SARATOGA
STATE/ZIP : CA 95070
MORTGAGE AMOUNT : 294,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 293,324.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,030.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 35.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,844,000.00
P & I AMT: 12,754.12
UPB AMT: 1,839,737.22
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 185
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760051 MORTGAGORS: DEGUZMAN ARTHUR
DEGUZMAN SARITA
REGION CODE ADDRESS : 53 BELHAVEN COURT
02 CITY : DALY CITY
STATE/ZIP : CA 94015
MORTGAGE AMOUNT : 283,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 283,077.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,982.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.67100
----------------------------------------------------------------
0 0007760077 MORTGAGORS: SCHERMEISTER LINDA
SCHERMEISTER GARY
REGION CODE ADDRESS : 6113 ENCINAL DRIVE
02 CITY : SAN JOSE
STATE/ZIP : CA 95119
MORTGAGE AMOUNT : 248,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 247,416.08 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,691.80 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760085 MORTGAGORS: SHARP LYNN
SHARP BARBARA
REGION CODE ADDRESS : 11505 PAGANICA WAY N.E.
02 CITY : ALBUQUERQUE
STATE/ZIP : NM 87111
MORTGAGE AMOUNT : 397,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,110.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,775.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 66.16600
----------------------------------------------------------------
0 0007760101 MORTGAGORS: MCVAY JAMES
MCVAY ELAINE
REGION CODE ADDRESS : 1205 SAVOY STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92107
MORTGAGE AMOUNT : 312,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 312,322.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,160.43 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 67.26881
----------------------------------------------------------------
0 0007760119 MORTGAGORS: BUECHLER JOSEPH
BUECHLER YING
REGION CODE ADDRESS : 1343 CASSINS STREET
02 CITY : CARLSBAD
STATE/ZIP : CA 92009
MORTGAGE AMOUNT : 390,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 389,603.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,697.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.08300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,631,800.00
P & I AMT: 11,307.47
UPB AMT: 1,628,530.16
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 186
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760135 MORTGAGORS: LEWIS DEAN
HEBB ELISA
REGION CODE ADDRESS : 5202 CHANNEL DRIVE
02 CITY : NEWARK
STATE/ZIP : CA 94560
MORTGAGE AMOUNT : 337,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 336,225.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,327.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.20833
----------------------------------------------------------------
0 0007760143 MORTGAGORS: BUMALA ROBERT
BUMALA MARIAN
REGION CODE ADDRESS : 63 PLAYBOWL DRIVE
02 CITY : LA HONDA
STATE/ZIP : CA 94020
MORTGAGE AMOUNT : 274,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,370.68 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,892.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 74.05405
----------------------------------------------------------------
0 0007760150 MORTGAGORS: WAGNER J.
WAGNER PHYLLIS
REGION CODE ADDRESS : 5418 EAST WONDERVIEW ROAD
02 CITY : PHOENIX
STATE/ZIP : AZ 85018
MORTGAGE AMOUNT : 318,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 317,999.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,174.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007760168 MORTGAGORS: CRNCICH CHRISTIANE
REGION CODE ADDRESS : 325 TAMALPAIS AVENUE
02 CITY : MILL VALLEY
STATE/ZIP : CA 94941
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,293.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,046.53 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 35.62945
----------------------------------------------------------------
0 0007760176 MORTGAGORS: GOLINI FRED
SEN HELENA
REGION CODE ADDRESS : 24 DONALD DRIVE
02 CITY : ORINDA
STATE/ZIP : CA 94563
MORTGAGE AMOUNT : 447,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 445,973.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,087.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 64.31600
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,676,750.00
P & I AMT: 11,528.32
UPB AMT: 1,672,863.14
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 187
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760184 MORTGAGORS: SMITH DONALD
SMITH SANDRA
REGION CODE ADDRESS : 23253 WEST SORREL COURT
02 CITY : VALENCIA
STATE/ZIP : CA 91354
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,605.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,852.92 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 76.81100
----------------------------------------------------------------
0 0007760226 MORTGAGORS: ALSHEIKH SAM
ALSHEIKH NUHHA
REGION CODE ADDRESS : 4441 INGULF STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92110
MORTGAGE AMOUNT : 292,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,312.52 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,991.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760234 MORTGAGORS: JENSEN KEVIN
REGION CODE ADDRESS : 5273 SOLEDAD MOUNTAIN
02 CITY : SAN DIEGO
STATE/ZIP : CA 92109
MORTGAGE AMOUNT : 273,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 272,593.51 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,908.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 70.90909
----------------------------------------------------------------
0 0007760242 MORTGAGORS: GUY JON
GUY ROBBIN
REGION CODE ADDRESS : 7330 GOLDEN STAR LANE
02 CITY : CARLSBAD
STATE/ZIP : CA 92009
MORTGAGE AMOUNT : 282,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,319.44 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,899.89 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 58.75000
----------------------------------------------------------------
0 0007760259 MORTGAGORS: MANNING GRETCHEN
REGION CODE ADDRESS : 11039 RED BARN ROAD
02 CITY : CAMARILLO
STATE/ZIP : CA 93012
MORTGAGE AMOUNT : 396,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 395,439.22 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,836.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 66.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,508,000.00
P & I AMT: 10,490.61
UPB AMT: 1,505,270.12
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 188
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760325 MORTGAGORS: EDLESON LOUIS
EDLESON KARON
REGION CODE ADDRESS : 15112 HUNTINGTON GATE DRIVE
02 CITY : POWAY
STATE/ZIP : CA 92064
MORTGAGE AMOUNT : 608,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 606,568.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,147.63 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 71.52941
----------------------------------------------------------------
0 0007760333 MORTGAGORS: TEEHAN PETER
TEEHAN BARBARA
REGION CODE ADDRESS : 46957 ZAPOTEC DRIVE
02 CITY : FREMONT
STATE/ZIP : CA 94539
MORTGAGE AMOUNT : 244,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 243,836.41 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,707.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 41.38900
----------------------------------------------------------------
0 0007760358 MORTGAGORS: FINE ALAN
FINE PAMELA
REGION CODE ADDRESS : 679 12TH AVENUE
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94118
MORTGAGE AMOUNT : 510,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 508,857.42 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,565.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007760390 MORTGAGORS: WEISSFELD RICHARD
SWIMMER SHANA
REGION CODE ADDRESS : 18010 RANCHO STREET
02 CITY : ENCINO
STATE/ZIP : CA 91316
MORTGAGE AMOUNT : 445,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 444,385.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,226.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 68.99200
----------------------------------------------------------------
0 0007760416 MORTGAGORS: SALINGER STEVEN
REGION CODE ADDRESS : 1350 SOUTH COAST HWY 101
02 CITY : ENCINITAS
STATE/ZIP : CA 92024
MORTGAGE AMOUNT : 588,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 587,480.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,116.98 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,396,000.00
P & I AMT: 16,764.64
UPB AMT: 2,391,128.67
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 189
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760424 MORTGAGORS: WHITE MARK
YELIN WHITE JANET
REGION CODE ADDRESS : 2231 MIDVALE AVENUE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90064
MORTGAGE AMOUNT : 257,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 256,379.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,731.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 64.25000
----------------------------------------------------------------
0 0007760432 MORTGAGORS: BARRY PATRICK
BARRY CYNTHIA
REGION CODE ADDRESS : 2430 EL AMIGO ROAD
02 CITY : SAN DIEGO
STATE/ZIP : CA 92014
MORTGAGE AMOUNT : 283,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 282,765.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,981.57 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 51.52700
----------------------------------------------------------------
0 0007760481 MORTGAGORS: LINDQUIST ERIC
LINDQUIST LISA
REGION CODE ADDRESS : 120 DUNSMUIR WAY
02 CITY : MENLO PARK
STATE/ZIP : CA 94025
MORTGAGE AMOUNT : 464,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 462,934.29 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,204.73 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760499 MORTGAGORS: VINCENT LUC
GORDON GAILE
REGION CODE ADDRESS : 4237 MANUELA AVENUE
02 CITY : PALO ALTO
STATE/ZIP : CA 94306
MORTGAGE AMOUNT : 563,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 562,118.97 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,840.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 56.30000
----------------------------------------------------------------
0 0007760531 MORTGAGORS: SINGH MAHENDRA
SINGH USHA
REGION CODE ADDRESS : 13801 SE SOMERSET LANE
02 CITY : BELLEVUE
STATE/ZIP : WA 98006
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,246.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.96 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,887,400.00
P & I AMT: 12,941.37
UPB AMT: 1,883,444.71
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 190
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760549 MORTGAGORS: VARMA CHANDRASEKHAR
VARMA ARUNA
REGION CODE ADDRESS : 203 ROYAL CREST COURT
02 CITY : ESCONDIDO
STATE/ZIP : CA 92025
MORTGAGE AMOUNT : 534,350.00 OPTION TO CONVERT :
UNPAID BALANCE : 533,534.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,690.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.24600
----------------------------------------------------------------
0 0007760564 MORTGAGORS: MERRIFIELD SUSAN
REGION CODE ADDRESS : 3114 NW THURMAN STREET
02 CITY : PORTLAND
STATE/ZIP : OR 97210
MORTGAGE AMOUNT : 310,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 309,288.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,141.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 41.33300
----------------------------------------------------------------
0 0007760572 MORTGAGORS: VAN WAGENEN FREDRIC
VAN WAGENEN MARY
REGION CODE ADDRESS : 45822 CHEYENNE PLACE
02 CITY : FREMONT
STATE/ZIP : CA 94539
MORTGAGE AMOUNT : 263,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 262,591.57 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,842.43 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 51.16500
----------------------------------------------------------------
0 0007760580 MORTGAGORS: CACNIO JOVI
REGION CODE ADDRESS : 923 WYNNEWOOD DRIVE
02 CITY : DIAMOND BAR
STATE/ZIP : CA 91765
MORTGAGE AMOUNT : 288,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 285,354.19 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,013.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760622 MORTGAGORS: KLEE SHELDON
KLEE LINDA
REGION CODE ADDRESS : 2745 CASIANO ROAD
02 CITY : LOS ANGELES
STATE/ZIP : CA 90077
MORTGAGE AMOUNT : 325,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 324,324.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,356.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 45.90300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,720,850.00
P & I AMT: 12,044.36
UPB AMT: 1,715,092.66
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 191
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760630 MORTGAGORS: STAFFORD CAROL
D'ARCY LAWRENCE
REGION CODE ADDRESS : 3741-3743 SCOTT STREET
02 CITY : SAN FRANCISCO
STATE/ZIP : CA 94123
MORTGAGE AMOUNT : 510,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 509,240.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,565.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007760648 MORTGAGORS: FRANK HARVEY
FRANK KIANDOKHT
REGION CODE ADDRESS : 3561 PARADISE DRIVE
02 CITY : TIBURON
STATE/ZIP : CA 94920
MORTGAGE AMOUNT : 405,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 404,179.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,971.75 OUTSIDE CONV DATE :
LIFETIME RATE : 8.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 8.00000 PRODUCT CODE : 002
LTV : 53.64200
----------------------------------------------------------------
0 0007760663 MORTGAGORS: STRAUCH JAN
WORLEY DEBORAH
REGION CODE ADDRESS : 192 LITTLE DIPPER ROAD
02 CITY : WOLCOTT
STATE/ZIP : CO 81655
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,300.15 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,953.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 52.89000
----------------------------------------------------------------
0 0007760671 MORTGAGORS: LIM THOMAS
LIM CAROLYNE
REGION CODE ADDRESS : 700 WEST WISTARIA AVENUE
02 CITY : ARCADIA
STATE/ZIP : CA 91007
MORTGAGE AMOUNT : 256,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,382.18 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,724.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760697 MORTGAGORS: THOMPSON JAMES
THOMPSON DIANNA
REGION CODE ADDRESS : 1434 EL CERRITO DRIVE
02 CITY : THOUSAND OAKS
STATE/ZIP : CA 91362
MORTGAGE AMOUNT : 277,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,908.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,988.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,738,500.00
P & I AMT: 12,204.28
UPB AMT: 1,735,010.94
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 192
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760705 MORTGAGORS: OSIER DAVID
OSIER LINDA
REGION CODE ADDRESS : 1070 VISTA SIERRA DR
02 CITY : EL CAJON
STATE/ZIP : CA 92019
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 379,148.64 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,657.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 79.16600
----------------------------------------------------------------
0 0007760713 MORTGAGORS: ASHJIAN HAIG
ASHJIAN MARY
REGION CODE ADDRESS : 1023 RODEO ROAD
02 CITY : PEBBLE BEACH
STATE/ZIP : CA 93953
MORTGAGE AMOUNT : 689,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 687,377.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,700.19 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 250
LTV : 53.00000
----------------------------------------------------------------
0 0007760721 MORTGAGORS: ROGERS ELAINE
REGION CODE ADDRESS : 418 BELVEDERE STREET
02 CITY : LA JOLLA
STATE/ZIP : CA 92037
MORTGAGE AMOUNT : 245,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,451.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,713.08 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 31.61200
----------------------------------------------------------------
0 0007760739 MORTGAGORS: TANDAN DINESH
TANDAN POONAM
REGION CODE ADDRESS : 236 TRAMINER COURT
02 CITY : FREMONT
STATE/ZIP : CA 94539
MORTGAGE AMOUNT : 481,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 479,867.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,281.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 48.10000
----------------------------------------------------------------
0 0007760762 MORTGAGORS: PARRY ROBERT
PARRY BRENDA
REGION CODE ADDRESS : 2 ELLIS COURT
02 CITY : LAFAYETTE
STATE/ZIP : CA 94549
MORTGAGE AMOUNT : 492,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 491,230.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,356.31 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 52.90300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,287,000.00
P & I AMT: 15,707.87
UPB AMT: 2,282,075.08
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 193
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760770 MORTGAGORS: MOTTER JAMES
MOTTER ROBERTA
REGION CODE ADDRESS : 17 GLEN HOLLOW ROAD
02 CITY : DANVILLE
STATE/ZIP : CA 94506
MORTGAGE AMOUNT : 640,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 639,797.20 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,371.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760788 MORTGAGORS: BHAGAVATULA NARAYAN
BHAGAVATULA PADMA
REGION CODE ADDRESS : 366 KANSAS WAY
02 CITY : FREMONT
STATE/ZIP : CA 94539
MORTGAGE AMOUNT : 303,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 302,450.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,017.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760796 MORTGAGORS: SIELER RUTH
SIELER RAYMON
REGION CODE ADDRESS : 3380 DOOLITTLE ROAD
02 CITY : MONUMENT
STATE/ZIP : CO 80132
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,019.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,455.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 69.90200
----------------------------------------------------------------
0 0007760804 MORTGAGORS: BUSBY SPENCER
BUSBY ANGELA
REGION CODE ADDRESS : 1164 SANTA BARBARA STREET
02 CITY : SAN DIEGO
STATE/ZIP : CA 92107
MORTGAGE AMOUNT : 620,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 618,540.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,229.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 62.81600
----------------------------------------------------------------
0 0007760812 MORTGAGORS: MILRAD SOL
MILRAD EDITH
REGION CODE ADDRESS : 474-476 SOUTH BEDFORD DRIVE
02 CITY : BEVERLY HILLS
STATE/ZIP : CA 90212
MORTGAGE AMOUNT : 638,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 637,517.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 4,628.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,562,400.00
P & I AMT: 17,702.75
UPB AMT: 2,557,324.36
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 194
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760820 MORTGAGORS: COHEN ALBERT
COHEN DEBRA
REGION CODE ADDRESS : 1472 CARDIFF AVENUE
02 CITY : LOS ANGELES
STATE/ZIP : CA 90035
MORTGAGE AMOUNT : 536,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 534,768.91 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,702.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0007760838 MORTGAGORS: HSU SHIH
HSU HSIANG
REGION CODE ADDRESS : 25 CHARLOTTE
02 CITY : IRVINE
STATE/ZIP : CA 92715
MORTGAGE AMOUNT : 480,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 479,248.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,274.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 35.82000
----------------------------------------------------------------
0 0007760846 MORTGAGORS: MATTHEWS PETER
MATTHEWS PATRICIA
REGION CODE ADDRESS : 1364 CYNTHIA LANE
02 CITY : CARLSBAD
STATE/ZIP : CA 92008
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,564.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,123.38 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0007760853 MORTGAGORS: HARRINGTON JOHN
HARRINGTON ELLE
REGION CODE ADDRESS : 20292 RAVENWOOD LANE
02 CITY : HUNTINGTON BEACH
STATE/ZIP : CA 92646
MORTGAGE AMOUNT : 274,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,571.23 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,869.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 73.45844
----------------------------------------------------------------
0 0007760879 MORTGAGORS: DALSEY ANNIE
REGION CODE ADDRESS : 190 HILLTOP CRESCENT
02 CITY : WALNUT CREEK
STATE/ZIP : CA 94596
MORTGAGE AMOUNT : 237,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 236,007.77 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,677.47 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 57.80400
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,827,000.00
P & I AMT: 12,646.48
UPB AMT: 1,823,161.11
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 195
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0007760937 MORTGAGORS: LO RICHARD
LO KATHLEEN
REGION CODE ADDRESS : 110 OAK CREST ROAD
02 CITY : SAN ANSELMO
STATE/ZIP : CA 94960
MORTGAGE AMOUNT : 499,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 498,829.94 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,495.72 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 61.34300
----------------------------------------------------------------
0 0031658123 MORTGAGORS: HAYWOOD TIMOTHY
HAYWOOD ANITA
REGION CODE ADDRESS : 8053 CASTLEHILL ROAD
01 CITY : BIRMINGHAM
STATE/ZIP : AL 35242
MORTGAGE AMOUNT : 468,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 467,998.06 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,158.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0031676471 MORTGAGORS: STECK WAYNE
STECK LORI
REGION CODE ADDRESS : 20 WENWOOD DR
01 CITY : BROOKVILLE
STATE/ZIP : NY 11545
MORTGAGE AMOUNT : 400,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 399,374.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,728.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 49.44300
----------------------------------------------------------------
0 0031679624 MORTGAGORS: CONTRADA RICHARD
CONTRADA SVETLANA
REGION CODE ADDRESS : 8 LAKE DRIVE
01 CITY : NORTH BRUNSWICK
STATE/ZIP : NJ 08902
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,705.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.92300
----------------------------------------------------------------
0 0031689474 MORTGAGORS: DALY MICHAEL
DALY JULIANNE
REGION CODE ADDRESS : 1648 BAYVIEW AVENUE
01 CITY : BRONX
STATE/ZIP : NY 10465
MORTGAGE AMOUNT : 316,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 316,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 89.77200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,934,700.00
P & I AMT: 13,216.89
UPB AMT: 1,932,202.03
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 196
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031708431 MORTGAGORS: DANKWAH CHARLES
OWU SALOME
REGION CODE ADDRESS : 6193 ROSO STREET
01 CITY : SPRINGFIELD
STATE/ZIP : VA 22150
MORTGAGE AMOUNT : 260,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 259,886.66 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,777.07 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.98600
----------------------------------------------------------------
0 0031717739 MORTGAGORS: COSTA JOAO
COSTA MARLY
REGION CODE ADDRESS : 10 STONEWALL CIRCLE
01 CITY : PRINCETON
STATE/ZIP : NJ 08540
MORTGAGE AMOUNT : 302,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 302,152.12 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,011.88 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031727324 MORTGAGORS: CHRISTOPHER MARK
CHRISTOPHER DONNA
REGION CODE ADDRESS : 201 PEGASUS DRIVE
01 CITY : BAHAMA
STATE/ZIP : NC 27503
MORTGAGE AMOUNT : 404,048.00 OPTION TO CONVERT :
UNPAID BALANCE : 403,732.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,756.32 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 74.82370
----------------------------------------------------------------
0 0031739055 MORTGAGORS: LYONS DAVID
LYONS CATHARINE
REGION CODE ADDRESS : 7 MEADOW LANE
01 CITY : CENTERVILLE
STATE/ZIP : DE 19807
MORTGAGE AMOUNT : 510,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 510,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,609.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0031740731 MORTGAGORS: WHITE RANDALL
WHITE SUSAN
REGION CODE ADDRESS : 203 GLEN EAGLES DRIVE
01 CITY : DOTHAN
STATE/ZIP : AL 36305
MORTGAGE AMOUNT : 290,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 289,534.81 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,953.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 69.96300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,766,948.00
P & I AMT: 12,108.80
UPB AMT: 1,765,306.39
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 197
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031741853 MORTGAGORS: LANE DAVID
LANE AMY
REGION CODE ADDRESS : 17706 OLD FREDERICK ROAD
01 CITY : MOUNT AIRY
STATE/ZIP : MD 21771
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 272,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,809.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031746357 MORTGAGORS: SCHILLING TIMOTHY
REGION CODE ADDRESS : 6189 DOVER COURT
01 CITY : OSWEGO
STATE/ZIP : IL 60543
MORTGAGE AMOUNT : 255,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,739.55 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.46100
----------------------------------------------------------------
0 0031753155 MORTGAGORS: RUROEDE JOHN
RUROEDE JILL
REGION CODE ADDRESS : 14 ROBBY DRIVE
01 CITY : OAKHURST
STATE/ZIP : NJ 07712
MORTGAGE AMOUNT : 241,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 241,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,644.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 89.94000
----------------------------------------------------------------
0 0031756331 MORTGAGORS: KEMP GARY
KEMP CLAUDIA
REGION CODE ADDRESS : 335 FAIRVIEW
01 CITY : WINNETKA
STATE/ZIP : IL 60093
MORTGAGE AMOUNT : 483,050.00 OPTION TO CONVERT :
UNPAID BALANCE : 482,691.50 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,377.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 65.27702
----------------------------------------------------------------
0 0031760838 MORTGAGORS: KING PERRY
KING PATRICIA
REGION CODE ADDRESS : 1410 HANOVER WEST
01 CITY : ATLANTA
STATE/ZIP : GA 30327
MORTGAGE AMOUNT : 345,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 344,486.30 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,412.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.18120
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,596,050.00
P & I AMT: 10,983.07
UPB AMT: 1,595,177.80
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 198
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031775885 MORTGAGORS: FREDELLA ROBERT
REGION CODE ADDRESS : 6308 REMINGTON PARKWAY
01 CITY : COLLEYVILLE
STATE/ZIP : TX 76034
MORTGAGE AMOUNT : 307,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,742.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,147.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031780299 MORTGAGORS: GOLDSTON JAMES
GOLDSTON REBECCA
REGION CODE ADDRESS : 1636 GREAT PLAIN AVENUE
01 CITY : NEEDHAM
STATE/ZIP : MA 02492
MORTGAGE AMOUNT : 264,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 264,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,823.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 78.33800
----------------------------------------------------------------
0 0031782766 MORTGAGORS: GRAHAM ANTONIO
GRAHAM LORETTA
REGION CODE ADDRESS : 3102 ALMA LANE
01 CITY : BOWIE
STATE/ZIP : MD 20716
MORTGAGE AMOUNT : 245,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 245,522.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,739.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.62500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.62500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0031783160 MORTGAGORS: LOWRY JON
LOWRY MICHELLE
REGION CODE ADDRESS : 7390 EAST BAYAUD AVENUE
01 CITY : DENVER
STATE/ZIP : CO 80231
MORTGAGE AMOUNT : 338,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 338,136.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,308.49 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0031784259 MORTGAGORS: KOINES ANDREW
KOINES JENNA
REGION CODE ADDRESS : 30 CHESTNUT STREET
01 CITY : SHARON
STATE/ZIP : MA 02067
MORTGAGE AMOUNT : 288,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 288,750.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,969.79 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.25500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,444,050.00
P & I AMT: 9,988.71
UPB AMT: 1,441,150.78
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 199
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031785694 MORTGAGORS: KOLDER ROBERT
KOLDER LORI
REGION CODE ADDRESS : 661 MORNINGSIDE COURT
01 CITY : SCHAUMBERG
STATE/ZIP : IL 60173
MORTGAGE AMOUNT : 281,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 281,300.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,847.95 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 73.25500
----------------------------------------------------------------
0 0031786429 MORTGAGORS: STRANDQUIST JAMES
STRANDQUIST MARY
REGION CODE ADDRESS : 14074 STEVENS VALLEY COURT
01 CITY : GLENWOOD
STATE/ZIP : MD 21738
MORTGAGE AMOUNT : 272,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 271,793.03 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,878.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031791239 MORTGAGORS: HARNEY PATRICK
MEUNIER MARTINE
REGION CODE ADDRESS : 5700 OAKDALE TERR
01 CITY : HOLLYWOOD
STATE/ZIP : FL 33312
MORTGAGE AMOUNT : 450,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 449,621.95 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,956.18 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 70.87100
----------------------------------------------------------------
0 0031796022 MORTGAGORS: CORCORAN DANIEL
CORCORAN ANN
REGION CODE ADDRESS : 58 YALE STREET
01 CITY : WINCHESTER
STATE/ZIP : MA 01890
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,106.56 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 57.54700
----------------------------------------------------------------
0 0031800832 MORTGAGORS: STRASH DANIEL
ALANO-STRASH VIOLETA
REGION CODE ADDRESS : 23321 SOUTHEAST 14TH COURT
01 CITY : ISSAQUAH
STATE/ZIP : WA 98027
MORTGAGE AMOUNT : 318,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,488.73 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,120.65 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,627,050.00
P & I AMT: 10,909.98
UPB AMT: 1,626,203.71
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 200
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031801749 MORTGAGORS: REYNOLDS JAMES
REYNOLDS JUDITH
REGION CODE ADDRESS : 8 VINE STREET
01 CITY : READING
STATE/ZIP : MA 01867
MORTGAGE AMOUNT : 251,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 251,900.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,675.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
0 0031803273 MORTGAGORS: THEKKETHALA JOHN
THEKKETHALA MINA
REGION CODE ADDRESS : 11 HARVESTWOOD LANE
01 CITY : MANSFIELD
STATE/ZIP : MA 02048
MORTGAGE AMOUNT : 273,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,862.35 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 78.67400
----------------------------------------------------------------
0 0031804172 MORTGAGORS: BENNETT STUART
BENNETT KATHLEEN
REGION CODE ADDRESS : 7008 TORREY STREET
01 CITY : ARVADA
STATE/ZIP : CO 80007
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,744.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,075.75 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031810740 MORTGAGORS: BYRNE TIMOTHY
BYRNE SANDRA
REGION CODE ADDRESS : 4915 N 45TH PLACE
01 CITY : PHOENIX
STATE/ZIP : AZ 85018
MORTGAGE AMOUNT : 388,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,697.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,646.85 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031811128 MORTGAGORS: HART COREY
LUGO-HART LAURIANNE
REGION CODE ADDRESS : 14 SHAWE VALLEY LANE
01 CITY : PATTERSON
STATE/ZIP : NY 12563
MORTGAGE AMOUNT : 279,300.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,300.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,929.06 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 95.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,504,200.00
P & I AMT: 10,189.91
UPB AMT: 1,503,641.57
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 201
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031811201 MORTGAGORS: WILLOTH DANIEL
WILLOTH HILDA
REGION CODE ADDRESS : 14808 WESTBURY ROAD
01 CITY : ROCKVILLE
STATE/ZIP : MD 20853
MORTGAGE AMOUNT : 250,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 249,804.98 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,705.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 67.56700
----------------------------------------------------------------
0 0031817653 MORTGAGORS: KINNAMAN GEFFREY
KINNAMAN LISA
REGION CODE ADDRESS : 24890 SOUTHWEST NEILL ROAD
01 CITY : SHERWOOD
STATE/ZIP : OR 97140
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 276,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,882.81 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031819204 MORTGAGORS: EHRLICH SUSAN
MILLER JAMES
REGION CODE ADDRESS : 3502 BLACKHAWK DRIVE
01 CITY : MADISON
STATE/ZIP : WI 53705
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,719.16 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,455.84 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.72700
----------------------------------------------------------------
0 0031819568 MORTGAGORS: KOSZUTA CLAUDE
KOSZUTA COLLEEN
REGION CODE ADDRESS : 28574 SKY CREST DRIVE
01 CITY : IVANHOE
STATE/ZIP : IL 60060
MORTGAGE AMOUNT : 578,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 578,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,845.45 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 65.73747
----------------------------------------------------------------
0 0031824253 MORTGAGORS: DILLON TERRY
DILLON JUDITH
REGION CODE ADDRESS : 32 PLEASANT STREET
01 CITY : WELLESLEY
STATE/ZIP : MA 02482
MORTGAGE AMOUNT : 360,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 359,712.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,425.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 71.71314
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,824,000.00
P & I AMT: 12,314.93
UPB AMT: 1,823,236.25
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 202
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031825268 MORTGAGORS: KUSAKABE PERRY
KUSAKABE JANET
REGION CODE ADDRESS : 1304 143RD PL.NE.
01 CITY : BELLEVUE
STATE/ZIP : WA 98007
MORTGAGE AMOUNT : 285,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 285,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,920.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 71.25000
----------------------------------------------------------------
0 0031825797 MORTGAGORS: SELIG JEROME
SELIG PATRICIA
REGION CODE ADDRESS : 12838 JARVIS ROAD
01 CITY : BISHOPVILLE
STATE/ZIP : MD 21813
MORTGAGE AMOUNT : 279,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 278,787.70 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,926.99 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 64.58300
----------------------------------------------------------------
0 0031829534 MORTGAGORS: MADHAVAN SRIKANTAN
MURTHY NANDINI
REGION CODE ADDRESS : 1063 ADLER LANE
01 CITY : CAROL STREAM
STATE/ZIP : IL 60188
MORTGAGE AMOUNT : 285,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 285,726.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,950.69 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 94.98422
----------------------------------------------------------------
0 0031836851 MORTGAGORS: WHEELER TODD
WHEELER LAURA
REGION CODE ADDRESS : 730 STONEMONT COURT
01 CITY : CASTLE ROCK
STATE/ZIP : CO 80104
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 380,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,592.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031843238 MORTGAGORS: GEORGIEV GEORGE
GEORGIEV CAROL
REGION CODE ADDRESS : 3900 MCKINLEY ST. NW
01 CITY : WASHINGTON
STATE/ZIP : DC 20015
MORTGAGE AMOUNT : 268,265.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,812.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,762.32 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 67.91500
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,498,215.00
P & I AMT: 10,152.37
UPB AMT: 1,497,327.56
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 203
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031843246 MORTGAGORS: HUNTER PHYLLIS
HUNTER THOMAS
REGION CODE ADDRESS : 1201 MERCHANT LN
01 CITY : MCLEAN
STATE/ZIP : VA 22101
MORTGAGE AMOUNT : 322,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 322,307.24 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,229.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 71.73300
----------------------------------------------------------------
0 0031843261 MORTGAGORS: TAUB LARRY
TAUB LORI
REGION CODE ADDRESS : 5704 CEDAR GROVE CIRCLE
01 CITY : PLANO
STATE/ZIP : TX 75093
MORTGAGE AMOUNT : 315,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 314,941.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,097.04 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031843675 MORTGAGORS: REYNOLDS LAWRENCE
REYNOLDS KAREN
REGION CODE ADDRESS : 178 LAIRD ROAD
01 CITY : COLTS NECK
STATE/ZIP : NJ 07722
MORTGAGE AMOUNT : 375,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 375,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,463.49 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 54.74400
----------------------------------------------------------------
0 0031847296 MORTGAGORS: WITHERSPOON GILBERT
SIMMONS KAREN
REGION CODE ADDRESS : 158 AVERY STREET
01 CITY : DECATUR
STATE/ZIP : GA 30030
MORTGAGE AMOUNT : 260,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 260,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,686.36 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031851215 MORTGAGORS: FREDERICKSON SUZANNE
REGION CODE ADDRESS : 192 CHARLEVOIX
01 CITY : GROSSE POINTE FARMS
STATE/ZIP : MI 48236
MORTGAGE AMOUNT : 312,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 311,511.75 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,128.39 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,585,000.00
P & I AMT: 10,604.78
UPB AMT: 1,583,760.62
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 204
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031851504 MORTGAGORS: BETTS HENRY
BETTS WENDY
REGION CODE ADDRESS : 13 PENZANCE
01 CITY : ROCKPORT
STATE/ZIP : MA 01966
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,786.93 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,933.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.67567
----------------------------------------------------------------
0 0031854029 MORTGAGORS: EATON DAVID
SCULLY-EATON JENNIFER
REGION CODE ADDRESS : 43 MARION ROAD
01 CITY : WATERTOWN
STATE/ZIP : MA 02172
MORTGAGE AMOUNT : 285,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 285,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,896.11 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0031857501 MORTGAGORS: SONNTAG CHRISTOPHER
SONNTAG CINDY
REGION CODE ADDRESS : 5 CATTAIL COURT
01 CITY : STAFFORD
STATE/ZIP : VA 22554
MORTGAGE AMOUNT : 261,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 261,585.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,741.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.99800
----------------------------------------------------------------
0 0031858764 MORTGAGORS: HINES FRANK
HINES ANA
REGION CODE ADDRESS : 8618 WOODWREN LANE
01 CITY : FAIRFAX STATION
STATE/ZIP : VA 22039
MORTGAGE AMOUNT : 323,700.00 OPTION TO CONVERT :
UNPAID BALANCE : 323,428.05 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,126.48 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.99300
----------------------------------------------------------------
0 0031859606 MORTGAGORS: MARTIN MARSHAL
REGION CODE ADDRESS : 2906 FAIRVIEW RD
01 CITY : RALEIGH
STATE/ZIP : NC 27608
MORTGAGE AMOUNT : 387,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 387,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,510.08 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,537,500.00
P & I AMT: 10,208.34
UPB AMT: 1,536,800.38
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 205
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031860281 MORTGAGORS: KEENAN JOSEPH
REGION CODE ADDRESS : 20569 TANGLEWOOD WAY
01 CITY : STERLING
STATE/ZIP : VA 20165
MORTGAGE AMOUNT : 228,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 228,557.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,502.73 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.98400
----------------------------------------------------------------
0 0031860299 MORTGAGORS: DE LA PAZ ANTHONY
DE LA PAZ KATHLEEN
REGION CODE ADDRESS : 300 MARJORIE LANE
01 CITY : HERNDON
STATE/ZIP : VA 20170
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,764.76 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,839.41 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 70.05000
----------------------------------------------------------------
0 0031860331 MORTGAGORS: CHELOEI ALI
ETESSAM SHIVA
REGION CODE ADDRESS : 1004 SHERMAN COURT
01 CITY : GREAT FALLS
STATE/ZIP : VA 22066
MORTGAGE AMOUNT : 380,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 379,696.11 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,560.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031860364 MORTGAGORS: THOMPSON BRUCE
THOMPSON SHUE
REGION CODE ADDRESS : 5286 TRACTOR LANE
01 CITY : FAIRFAX
STATE/ZIP : VA 22030
MORTGAGE AMOUNT : 286,350.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,109.43 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,881.12 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
0 0031861024 MORTGAGORS: MCKNIGHT DARREN
MCKNIGHT ALISON
REGION CODE ADDRESS : 5109 CLAYBANK LANE
01 CITY : CENTREVILLE
STATE/ZIP : VA 20120
MORTGAGE AMOUNT : 274,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 273,526.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,777.16 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 74.05405
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,449,100.00
P & I AMT: 9,560.56
UPB AMT: 1,447,654.97
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 206
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031861032 MORTGAGORS: KISH VICKI
KISH ANDREW
REGION CODE ADDRESS : 15565 SMITHFIELD PLACE
01 CITY : CENTREVILLE
STATE/ZIP : VA 22020
MORTGAGE AMOUNT : 399,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 396,399.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,858.48 OUTSIDE CONV DATE :
LIFETIME RATE : 7.75000 MATURITY DATE : 02/01/28
CURRENT INT RATE: 7.75000 PRODUCT CODE : 002
LTV : 88.66666
----------------------------------------------------------------
0 0031862758 MORTGAGORS: DAISAK DANIEL
DAISAK LAURA
REGION CODE ADDRESS : 13715 SAFE HARBOR COURT
01 CITY : ROCKVILLE
STATE/ZIP : MD 20850
MORTGAGE AMOUNT : 393,100.00 OPTION TO CONVERT :
UNPAID BALANCE : 392,793.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,681.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99100
----------------------------------------------------------------
0 0031862808 MORTGAGORS: REED HOKE
REED RHONDA
REGION CODE ADDRESS : 20860 GREAT FALLS FOREST DRIVE
01 CITY : STERLING
STATE/ZIP : VA 20165
MORTGAGE AMOUNT : 244,650.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,459.14 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,668.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.99000
----------------------------------------------------------------
0 0031862816 MORTGAGORS: GRIFFIN DANIEL
GRIFFIN LYNDA
REGION CODE ADDRESS : 9799 VIEWCREST DRIVE
01 CITY : FAIRFAX STATION
STATE/ZIP : VA 22039
MORTGAGE AMOUNT : 321,950.00 OPTION TO CONVERT :
UNPAID BALANCE : 321,698.85 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,196.27 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 79.98800
----------------------------------------------------------------
0 0031862824 MORTGAGORS: NARKIEWICZ EDWARD
NARKIEWICZ FRANCES
REGION CODE ADDRESS : 1606 CHATHAMS FORD PLACE
01 CITY : VIENNA
STATE/ZIP : VA 22182
MORTGAGE AMOUNT : 309,200.00 OPTION TO CONVERT :
UNPAID BALANCE : 308,913.62 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,929.01 OUTSIDE CONV DATE :
LIFETIME RATE : 6.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.37500 PRODUCT CODE : 002
LTV : 79.79300
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,667,900.00
P & I AMT: 11,334.35
UPB AMT: 1,664,264.02
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 207
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031863087 MORTGAGORS: POLE ROBERT
POLE PAMELA
REGION CODE ADDRESS : 247 GLENWOOD
01 CITY : GLEN ELLYN
STATE/ZIP : IL 60137
MORTGAGE AMOUNT : 325,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 324,733.59 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,162.24 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.26829
----------------------------------------------------------------
0 0031863095 MORTGAGORS: MORT BRANAN FRANCES
REGION CODE ADDRESS : 1008 SOUTH COLUMBINE STREET
01 CITY : DENVER
STATE/ZIP : CO 80209
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,760.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,021.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0031863160 MORTGAGORS: COYLE DEBORAH
REGION CODE ADDRESS : 8524 EAST OREGON PLACE
01 CITY : DENVER
STATE/ZIP : CO 80231
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,760.09 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,021.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 66.66666
----------------------------------------------------------------
0 0031863186 MORTGAGORS: BUCKLEY MICHAEL
MAGGI CHRISTINA
REGION CODE ADDRESS : 600 WINDSOCK WAY
01 CITY : MOORESTOWN
STATE/ZIP : NJ 08057
MORTGAGE AMOUNT : 268,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 267,796.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,851.01 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031863194 MORTGAGORS: TAYLOR LAURIE
TAYLOR DAVID
REGION CODE ADDRESS : 2231 WELD COUNTY ROAD #42
01 CITY : BERTHOUD
STATE/ZIP : CO 80513
MORTGAGE AMOUNT : 523,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 522,602.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,612.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 72.13793
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,716,000.00
P & I AMT: 11,667.80
UPB AMT: 1,714,651.88
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 208
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031863202 MORTGAGORS: GAROFALO ROSS
GAROFALO PATRICIA
REGION CODE ADDRESS : 45 LEDGETREE ROAD
01 CITY : MEDFIELD
STATE/ZIP : MA 02052
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 299,771.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,072.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 69.12442
----------------------------------------------------------------
0 0031863210 MORTGAGORS: GOJKOVICH ROBERT
GOJKOVICH TINA
REGION CODE ADDRESS : 6734 E. MONTREAL PLACE
01 CITY : SCOTTSDALE
STATE/ZIP : AZ 85254
MORTGAGE AMOUNT : 245,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 244,808.88 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,671.33 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 76.56250
----------------------------------------------------------------
0 0031863228 MORTGAGORS: PAYNE LISA
GILLAM JAMES
REGION CODE ADDRESS : 754 CASTLE PINE DR
01 CITY : BALLWIN
STATE/ZIP : MO 63021
MORTGAGE AMOUNT : 287,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 286,539.60 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,933.58 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 92.61052
----------------------------------------------------------------
0 0031863236 MORTGAGORS: OLIVERIA STEVEN
OLIVERIA GAIL
REGION CODE ADDRESS : 104 CAVALIER DR
01 CITY : CHARLOTTESVILLE
STATE/ZIP : VA 22901
MORTGAGE AMOUNT : 292,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 291,777.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,016.78 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031863269 MORTGAGORS: HANCE DAVID
HANCE BARBARA
REGION CODE ADDRESS : 12053 ROYAL PORTRUSH DR
01 CITY : CHARLOTTE
STATE/ZIP : NC 28277
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,499.22 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 72.72727
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,444,000.00
P & I AMT: 9,876.69
UPB AMT: 1,442,397.22
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 209
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031863277 MORTGAGORS: BROWER DAVID
BROWER KRIS
REGION CODE ADDRESS : 216 STARKWEATHER DR
01 CITY : BEAVER DAM
STATE/ZIP : WI 53916
MORTGAGE AMOUNT : 297,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 296,762.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,000.95 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0031863327 MORTGAGORS: BRYANT JONATHAN
BRYANT KATHERINE
REGION CODE ADDRESS : 5633 N CR 2100 E
01 CITY : CHARLESTON
STATE/ZIP : IL 61920
MORTGAGE AMOUNT : 234,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 233,826.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,636.16 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0031863376 MORTGAGORS: POLSTER MICHAEL
REGION CODE ADDRESS : 368 S PARKVIEW AVE
01 CITY : COLUMBUS
STATE/ZIP : OH 43209
MORTGAGE AMOUNT : 368,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 367,705.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,479.29 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031864200 MORTGAGORS: DELSAPIO RONALD
DELSAPIO DEBORAH
REGION CODE ADDRESS : 21 LAKEVIEW AVE
01 CITY : DANVERS
STATE/ZIP : MA 01923
MORTGAGE AMOUNT : 300,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 300,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,258.86 OUTSIDE CONV DATE :
LIFETIME RATE : 6.62500 MATURITY DATE : 11/01/18
CURRENT INT RATE: 6.62500 PRODUCT CODE : 002
LTV : 68.96551
----------------------------------------------------------------
0 0031865298 MORTGAGORS: STABACH CAROLYN
REGION CODE ADDRESS : 27 COVENTRY WOODS DRIVE
01 CITY : ARDEN
STATE/ZIP : NC 28704
MORTGAGE AMOUNT : 305,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 304,762.07 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,080.64 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 70.93000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,504,000.00
P & I AMT: 10,455.90
UPB AMT: 1,503,056.61
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 210
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031865702 MORTGAGORS: PRESTERO MARK
PRESTERO LINDA
REGION CODE ADDRESS : 67 MILL ROAD
01 CITY : BOXFORD
STATE/ZIP : MA 01921
MORTGAGE AMOUNT : 230,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 229,657.53 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,608.20 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 77.96610
----------------------------------------------------------------
0 0031867401 MORTGAGORS: WISEMAN GILBERT
WISEMAN DIANNA
REGION CODE ADDRESS : 16433 SW HOOPS COURT
01 CITY : TIGARD
STATE/ZIP : OR 97223
MORTGAGE AMOUNT : 259,350.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,963.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,813.42 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 84.47800
----------------------------------------------------------------
0 0031867492 MORTGAGORS: DODIG JOHN
DODIG LORRIE
REGION CODE ADDRESS : 800 MANOR ROAD
01 CITY : CINNAMINSON
STATE/ZIP : NJ 08077
MORTGAGE AMOUNT : 376,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 373,750.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,470.06 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 04/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031868672 MORTGAGORS: TOUPS JON
TOUPS DAWN
REGION CODE ADDRESS : 5826 W MELINDA LANE
01 CITY : GLENDALE
STATE/ZIP : AZ 85308
MORTGAGE AMOUNT : 270,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 269,522.26 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,728.84 OUTSIDE CONV DATE :
LIFETIME RATE : 6.62500 MATURITY DATE : 09/01/28
CURRENT INT RATE: 6.62500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031868755 MORTGAGORS: JENKINS MARION
JENKINS LAURIE
REGION CODE ADDRESS : 5454 EAST NICHOLS PLACE
01 CITY : LITTLETON
STATE/ZIP : CO 80122
MORTGAGE AMOUNT : 415,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 414,291.40 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,835.12 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,550,950.00
P & I AMT: 10,455.64
UPB AMT: 1,546,185.42
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 211
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031868789 MORTGAGORS: PARR JERRY
PARR HAZEL
REGION CODE ADDRESS : 834 KINGS ROW AVENUE
01 CITY : CARBONDALE
STATE/ZIP : CO 81623
MORTGAGE AMOUNT : 276,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 275,317.34 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,836.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 64.18600
----------------------------------------------------------------
0 0031869159 MORTGAGORS: VACHE MICHAEL
VACHE JULEEN
REGION CODE ADDRESS : 17522 NORTHEAST 133RD STREET
01 CITY : REDMOND
STATE/ZIP : WA 98052
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 294,627.67 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,044.40 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 05/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031869365 MORTGAGORS: JENSEN CLYDE
JENSEN MARTEEN
REGION CODE ADDRESS : 10125 SE 147TH AVENUE
01 CITY : PORTLAND
STATE/ZIP : OR 97236
MORTGAGE AMOUNT : 251,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 250,813.72 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,755.03 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 71.71400
----------------------------------------------------------------
0 0031870744 MORTGAGORS: EWING KENT
EWING ANN
REGION CODE ADDRESS : 1509 DUKE OF WINDSOR RD
01 CITY : VIRGINIA BEACH
STATE/ZIP : VA 23454
MORTGAGE AMOUNT : 317,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 316,752.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,162.50 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 50.31746
----------------------------------------------------------------
0 0031870777 MORTGAGORS: MORRELL DENNIS
MORRELL VILA
REGION CODE ADDRESS : 58094 KINGLET RD
01 CITY : SUNRIVER
STATE/ZIP : OR 97707
MORTGAGE AMOUNT : 275,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 274,319.78 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,829.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 08/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 79.71014
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,415,000.00
P & I AMT: 9,627.75
UPB AMT: 1,411,831.22
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 212
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031870819 MORTGAGORS: MARTIN SYDNEY
NESS DEBRA
REGION CODE ADDRESS : 10721 LADY SLIPPER TERRACE
01 CITY : ROCKVILLE
STATE/ZIP : MD 20852
MORTGAGE AMOUNT : 353,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 352,513.79 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,442.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 07/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031872575 MORTGAGORS: MUENSTER PETER
MUENSTER SHANNON
REGION CODE ADDRESS : 6443 BOYER LANE
01 CITY : MANASSAS
STATE/ZIP : VA 20112
MORTGAGE AMOUNT : 267,150.00 OPTION TO CONVERT :
UNPAID BALANCE : 266,908.49 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,688.57 OUTSIDE CONV DATE :
LIFETIME RATE : 6.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.50000 PRODUCT CODE : 002
LTV : 89.98585
----------------------------------------------------------------
0 0031872591 MORTGAGORS: D'EMIDIO JAMES
D'EMIDIO SHARON
REGION CODE ADDRESS : 1001 GOLDEN ROD CT
01 CITY : MCKINNEY
STATE/ZIP : TX 75070
MORTGAGE AMOUNT : 259,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 258,765.86 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,637.06 OUTSIDE CONV DATE :
LIFETIME RATE : 6.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.50000 PRODUCT CODE : 002
LTV : 62.92200
----------------------------------------------------------------
0 0031873482 MORTGAGORS: DOWLING RICHARD
DOWLING CHERYL
REGION CODE ADDRESS : 612 WASHINGTON ST
01 CITY : DUXBURY
STATE/ZIP : MA 02332
MORTGAGE AMOUNT : 352,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 352,800.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,466.83 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031873490 MORTGAGORS: CULLINAN MICHAEL
REGION CODE ADDRESS : 324 VALLEY VIEW COURT
01 CITY : PEORIA
STATE/ZIP : IL 61615
MORTGAGE AMOUNT : 550,600.00 OPTION TO CONVERT :
UNPAID BALANCE : 550,181.04 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,802.86 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 59.52432
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,783,150.00
P & I AMT: 12,037.55
UPB AMT: 1,781,169.18
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 213
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031873508 MORTGAGORS: BULL RICHARD
REGION CODE ADDRESS : 65 WIMBLEDON ROAD
01 CITY : LAKE BLUFF
STATE/ZIP : IL 60044
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,750.36 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,182.97 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 47.97601
----------------------------------------------------------------
0 0031873516 MORTGAGORS: COUNTE MICHAEL
COUNTE SUZANNE
REGION CODE ADDRESS : 12020 HEATHERDANE DRIVE
01 CITY : ST. LOUIS
STATE/ZIP : MO 63131
MORTGAGE AMOUNT : 255,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 255,900.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,767.44 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 75.48600
----------------------------------------------------------------
0 0031873524 MORTGAGORS: WILLIAMSON CHRISTINA
ROSE KARLA
REGION CODE ADDRESS : 18 WEST AVE
01 CITY : MARION
STATE/ZIP : MA 02738
MORTGAGE AMOUNT : 428,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 427,674.33 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,956.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 73.79310
----------------------------------------------------------------
0 0031873532 MORTGAGORS: PLAMOOTTIL ISSAC
PLAMOOTTIL PREMA
REGION CODE ADDRESS : 122 CIRCLE RIDGE DRIVE
01 CITY : BURR RIDGE
STATE/ZIP : IL 60521
MORTGAGE AMOUNT : 525,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 524,580.17 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,537.02 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 75.00000
----------------------------------------------------------------
0 0031873557 MORTGAGORS: CLEMENT CATHERINE
CHROMEC F.
REGION CODE ADDRESS : 10080 PHILLIPS ROAD
01 CITY : LAFAYETTE
STATE/ZIP : CO 80026
MORTGAGE AMOUNT : 319,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 318,500.80 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,176.14 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 09/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 68.60200
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,847,900.00
P & I AMT: 12,619.66
UPB AMT: 1,846,405.66
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 214
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031873565 MORTGAGORS: MCCRACKEN CHRISTOPHER
MCCRACKER GAYLEE
REGION CODE ADDRESS : 2528 STRATFORD ROAD
01 CITY : CLEVELAND HEIGHTS
STATE/ZIP : OH 44118
MORTGAGE AMOUNT : 311,500.00 OPTION TO CONVERT :
UNPAID BALANCE : 305,104.82 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,151.46 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 70.79545
----------------------------------------------------------------
0 0031873581 MORTGAGORS: NESSI DOMINIC
NESSI LINDA
REGION CODE ADDRESS : 668 S 29TH RD
01 CITY : ARLINGTON
STATE/ZIP : VA 22202
MORTGAGE AMOUNT : 428,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 428,473.71 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,961.62 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 79.40700
----------------------------------------------------------------
0 0031873607 MORTGAGORS: GERAGHTY JAMES
GERAGHTY MARY
REGION CODE ADDRESS : 715 BRIDGETOWNE CT W
01 CITY : DUNLAP
STATE/ZIP : IL 61525
MORTGAGE AMOUNT : 330,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 329,748.90 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,279.23 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 76.74400
----------------------------------------------------------------
0 0031873615 MORTGAGORS: GRAFFY MARILYN
GRAFFY PHILIP
REGION CODE ADDRESS : 6450 DUNBERRY LN
01 CITY : NAPLES
STATE/ZIP : FL 34119
MORTGAGE AMOUNT : 535,590.00 OPTION TO CONVERT :
UNPAID BALANCE : 532,339.63 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,744.93 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 03/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 73.87448
----------------------------------------------------------------
0 0031873623 MORTGAGORS: DAVIS SHARON
REGION CODE ADDRESS : 29855 EMERALD MEADOWS
01 CITY : STEAMBOAT SPRINGS
STATE/ZIP : CO 80487
MORTGAGE AMOUNT : 497,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 492,020.96 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,475.10 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 23.66666
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,102,890.00
P & I AMT: 14,612.34
UPB AMT: 2,087,688.02
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 215
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031873649 MORTGAGORS: CHEN DAVID
CHEN MARY
REGION CODE ADDRESS : 1211 WILLIAM STREET
01 CITY : RIVER FOREST
STATE/ZIP : IL 60305
MORTGAGE AMOUNT : 475,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 474,638.56 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,280.71 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 57.63164
----------------------------------------------------------------
0 0031873664 MORTGAGORS: FUKARTAS LEE
REGION CODE ADDRESS : 1925 SPALDING DRIVE
01 CITY : ATLANTA
STATE/ZIP : GA 30350
MORTGAGE AMOUNT : 502,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 501,578.25 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,297.79 OUTSIDE CONV DATE :
LIFETIME RATE : 6.87500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.87500 PRODUCT CODE : 002
LTV : 51.06800
----------------------------------------------------------------
0 0031873680 MORTGAGORS: TRAVIS ROBERT
REGION CODE ADDRESS : 1146 ASHTON BLUFF
01 CITY : ATLANTA
STATE/ZIP : GA 30319
MORTGAGE AMOUNT : 330,750.00 OPTION TO CONVERT :
UNPAID BALANCE : 330,750.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,312.66 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 89.99094
----------------------------------------------------------------
0 0031873706 MORTGAGORS: COHN BARRY
BERK IRIS
REGION CODE ADDRESS : 172 EAGLE DRIVE
01 CITY : JUPITER
STATE/ZIP : FL 33477
MORTGAGE AMOUNT : 296,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 296,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,019.25 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031873714 MORTGAGORS: FERRIS DANIEL
FERRIS LAURIE
REGION CODE ADDRESS : 105 N GRANT ST
01 CITY : HINSDALE
STATE/ZIP : IL 60521
MORTGAGE AMOUNT : 494,400.00 OPTION TO CONVERT :
UNPAID BALANCE : 494,014.32 ANNUAL RATE ADJUST:
MONTHLY P&I : 3,372.68 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 2,098,150.00
P & I AMT: 14,283.09
UPB AMT: 2,096,981.13
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 216
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031873722 MORTGAGORS: MCVAY DONALD
MCVAY CINDY
REGION CODE ADDRESS : 2825 DEER LEAP LN
01 CITY : YORK
STATE/ZIP : PA 17403
MORTGAGE AMOUNT : 340,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 339,741.28 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,348.30 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 65.38400
----------------------------------------------------------------
0 0031873730 MORTGAGORS: BUCHANAN EDWIN
REGION CODE ADDRESS : 4602 CLUB CIR
01 CITY : ATLANTA
STATE/ZIP : GA 30319
MORTGAGE AMOUNT : 308,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 307,541.39 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,153.59 OUTSIDE CONV DATE :
LIFETIME RATE : 7.50000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.50000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031873755 MORTGAGORS: COLOIAN CHRISTOPHER
COLOIAN AMY
REGION CODE ADDRESS : 2089 KINSMON DRIVE
01 CITY : MARIETTA
STATE/ZIP : GA 30062
MORTGAGE AMOUNT : 279,900.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,659.01 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,815.43 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 79.99400
----------------------------------------------------------------
0 0031873763 MORTGAGORS: LYON RICHARD
LYON MARIBETH
REGION CODE ADDRESS : 6 EDGEHILL DRIVE
01 CITY : ALLISON PARK
STATE/ZIP : PA 15101
MORTGAGE AMOUNT : 280,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,781.58 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,910.09 OUTSIDE CONV DATE :
LIFETIME RATE : 7.25000 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.25000 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031873771 MORTGAGORS: GOPAL ALLURI
LAKSHMI ALLURI
REGION CODE ADDRESS : 5807 SWALLOW AVENUE
01 CITY : KALAMAZOO
STATE/ZIP : MI 49009
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 319,744.10 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,155.90 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,527,900.00
P & I AMT: 10,383.31
UPB AMT: 1,526,467.36
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 217
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0031873789 MORTGAGORS: SMILEY RONALD
TYLER-SMILEY CHERYL
REGION CODE ADDRESS : 10426 SNOW POINT DRIVE
01 CITY : BETHESDA
STATE/ZIP : MD 20814
MORTGAGE AMOUNT : 407,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 406,690.31 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,811.05 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 77.96934
----------------------------------------------------------------
0 0031873797 MORTGAGORS: DAILEY DONALD
DAILEY MARY JO
REGION CODE ADDRESS : 819 HARDWOOD COURT
01 CITY : MAYFIELD VILLAGE
STATE/ZIP : OH 44040
MORTGAGE AMOUNT : 416,800.00 OPTION TO CONVERT :
UNPAID BALANCE : 416,482.84 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,878.74 OUTSIDE CONV DATE :
LIFETIME RATE : 7.37500 MATURITY DATE : 10/01/28
CURRENT INT RATE: 7.37500 PRODUCT CODE : 002
LTV : 80.00000
----------------------------------------------------------------
0 0031873805 MORTGAGORS: BUCKLEY STEVE
BUCKLEY JANE
REGION CODE ADDRESS : 5890 SOUTH FOREST STREET
01 CITY : LITTLETON
STATE/ZIP : CO 80121
MORTGAGE AMOUNT : 425,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 425,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,827.54 OUTSIDE CONV DATE :
LIFETIME RATE : 7.00000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.00000 PRODUCT CODE : 002
LTV : 59.44000
----------------------------------------------------------------
0 0070345590 MORTGAGORS: BOLTON WADE
BOLTON LOIS
REGION CODE ADDRESS : 841 SW 87 TERRACE
01 CITY : Plantation
STATE/ZIP : FL 33324
MORTGAGE AMOUNT : 252,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 252,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,697.77 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
0 0070451869 MORTGAGORS: H.PARK SEOUNG
PARK YOUNG
REGION CODE ADDRESS : 7720 51ST ST COURT W
01 CITY : University Place
STATE/ZIP : WA 98467
MORTGAGE AMOUNT : 265,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 265,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,785.35 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 73.61000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 5
LOAN AMT: 1,765,800.00
P & I AMT: 12,000.45
UPB AMT: 1,765,173.15
<PAGE>
1
GE CAPITAL MORTGAGE SERVICES, INC. EXHIBIT C
ISSUE DATE: 11/01/98
P.O. BOX 5260 TMS AG0004982430 01 02
PAGE: 218
CHERRY HILL, N.J. 08034
(800) 257-7818
0 ----------------------------------------------------------------
0 0070459300 MORTGAGORS: STRONG THOMAS
STRONG ALICE
REGION CODE ADDRESS : 20533 NE 31ST STREET
01 CITY : Redmond
STATE/ZIP : WA 98053
MORTGAGE AMOUNT : 320,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 320,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 2,075.51 OUTSIDE CONV DATE :
LIFETIME RATE : 6.75000 MATURITY DATE : 11/01/28
CURRENT INT RATE: 6.75000 PRODUCT CODE : 002
LTV : 79.60000
----------------------------------------------------------------
0 0070469929 MORTGAGORS: LONG DAVID
LONG SUSAN
REGION CODE ADDRESS : 663 SECOND STREET
01 CITY : Manzanita
STATE/ZIP : OR 97130
MORTGAGE AMOUNT : 279,000.00 OPTION TO CONVERT :
UNPAID BALANCE : 279,000.00 ANNUAL RATE ADJUST:
MONTHLY P&I : 1,879.67 OUTSIDE CONV DATE :
LIFETIME RATE : 7.12500 MATURITY DATE : 11/01/28
CURRENT INT RATE: 7.12500 PRODUCT CODE : 002
LTV : 90.00000
----------------------------------------------------------------
- - **** PAGE TOTALS ***** NUM OF LOANS: 2
LOAN AMT: 599,000.00
P & I AMT: 3,955.18
UPB AMT: 599,000.00
0 TOTAL NUM OF LOANS: 1087
LOAN AMT: 353,261,181.59
P & I AMT: 2,426,327.89
UPB AMT: 352,461,524.00
<PAGE>
EXHIBIT D
FORM OF SERVICER'S CERTIFICATE
----------------, ------
(month) (year)
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC Multi-Class Pass-Through Certificates,
Series 1998-24
Pursuant to the Pooling and Servicing Agreement dated as of
November 1, 1998 (the "Agreement") between GE Capital Mortgage
Services, Inc. (the "Company"), and State Street Bank and Trust
Company (the "Trustee"), governing the Certificates referred to
above, the Company hereby certifies to the Trustee:
With respect to the Agreement and as of the Determination
Date for this month:
A. Mortgage Loan Information:
(1) Aggregate Scheduled Monthly Payments:
(a) Principal $________
(b) Interest $________
(c) Total $________
(2) Aggregate Monthly Payments received and Monthly
Advances made this Month:
(a) Principal $________
(b) Interest $________
(c) Total $________
(3) Aggregate Principal Prepayments in part received and
applied in the applicable Prepayment Period:
(a) Principal $________
(b) Interest $________
(c) Total $________
(4) Aggregate Principal Prepayments in full received in the
applicable Prepayment Period:
(a) Principal $________
(b) Interest $________
(c) Total $________
D-1
<PAGE>
(5) Aggregate Insurance Proceeds (including purchases of
Mortgage Loans by primary mortgage insurers) for prior
month:
(a) Principal $________
(b) Interest $________
(c) Total $________
(6) Aggregate Liquidation Proceeds for prior month:
(a) Principal $________
(b) Interest $________
(c) Total $________
(7) Aggregate Purchase Prices for Defaulted and Modified
Mortgage Loans:
(a) Principal $________
(b) Interest $________
(c) Total $________
(8) Aggregate Purchase Prices (and substitution
adjustments) for Defective Mortgage Loans:
(a) Principal $________
(b) Interest $________
(c) Total $________
(9) Pool Scheduled Principal Balance: $________
(10) Available Funds: $________
(11) Realized Losses for prior month: $________
(12) Aggregate Realized Losses and Debt Service Reductions:
(a) Deficient Valuations $________
(b) Special Hazard Losses $________
(c) Fraud Losses $________
(d) Excess Bankruptcy Losses $________
(e) Excess Special Hazard Losses $________
(f) Excess Fraud Losses $________
(g) Debt Service Reductions $________
(13) Compensating Interest Payment: $________
D-2
<PAGE>
(14) Accrued Certificate Interest, Unpaid Class Interest
Shortfalls and Pay-out Rate:
Class A1 $__________ $__________ ____%
Class A2 $__________ $__________ ____%
Class A3 $__________ $__________ ____%
Class A4 $__________ $__________ ____%
Class A5 $__________ $__________ ____%
Class A6 $__________ $__________ ____%
Class A7 $__________ $__________ ____%
Class A8 $__________ $__________ ____%
Class A9 $__________ $__________ ____%
Class A10 $__________ $__________ ____%
Class M $__________ $__________ ____%
Class B1 $__________ $__________ ____%
Class B2 $__________ $__________ ____%
Class B3 $__________ $__________ ____%
Class B4 $__________ $__________ ____%
Class B5 $__________ $__________ ____%
Class R $__________ $__________ ____%
(15) Accrual Amount:
N/A
(16) Principal distributable:
Class A1 $__________
Class A2 $__________
Class A3 $__________
Class A4 $__________
Class A5 $__________
Class A6 $__________
Class A7 $__________
Class A8 $__________
Class A9 $__________
Class A10 $__________
Class PO $__________
Class M $__________
Class B1 $__________
Class B2 $__________
Class B3 $__________
Class B4 $__________
Class B5 $__________
D-3
<PAGE>
Class R $__________
(17) Additional distributions to the Class R Certificates
pursuant to Section 4.01(b):
Class R $__________
(18) Distributions Allocable to Unanticipated Recoveries:
Class A1 $_________
Class A2 $_________
Class A3 $_________
Class A4 $_________
Class A5 $_________
Class A6 $_________
Class A7 $_________
Class A8 $_________
Class A9 $_________
Class A10 $_________
Class PO $_________
Class M $_________
Class B1 $_________
Class B2 $_________
Class B3 $_________
Class B4 $_________
Class B5 $_________
Class R $_________
B. Other Amounts:
1. Senior Percentage for such Distribution
Date: _____________%
2. Senior Prepayment Percentage for such Distribution
Date: _____________%
3. Junior Percentage for such Distribution
Date: _____________%
4. Junior Prepayment Percentage for such Distribution
Date: _____________%
D-4
<PAGE>
5. Group II Senior Percentage for such Distribution Date:
_____________%
6. Group II Senior Prepayment Distribution Percentage for
such Distribution Date: _____________%
7. Subordinate Certificate Writedown Amount for such
Distribution Date: $_____________
8. Prepayment Distribution
Triggers satisfied: Yes No
--- --
Class B1 _____ _____
Class B2 _____ _____
Class B3 _____ _____
Class B4 _____ _____
Class B5 _____ _____
9. Base Servicing Fee: $___________
10. Supplemental Servicing Fee: $___________
Capitalized terms used in this Certificate shall have the
same meanings as in the Agreement.
D-5
<PAGE>
EXHIBIT E
FORM OF TRANSFER CERTIFICATE AS TO ERISA MATTERS FOR
DEFINITIVE ERISA-RESTRICTED CERTIFICATES
State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
Boston, Massachusetts 02110
[NAME OF OFFICER] ______________________ hereby certifies that:
1. That he [she] is [title of officer]
___________________________________ of [name of Investor]
_______________________________________ (the "Investor"), a
__________ ______________________ [description of type of entity]
duly organized and existing under the laws of the [State of
____________] [United States], on behalf of which he [she] makes
this affidavit.
2. The Investor (i) is not, and on ________________ [insert
date of transfer of Certificate to Investor] will not be, and on
such date will not be investing the funds of, an employee benefit
plan subject to the Employee Retirement Income Security Act of
1974, as amended ("ERISA") or a plan subject to Section 4975 of
the Code or (ii) is an insurance company investing assets of its
general account and the exemptions provided by Section III(a) of
Department of Labor Prohibited Transaction Class Exemption 95-60,
60 Fed. Reg. 35925 (July 12, 1995) (the "Exemptions") apply to
the Investor's acquisition and holding or any ERISA-Restricted
Certificate.
3. The Investor hereby acknowledges that under the terms of
the Pooling and Servicing Agreement (the "Agreement") between
State Street Bank and Trust Company, as Trustee and GE Capital
Mortgage Services, Inc., dated as of November 1, 1998, no
transfer of any ERISA-Restricted Certificate shall be permitted
to be made to any person unless the Trustee has received (i) a
certificate from such transferee to the effect that (x) such
transferee is not an employee benefit plan subject to ERISA or a
plan subject to Section 4975 of the Code (a "Plan") and is not
using the assets of any such employee benefit or other plan to
acquire any such Certificate or (y) such transferee is an
insurance company investing assets of its general account and the
Exemptions apply to such transferee's acquisition and holding of
any such Certificate or (ii) an opinion of counsel satisfactory
to the Trustee to the effect that the purchase and holding of any
such Certificate will not constitute or result in the assets of
the Trust Fund created by the Agreement being deemed to be "plan
assets" and subject to the prohibited transaction provisions of
ERISA or Section 4975 of the Code and will not subject the
Trustee or the Company to any obligation in addition to those
undertaken in the Agreement (provided, however, that the Trustee
E-1
<PAGE>
will not require such certificate or opinion in the event that,
as a result of change of law or otherwise, counsel satisfactory
to the Trustee has rendered an opinion to the effect that the
purchase and holding of any such Certificate by a Plan or a
Person that is purchasing or holding any such Certificate with
the assets of a Plan will not constitute or result in a
prohibited transaction under ERISA or Section 4975 of the Code).
[4. The ERISA-Restricted Certificates shall be registered in
the name of ______________________________________________ as
nominee for the Investor.] IN WITNESS WHEREOF, the Investor has
caused this instrument to be executed on its behalf, pursuant to
authority of its Board of Directors, by its [title of officer]
__________________ and its corporate seal to be hereunder
attached, attested by its [Assistant] Secretary, this ____ day of
_________, 199_.
---------------------------------------
[name of Investor]
By:____________________________________
Name:
Title:
The undersigned hereby acknowledges that it is holding and
will hold the ERISA-Restricted Certificates at the exclusive
direction of and as nominee of the Investor named above.
- -------------------------------
[name of nominee]
By:____________________________
Name:
Title:
E-2
<PAGE>
EXHIBIT F
FORM OF RESIDUAL CERTIFICATE TRANSFEREE AFFIDAVIT
STATE OF )
) ss.:
COUNTY OF )
[NAME OF OFFICER], _________________ being first duly sworn,
deposes and says:
1. That he [she] is [title of officer]
________________________ of [name of Purchaser]
_________________________________________ (the "Purchaser"), a
_________________ ____________________ [description of type of
entity] duly organized and existing under the laws of the [State
of __________] [United States], on behalf of which he [she] makes
this affidavit.
2. That the Purchaser's Taxpayer Identification Number
is [ ].
3. That the Purchaser is not a "disqualified organization"
within the meaning of Section 860E(e)(5) of the Internal Revenue
Code of 1986, as amended (the "Code") and will not be a
"disqualified organization" as of [date of transfer], and that
the Purchaser is not acquiring a Residual Certificate (as defined
below) for the account of, or as agent (including a broker,
nominee, or other middleman) for, any person or entity from which
it has not received an affidavit substantially in the form of
this affidavit. For these purposes, a "disqualified organization"
means the United States, any state or political subdivision
thereof, any foreign government, any international organization,
any agency or instrumentality of any of the foregoing (other than
an instrumentality if all of its activities are subject to tax
and a majority of its board of directors is not selected by such
governmental entity), any cooperative organization furnishing
electric energy or providing telephone service to persons in
rural areas as described in Code Section 1381(a)(2)(C), or any
organization (other than a farmers' cooperative described in Code
Section 521) that is exempt from federal income tax unless such
organization is subject to the tax on unrelated business income
imposed by Code Section 511. As used herein, "Residual
Certificate" means any Certificate designated as a "Class R
Certificate" of GE Capital Mortgage Services, Inc.'s REMIC
Multi-Class Pass-Through Certificates, Series 1998-24.
4. That the Purchaser is not, and on __________ [insert date
of transfer of Residual Certificate to Purchaser] will not be,
and is not and on such date will not be investing the assets of,
an employee benefit plan subject to the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"), or a plan
subject to Code Section 4975 or a person or entity that is using
the assets of any employee benefit plan or other plan to acquire
a Residual Certificate.
F-1
<PAGE>
5. That the Purchaser hereby acknowledges that under the
terms of the Pooling and Servicing Agreement (the "Agreement")
between State Street Bank and Trust Company, as Trustee, and GE
Capital Mortgage Services, Inc., dated as of November 1, 1998, no
transfer of the Residual Certificates shall be permitted to be
made to any person unless the Trustee has received a certificate
from such transferee to the effect that such transferee is not an
employee benefit plan subject to ERISA or a plan subject to
Section 4975 of the Code and is not using the assets of any
employee benefit plan or other plan to acquire Residual
Certificates.
6. That the Purchaser does not hold REMIC residual
securities as nominee to facilitate the clearance and settlement
of such securities through electronic book-entry changes in
accounts of participating organizations (such entity, a
"Book-Entry Nominee").
7. That the Purchaser does not have the intention to impede
the assessment or collection of any federal, state or local taxes
legally required to be paid with respect to such Residual
Certificate.
8. That the Purchaser will not transfer a Residual
Certificate to any person or entity (i) as to which the Purchaser
has actual knowledge that the requirements set forth in paragraph
3, paragraph 6 or paragraph 10 hereof are not satisfied or that
the Purchaser has reason to believe does not satisfy the
requirements set forth in paragraph 7 hereof, and (ii) without
obtaining from the prospective Purchaser an affidavit
substantially in this form and providing to the Trustee a written
statement substantially in the form of Exhibit G to the
Agreement.
9. That the Purchaser understands that, as the holder of a
Residual Certificate, the Purchaser may incur tax liabilities in
excess of any cash flows generated by the interest and that it
intends to pay taxes associated with holding such Residual
Certificate as they become due.
10. That the Purchaser (i) is not a Non-U.S. Person or (ii)
is a Non-U.S. Person that holds a Residual Certificate in
connection with the conduct of a trade or business within the
United States and has furnished the transferor and the Trustee
with an effective Internal Revenue Service Form 4224 or successor
form at the time and in the manner required by the Code or (iii)
is a Non-U.S. Person that has delivered to both the transferor
and the Trustee an opinion of a nationally recognized tax counsel
to the effect that the transfer of such Residual Certificate to
it is in accordance with the requirements of the Code and the
regulations promulgated thereunder and that such transfer of a
Residual Certificate will not be disregarded for federal income
tax purposes. "Non-U.S. Person" means an individual, corporation,
partnership or other person other than 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 that is
subject to U.S. federal income tax regardless of the source of
its income.
11. That the Purchaser agrees to such amendments of the
Pooling and Servicing Agreement as may be required to further
effectuate the restrictions on transfer of any Residual
F-2
<PAGE>
Certificate to such a "disqualified organization," an agent
thereof, a Book-Entry Nominee, or a person that does not satisfy
the requirements of paragraph 7 and paragraph 10 hereof.
12. That the Purchaser consents to the designation of the
Company as its agent to act as "tax matters person" of the Trust
Fund pursuant to the Pooling and Servicing Agreement.
F-3
<PAGE>
IN WITNESS WHEREOF, the Purchaser has caused this
instrument to be executed on its behalf, pursuant to authority of
its Board of Directors, by its [title of officer] this _____ day
of __________, 19__.
---------------------------------
[name of Purchaser]
By:______________________________
Name:
Title:
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 Purchaser, and acknowledged to
me that he [she] executed the same as his [her] free act and deed
and the free act and deed of the Purchaser.
Subscribed and sworn before me this _____ day of __________,
19__.
NOTARY PUBLIC
- ------------------------------
COUNTY OF_____________________
STATE OF______________________
My commission expires the _____ day of __________, 19__.
F-4
<PAGE>
EXHIBIT G
[LETTER FROM TRANSFEROR OF RESIDUAL CERTIFICATE]
-------------------
Date
State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
8th Floor
Boston, Massachusetts 02110
Re: GE Capital Mortgage Services, Inc.
REMIC Multi-Class Pass-Through
Certificates, Series 1998-24
Ladies and Gentlemen:
_______________________ (the "Transferor") has reviewed the
attached affidavit of _____________________________ (the
"Transferee"), and has no actual knowledge that such affidavit is
not true and has no reason to believe that the information
contained in paragraph 7 thereof is not true, and has no reason
to believe that the Transferee has the intention to impede the
assessment or collection of any federal, state or local taxes
legally required to be paid with respect to a Residual
Certificate. In addition, the Transferor has conducted a
reasonable investigation at the time of the transfer and found
that the Transferee had historically paid its debts as they came
due and found no significant evidence to indicate that the
Transferee will not continue to pay its debts as they become due.
Very truly yours,
-------------------------------
Name:
Title:
G-1
<PAGE>
EXHIBIT H
ADDITIONAL SERVICER COMPENSATION
QUALIFIED ADMINISTRATIVE EXPENSES
(Conventional, Non-Conforming Loans)
Assumption Fees $550 - $800
Late Charges Per Loan Documents
Appraisal/Inspection Fees Reasonable and Customary Charges
Partial Release Fees $300
Easements $150
Insufficient Funds Charges $15
Document Requests (copies of loan file
documents, additional pay-off quotations,
amortization schedules, payment histories) $0
Modification Fees Reasonable and Customary Charges
H-1
<PAGE>
EXHIBIT I
FORM OF INVESTMENT LETTER FOR
DEFINITIVE RESTRICTED CERTIFICATES
---------------------
Date
State Street Bank and Trust Company
Corporate Trust Department
225 Franklin Street
8th Floor
Boston, Massachusetts 02110
Re: GE Capital Mortgage Services, Inc.
REMIC Multi-Class Pass Through
Certificates, Series 1998-24
Ladies and Gentlemen:
1. The undersigned, a [title of officer] _______________ of
[name of Investor] _________________________________________ (the
"Investor"), a ______________ ___________________ [description of
type of entity] duly organized and existing under the laws of the
[State of __________________] [United States], hereby certifies
as follows:
2. The Investor hereby acknowledges that under the terms of
the Pooling and Servicing Agreement between State Street Bank and
Trust Company, as Trustee, and GE Capital Mortgage Services, Inc.
(the "Company"), dated as of November 1, 1998 (the "Agreement"),
no transfer of a Restricted Certificate may be made unless such
transfer is exempt from the registration requirements of the
Securities Act of 1933, as amended (the "Securities Act"), and
any applicable state securities laws, or is made in accordance
with the Securities Act and such laws.
3. The Investor understands that (a) the Restricted
Certificates have not been and will not be registered or
qualified under the Securities Act, or the securities laws of any
state, (b) neither the Company nor the Trustee is required, and
neither intends, to so register or qualify the Restricted
Certificates, (c) the Restricted Certificates cannot be resold
unless (i) they are registered and qualified under the Securities
Act and the applicable state securities laws or (ii) such sale is
exempt from the requirements of the Securities Act, (d) the
Agreement contains restrictions regarding the transfer of the
Restricted Certificates and (e) the Restricted Certificates will
bear a legend to the foregoing effect.
I-1
<PAGE>
4. The Investor is acquiring the Restricted Certificates for
its own account for investment only and not with a view to or for
sale or other transfer in connection with any distribution of the
Restricted Certificates in any manner that would violate the
Securities Act or any applicable state securities laws.
5. The Investor (a) is 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 Restricted Certificates,
such that it is capable of evaluating the merits and risks of
investment in the Restricted Certificates, (b) is able to bear
the economic risks of such an investment and (c) is an
"accredited investor" within the meaning of Rule 501(a)(1), (2),
(3) or (7) promulgated pursuant to the Securities Act.
6. The Investor will not authorize nor has it authorized any
person to (a) offer, pledge, sell, dispose of or otherwise
transfer any Restricted Certificate, any interest in any
Restricted Certificate or any other similar security to any
person in any manner, (b) solicit any offer to buy or to accept a
pledge, disposition or other transfer of any Restricted
Certificate, any interest in any Restricted Certificate or any
other similar security from any person in any manner, (c)
otherwise approach or negotiate with respect to any Restricted
Certificate, any interest in any Restricted 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 would
constitute a distribution of any Restricted Certificate under the
Securities Act, that would render the disposition of any
Restricted Certificate a violation of Section 5 of the Securities
Act or any state securities law, or that could require
registration or qualification pursuant thereto. Neither the
Investor nor anyone acting on its behalf has offered the
Restricted Certificates for sale or made any general solicitation
by means of general advertising or in any other manner with
respect to the Restricted Certificates. The Investor will not
sell or otherwise transfer any of the Restricted Certificates,
except in compliance with the provisions of the Agreement.
7. If an Investor in a Restricted Certificate sells or
otherwise transfers any such Certificate to a transferee other
than a "qualified institutional buyer" under Rule 144A of the
Securities Act, such Investor will obtain (a) from any subsequent
purchaser the same certifications, representations, warranties
and covenants contained in the foregoing paragraphs and in this
paragraph or (b) an opinion of counsel in form and substance
satisfactory to the Trustee pursuant to the Agreement.
8. The Investor hereby indemnifies the Trustee and the
Company against any liability that may result if the Investor's
transfer of a Restricted Certificate (or any portion thereof) is
not exempt from the registration requirements of the Securities
Act and any applicable state securities laws or is not made in
accordance with such federal and state laws. Such indemnification
of the Trustee and the Company shall survive the termination of
the Agreement.
[9. The Restricted Certificates shall be registered in the
name of _____________________________ as nominee for the
Investor.]
I-2
<PAGE>
IN WITNESS WHEREOF, the Investor has caused this instrument
to be executed on its behalf, pursuant to authority of its Board
of Directors, by its [title of officer] _____________ this _____
day of __________, 19__.
---------------------------------
[name of Investor]
By:______________________________
Name:
Title:
The undersigned hereby acknowledges that it is holding and
will hold the Restricted Certificates at the exclusive direction
of and as nominee of the Investor named above.
- ------------------------------
[name of nominee]
By:__________________________
Name:
Title:
I-3
<PAGE>
EXHIBIT J
FORM OF DISTRIBUTION DATE STATEMENT
-----------------, ------
(month) (year)
GE CAPITAL MORTGAGE SERVICES, INC.
REMIC Multi-Class Pass-Through Certificates,
Series 1998-24
Pursuant to the Pooling and Servicing Agreement dated as of
November 1, 1998 (the "Agreement") between GE Capital Mortgage
Services, Inc. (the "Company"), and State Street Bank and Trust
Company (the "Trustee"), governing the Certificates referred to
above, the Company hereby certifies to the Trustee:
With respect to the Agreement and as of the Determination
Date for this month:
The amounts below are for a Single Certificate of $1,000:
(1) Amount of distribution allocable to principal:
Class A1 $__________
Class A2 $__________
Class A3 $__________
Class A4 $__________
Class A5 $__________
Class A6 $__________
Class A7 $__________
Class A8 $__________
Class A9 $__________
Class A10 $__________
Class PO $__________
Class M $__________
Class B1 $__________
Class B2 $__________
Class B3 $__________
Class B4 $__________
Class B5 $__________
Class R $__________
J-1
<PAGE>
(2) Aggregate principal prepayments included in
distribution:
Class A1 $__________
Class A2 $__________
Class A3 $__________
Class A4 $__________
Class A5 $__________
Class A6 $__________
Class A7 $__________
Class A8 $__________
Class A9 $__________
Class A10 $__________
Class PO $__________
Class M $__________
Class B1 $__________
Class B2 $__________
Class B3 $__________
Class B4 $__________
Class B5 $__________
Class R $__________
(3) Amount of distribution allocable to interest; Pay-out
Rate:
Class A1 $__________ ____%
Class A2 $__________ ____%
Class A3 $__________ ____%
Class A4 $__________ ____%
Class A5 $__________ ____%
Class A6 $__________ ____%
Class A7 $__________ ____%
Class A8 $__________ ____%
Class A9 $__________ ____%
Class A10 $__________ ____%
Class M $__________ ____%
Class B1 $__________ ____%
Class B2 $__________ ____%
Class B3 $__________ ____%
Class B4 $__________ ____%
Class B5 $__________ ____%
Class R $__________ ____%
(4) Accrual Amount
N/A
J-2
<PAGE>
(5) Amount of distribution allocable to Unanticipated
Recoveries:
Class A1 $__________ ____%
Class A2 $__________ ____%
Class A3 $__________ ____%
Class A4 $__________ ____%
Class A5 $__________ ____%
Class A6 $__________ ____%
Class A7 $__________ ____%
Class A8 $__________ ____%
Class A9 $__________ ____%
Class A10 $__________ ____%
Class PO $__________ ____%
Class M $__________ ____%
Class B1 $__________ ____%
Class B2 $__________ ____%
Class B3 $__________ ____%
Class B4 $__________ ____%
Class B5 $__________ ____%
Class R $__________ ____%
(6) Servicing Compensation: $__________
The amounts below are for the aggregate of all Certificates:
(7) Pool Scheduled Principal Balance;
number of Mortgage Loans: $__________ __________
(8) Class Certificate Principal Balance
(or Notional Principal Balance) of
each Class; Certificate Principal
Balance (or Notional Principal
Balance) of Single Certificate of
each Class:
J-3
<PAGE>
Single
Certificate
Class Balance Balance
----- ------- -------
Class A1 $__________ $__________
Class A2 $__________ $__________
Class A3 $__________ $__________
Class A4 $__________ $__________
Class A5 $__________ $__________
Class A6 $__________ $__________
Class A7 $__________ $__________
Class A8 $__________ $__________
Class A9 $__________ $__________
Class A10 $__________ $__________
Class PO $__________ $__________
Class M $__________ $__________
Class B1 $__________ $__________
Class B2 $__________ $__________
Class B3 $__________ $__________
Class B4 $__________ $__________
Class B5 $__________ $__________
Class R $__________ $__________
(9) Book value of real estate
acquired on behalf of
Certificate-holders; number
of related Mortgage Loans: $__________ __________
(10) Aggregate Scheduled Principal
Balance and number of
delinquent Mortgage Loans:
30-59 days delinquent $__________ __________
60-89 days delinquent $__________ __________
90 or more days delinquent $__________ __________
In foreclosure $__________ __________
(11) Aggregate Scheduled Principal
Balance and number of
replaced Mortgage Loans: $__________ __________
(12) Aggregate Scheduled Principal
Balance and number of
modified Mortgage Loans: $__________ __________
J-4
<PAGE>
(13) Senior Percentage for such
Distribution Date: __________%
(14) Senior Prepayment Percentage for
such Distribution Date: __________%
(15) Group II Senior Percentage for
such Distribution Date: __________%
(16) Group II Senior Prepayment
Distribution Percentage for
such Distribution Date: __________%
(17) Junior Percentage for such
Distribution Date: __________%
(18) Junior Prepayment Percentage for
such Distribution Date: __________%
Capitalized terms used in this Statement shall have the same
meanings as in the Agreement.
J-5
<PAGE>
EXHIBIT K
FORM OF SPECIAL SERVICING
AND COLLATERAL FUND AGREEMENT
This SPECIAL SERVICING AND COLLATERAL FUND AGREEMENT (the
"Agreement") is made and entered into as of ____________________,
199_, between GE Capital Mortgage Services, Inc. (the "Company")
and _____________________________ (the "Purchaser").
PRELIMINARY STATEMENT
___________________________ or an affiliate thereof is the
holder of the entire interest in REMIC Multi-Class Pass-Through
Certificates, Series 199_-__, Class B_ (the "Class B_
Certificates"). The Class B_ Certificates were issued pursuant to
a Pooling and Servicing Agreement (the "Pooling and Servicing
Agreement") dated as of ________ 1, 199_ between the Company (in
its capacity as servicer thereunder, the "Servicer") and State
Street Bank and Trust Company as Trustee.
____________________________ or an affiliate thereof intends
to resell all of the Class B_ Certificates directly to the
Purchaser on or promptly after the date hereof.
In connection with such sale, the parties hereto have agreed
that the Company, as Servicer, will engage in certain special
servicing procedures relating to foreclosures for the benefit of
the Purchaser, and that the Purchaser will deposit funds in a
collateral fund to cover any losses attributable to such
procedures as well as all advances and costs in connection
therewith, as set forth herein.
[The parties hereto have further agreed that the Purchaser
will have no rights, and the Company will have no obligations
under this Agreement until the Class Certificate Principal
Balance of the REMIC Multi-Class Pass-Through Certificates,
Series 199_-__, Class B5 (the "Class B5 Certificates") has been
reduced to zero, and any Special Servicing and Collateral Fund
Agreement in respect of such Class between the Company and the
Purchaser has been terminated.]
In consideration of the mutual agreements herein contained,
the receipt and sufficiency of which are hereby acknowledged, the
Company and the Purchaser agree that the following provisions
shall become effective and shall be binding on and enforceable by
the Company and the Purchaser upon the acquisition by the
Purchaser of the Class B_ Certificates.
K-1
<PAGE>
ARTICLE I
DEFINITIONS
Section 1.01. Defined Terms. Whenever used in this
Agreement, the following words and phrases, unless the context
otherwise requires, shall have the following meanings:
Business Day: Any day other than (i) a Saturday or a Sunday
of (ii) a day on which banking institutions in New York City or
Boston, Massachusetts are required or authorized by law or
executive order to be closed.
Collateral Fund: The fund established and maintained
pursuant to Section 3.01 hereof.
Collateral Fund Permitted Investments: Either (i)
obligations of, or obligations fully guaranteed as to principal
and interest by, the United States, or any agency or
instrumentality thereof, provided such obligations are backed by
the full faith and credit of the United States, (ii) repurchase
agreements on obligations specified in clause (i) provided that
the unsecured obligations of the party agreeing to repurchase
such obligations are at the time rated by each Rating Agency in
the highest long-term rating category, (iii) federal funds,
certificates of deposit, time deposits and banker's acceptances
of any U.S. depository institution or trust company incorporated
under the laws of the United States or any state provided that
the debt obligations of such depository institution or trust
company at the date of acquisition thereof have been rated by
each Rating Agency in the highest long-term rating category, (iv)
commercial paper of any corporation incorporated under the laws
of the United States or any state thereof which on the date of
acquisition has the highest short term rating of each Rating
Agency, and (v) other obligations or securities that are
acceptable to each Rating Agency as a Collateral Fund Permitted
Investment hereunder and will not, as evidenced in writing,
result in a reduction or withdrawal in the then current rating of
the Certificates and, for each of the preceding clauses, the
maturity thereof shall be not later than the earlier to occur of
(A) 30 days from the date of the related investment and (B) the
Business Day preceding the next succeeding Distribution Date.
Commencement of Foreclosure: The first official action
required under local law in order to commence foreclosure
proceedings or to schedule a trustee's sale under a deed of
trust, including (i) in the case of a mortgage, any filing or
service of process necessary to commence an action to foreclose,
or (ii) in the case of a deed of trust, the posting, publishing,
filing or delivery of a notice of sale, but not including in
either case (x) any notice of default, notice of intent to
foreclose or sell or any other action prerequisite to the actions
specified in (i) or (ii) above and, upon the consent of the
Purchaser which will be deemed given unless expressly withheld
within two Business Days of notification, (y) the acceptance of a
deed-in-lieu of foreclosure (whether in connection with a sale of
the related property or otherwise) or (z) initiation and
completion of a short pay-off.
Current Appraisal: With respect to any Mortgage Loan as to
which the Purchaser has made an Election to Delay Foreclosure, an
appraisal of the related Mortgaged Property
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<PAGE>
obtained by the Purchaser as nearly contemporaneously as
practicable to the time of the Purchaser's election, prepared
based on the Company's customary requirements for such
appraisals.
Election to Delay Foreclosure: Any election by the Purchaser
to delay the Commencement of Foreclosure, made in accordance with
Section 2.02(b).
Election to Foreclose: Any election by the Purchaser to
proceed with the Commencement of Foreclosure, made in accordance
with Section 2.03(a).
Required Collateral Fund Balance: As of any date of
determination, an amount equal to the aggregate of all amounts
previously required to be deposited in the Collateral Fund
pursuant to Section 2.02(d) (after adjustments for all
withdrawals and deposits prior to such date pursuant to Section
2.02(e)) and Section 2.03(b) (after adjustment for all
withdrawals and deposits prior to such date pursuant to Section
2.03(c)) and Section 3.02, reduced by all withdrawals therefrom
prior to such date pursuant to Section 2.02(g) and Section
2.03(d).
Section 1.02. Definitions Incorporated by Reference. All
capitalized terms not otherwise defined in this Agreement shall
have the meanings assigned in the Pooling and Servicing
Agreement.
ARTICLE II
SPECIAL SERVICING PROCEDURES
Section 2.01. Reports and Notices.
(a) In connection with the performance of its duties under
the Pooling and Servicing Agreement relating to the realization
upon defaulted Mortgage Loans, the Company as Servicer shall
provide to the Purchaser the following notices and reports:
(i) Within five Business Days after each Distribution
Date (or included in or with the monthly statements to
Certificateholders pursuant to the Pooling and Servicing
Agreement), the Company, as Servicer, shall provide to the
Purchaser a report, using the same methodology and
calculations in its standard servicing reports, indicating
for the Trust Fund the number of Mortgage Loans that are (A)
thirty days, (B) sixty days, (C) ninety days or more
delinquent or (D) in foreclosure, and indicating for each
such Mortgage Loan the loan number and outstanding principal
balance.
(ii) Prior to the Commencement of Foreclosure in
connection with any Mortgage Loan, the Company shall provide
the Purchaser with a notice (sent by facsimile transmission)
of such proposed and imminent foreclosure, stating the loan
number and the aggregate amount owing under the Mortgage
Loan. Such notice may be provided to the Purchaser in the
form of a copy of a referral letter from the Company to an
attorney
K-3
<PAGE>
requesting the institution of foreclosure or a copy
of a request to foreclose received by the Company from the
related primary servicer which has been approved by the
Company.
(b) If requested by the Purchaser, the Company shall make
its servicing personnel available (during their normal business
hours) to respond to reasonable inquiries, in writing by
facsimile transmission, by the Purchaser in connection with any
Mortgage Loan identified in a report under subsection (a)(i) or
(a)(ii) which has been given to the Purchaser, provided, that (1)
the Company shall only be required to provide information that is
readily accessible to its servicing personnel and is non-
confidential and (2) the Company shall respond within five
Business Days orally or in writing by facsimile transmission.
(c) In addition to the foregoing, the Company shall provide
to the Purchaser such information as the Purchaser may reasonably
request concerning each Mortgage Loan that is at least sixty days
delinquent and each Mortgage Loan which has become real estate
owned, through the final liquidation thereof, provided, that the
Company shall only be required to provide information that is
readily accessible to its servicing personnel and is
non-confidential.
Section 2.02. Purchaser's Election to Delay Foreclosure
Proceedings.
(a) The Purchaser shall be deemed to direct the Company that
in the event that the Company does not receive written notice of
the Purchaser's election pursuant to subsection (b) below within
24 hours (exclusive of any intervening non-Business Days) of
transmission of the notice provided by the Company under Section
2.01(a)(ii) subject to extension as set forth in Section 2.02(b),
the Company may proceed with the Commencement of Foreclosure in
respect of such Mortgage Loan in accordance with its normal
foreclosure policies without further notice to the Purchaser. Any
foreclosure that has been initiated may be discontinued (i)
without notice to the Purchaser if the Mortgage Loan has been
brought current or if a refinancing or prepayment occurs with
respect to the Mortgage Loan (including by means of a short
payoff approved by the Company) or (ii) with notice to the
Purchaser if the Company has reached the terms of a forbearance
agreement with the borrower. In such latter case the Company may
complete such forbearance agreement unless instructed otherwise
by the Purchaser within two Business Days of notification.
(b) In connection with any Mortgage Loan with respect to
which a notice under Section 2.01(a)(ii) has been given to the
Purchaser, the Purchaser may elect to instruct the Company to
delay the Commencement of Foreclosure until such time as the
Purchaser determines that the Company may proceed with the
Commencement of Foreclosure. Such election must be evidenced by
written notice received within 24 hours (exclusive of any
intervening non-Business Days) of transmission of the notice
provided by the Company under Section 2.01(a)(ii). The Purchaser
shall send a copy of such notice of election to each Rating
Agency as soon as practicable thereafter. Such 24-hour period
shall be extended for no longer than an additional four Business
Days after the receipt of the information if the Purchaser
requests additional information related to such foreclosure
within such 24-hour period; provided, however, that the Purchaser
will have at least one Business Day to make such election
following its receipt of any requested additional information.
Any such additional information shall (i) not
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<PAGE>
be confidential in nature and (ii) be obtainable by the Company
from existing reports, certificates or statements or otherwise be
readily accessible to its servicing personnel. The Purchaser
agrees that it has no right to deal with the mortgagor. However,
if the Company's normal foreclosure policies include acceptance
of a deed-in-lieu of foreclosure or short payoff, the Purchaser
will be notified and given two Business Days to respond.
(c) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the
Purchaser shall obtain a Current Appraisal as soon as
practicable, and shall provide the Company with a copy of such
Current Appraisal.
(d) Within two Business Days of making any Election to Delay
Foreclosure, the Purchaser shall remit by wire transfer to the
Trustee, for deposit in the Collateral Fund, an amount, as
calculated by the Company, equal to the sum of (i) 125% of the
greater of the Scheduled Principal Balance of the Mortgage Loan
and the value shown in the Current Appraisal referred to in
subsection (c) above (or, if such Current Appraisal has not yet
been obtained, the Company's estimate thereof, in which case the
required deposit under this subsection shall be adjusted upon
obtaining such Current Appraisal), and (ii) three months'
interest on the Mortgage Loan at the applicable Mortgage Rate. If
any Election to Delay Foreclosure extends for a period in excess
of three months (such excess period being referred to herein as
the "Excess Period"), the Purchaser shall remit by wire transfer
in advance to the Trustee for deposit in the Collateral Fund the
amount of each additional month's interest, as calculated by the
Company, equal to interest on the Mortgage Loan as the applicable
Mortgage Rate for the Excess Period. The terms of this Agreement
will no longer apply to the servicing of any Mortgage Loan upon
the failure of the Purchaser to deposit the above amounts
relating to the Mortgage Loan within two Business Days of (i) the
Election to Delay Foreclosure or (ii) the beginning of the
related Excess Period, as the case may be.
(e) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the Company
or the Trustee may withdraw from the Collateral Fund from time to
time amounts necessary to reimburse the Company for all related
Monthly Advances and Liquidation Expenses thereafter made by the
Company as Servicer in accordance with the Pooling and Servicing
Agreement. To the extent that the amount of any such Liquidation
Expense is determined by the Company based on estimated costs,
and the actual costs are subsequently determined to be higher,
the Company or the Trustee may withdraw the additional amount
from the Collateral Fund to reimburse the Company. In the event
that the Mortgage Loan is brought current by the mortgagor, the
amounts so withdrawn from the Collateral Fund shall be
redeposited therein as and to the extent that reimbursement
therefor from amounts paid by the mortgagor is not prohibited
pursuant to the Pooling and Servicing Agreement as of the date
hereof. Except as provided in the preceding sentence, amounts
withdrawn from the Collateral Fund to cover Monthly Advances and
Liquidation Expenses shall not be redeposited therein or
otherwise reimbursed to the Purchaser. If and when any such
Mortgage Loan is brought current by the mortgagor, all amounts
remaining in the Collateral Fund in respect of such Mortgage Loan
(after adjustment for all previous withdrawals and
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<PAGE>
deposits pursuant to this subsection and after reimbursement to
the Servicer for all related Monthly Advances) shall be released
to the Purchaser.
(f) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Delay Foreclosure, the Company
shall continue to service the Mortgage Loan in accordance with
its customary procedures (other than the delay in Commencement of
Foreclosure as provided herein). If and when, following such
election, the Purchaser shall notify the Company that it believes
that it is appropriate to do so, the Company shall proceed with
the Commencement of Foreclosure; provided that, in any event, if
the Mortgage Loan is not brought current by the mortgagor by the
time the loan becomes 6 months delinquent, the Purchaser's
election shall no longer be effective, unless the Purchaser shall
have purchased the related Mortgage Loan promptly following (and
in any event not later than the third Business Day after) the end
of such 6-month period in the manner provided in the following
two sentences, and the Company shall be entitled to proceed with
the Commencement of Foreclosure. Any purchase of such Mortgage
Loan by the Purchaser pursuant to the preceding sentence shall be
at a purchase price equal to the unpaid principal balance of the
Mortgage Loan plus accrued interest at the Mortgage Rate from the
date last paid by the mortgagor. Such purchase price shall be
deposited by the Purchaser into the Collateral Fund in
immediately available funds on the Business Day which is the date
of purchase and the Purchaser shall instruct the Trustee (with
notice to the Company) to withdraw such amount therefrom on such
Business Day and remit the same to the Trust Fund for application
as Liquidation Proceeds pursuant to the Pooling and Servicing
Agreement. Following such withdrawal, all amounts remaining in
the Collateral Fund in respect of such Mortgage Loan (after
adjustment for all previous withdrawals and deposits pursuant to
this Agreement and after reimbursement to the Servicer for all
related Monthly Advances) shall be released to the Purchaser.
(g) Upon the occurrence of a liquidation with respect to any
Mortgage Loan as to which the Purchaser made an Election to Delay
Foreclosure and as to which the Company proceeded with the
Commencement of Foreclosure in accordance with subsection (f)
above, the Company shall calculate the amount, if any, by which
the value shown on the Current Appraisal obtained under
subsection (c) exceeds the actual sales price obtained for the
related Mortgaged Property (net of Liquidation Expenses and
unreimbursed Monthly Advances related to the extended foreclosure
period), and the Company or the Trustee shall withdraw the amount
of such excess from the Collateral Fund and shall remit the same
to the Trust Fund for application as additional Liquidation
Proceeds pursuant to the Pooling and Servicing Agreement. After
making such withdrawal, all amounts remaining in the Collateral
Fund in respect of such Mortgage Loan (after adjustment for all
withdrawals and deposits pursuant to subsection (e) and after
reimbursement to the Servicer for all related Monthly Advances)
shall be released to the Purchaser.
Section 2.03. Purchaser's Election to Commence Foreclosure
Proceedings.
(a) In connection with any Mortgage Loan identified in a
report under Section 2.01(a)(i)(B), the Purchaser may elect to
instruct the Company to proceed with the
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<PAGE>
Commencement of Foreclosure as soon as practicable. Such election
must be evidenced by written notice received by the Company by
5:00 p.m., New York City time, on the third Business Day
following the delivery of such report under Section 2.01(a)(i).
(b) Within two Business Days of making any Election to
Foreclose, the Purchaser shall remit to the Trustee, for deposit
in the Collateral Fund, an amount, as calculated by the Company,
equal to 125% of the current Scheduled Principal Balance of the
Mortgage Loan and three months' interest on the Mortgage Loan at
the applicable Mortgage Rate. If and when any such Mortgage Loan
is brought current by the mortgagor, all amounts in the
Collateral Fund in respect of such Mortgage Loan (after
adjustment for all withdrawals and deposits pursuant to
subsection (c) below) shall be released to the Purchaser. The
terms of this Agreement will no longer apply to the servicing of
any Mortgage Loan upon the failure of the Purchaser to deposit
the above amounts relating to the Mortgage Loan within two
Business Days of the Election to Foreclose.
(c) With respect to any Mortgage Loan as to which the
Purchaser has made an Election to Foreclose, the Company shall
continue to service the Mortgage Loan in accordance with its
customary procedures. In connection therewith, the Company shall
have the same rights to make withdrawals for Monthly Advances and
Liquidation Expenses from the Collateral Fund as are provided
under Section 2.02(e), and the Company shall make reimbursements
thereto to the limited extent provided under such subsection. The
Company shall not be required to proceed with the Commencement of
Foreclosure if (i) the same is stayed as a result of the
mortgagor's bankruptcy or is otherwise barred by applicable law,
or to the extent that all legal conditions precedent thereto have
not yet been complied with, or (ii) the Company believes there is
a breach of representations or warranties by the Company, which
may result in a repurchase or substitution of such Mortgage Loan,
or (iii) the Company has or expects to have the right under the
Pooling and Servicing Agreement to purchase the defaulted
Mortgage Loan and intends to exercise such right or (iv) the
Company reasonably believes the Mortgaged Property may be
contaminated with or affected by hazardous wastes or hazardous
substances (and the Company supplies the Purchaser with
information supporting such belief) or (v) the same is prohibited
by or is otherwise inconsistent with the provisions of the
Pooling and Servicing Agreement. Any foreclosure that has been
initiated may be discontinued (i) without notice to the Purchaser
if the Mortgage Loan has been brought current or if a refinancing
or prepayment occurs with respect to the Mortgage Loan (including
by means of a short payoff approved by the Purchaser) or (ii)
with notice to the Purchaser if the Company has reached the terms
of a forbearance agreement unless instructed otherwise by the
Purchaser within two Business Days of notification.
(d) Upon the occurrence of a liquidation with respect to any
Mortgage Loan as to which the Purchaser made an Election to
Foreclose and as to which the Company proceeded with the
Commencement of Foreclosure in accordance with subsection (c)
above, the Company shall calculate the amount, if any, by which
the Scheduled Principal Balance of the Mortgage Loan at the time
of liquidation (plus all unreimbursed Monthly Advances and
Liquidation Expenses in connection therewith other than those
previously paid from the Collateral Fund) exceeds the actual
sales price obtained for the related Mortgaged Property, and the
Company or the Trustee
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<PAGE>
shall withdraw the amount of such excess from the Collateral Fund
and shall remit the same to the Trust Fund for application as
additional Liquidation Proceeds pursuant to the Pooling and
Servicing Agreement. After making such withdrawal, all amounts
remaining in the Collateral Fund (after adjustment for all
withdrawals and deposits pursuant to subsection (c) above and
after reimbursement to the Servicer for all related Monthly
Advances) in respect of such Mortgage Loan shall be released to
the Purchaser.
Section 2.04. Termination.
(a) With respect to all Mortgage Loans included in the Trust
Fund, the Purchaser's right to make any Election to Delay
Foreclosure or any Election to Foreclose and the Company's
obligations under Section 2.01 shall terminate on the earliest to
occur of the following: (i) at such time as the Class Certificate
Principal Balance of the Class B_ Certificates has been reduced
to zero, (ii) if the greater of (x) 43% (or such lower or higher
percentage that represents the Company's actual loss experience
with respect to the Mortgage Loans in the related pool) of the
aggregate principal balance of all Mortgage Loans that are in
foreclosure or are more than 90 days delinquent on a contractual
basis and the aggregate book value of REO properties or (y) the
aggregate amount that the Company estimates through its normal
servicing practices will be required to be withdrawn from the
Collateral Fund with respect to Mortgage Loans as to which the
Purchaser has made an Election to Delay Foreclosure or an
Election to Foreclose exceeds (z) the then-current Class
Certificate Principal Balance of the Class B_ Certificates, or
(iii) upon any transfer by the Purchaser of any interest (other
than the minority interest therein, but only if the transferee
provides written acknowledgment to the Company of the Purchaser's
right hereunder and that such transferee will have no rights
hereunder) in the Class B_ Certificates [or in the Class B5
Certificates] (whether or not such transfer is registered under
the Pooling and Servicing Agreement), including any such transfer
in connection with a termination of the Trust Fund. Unless
earlier terminated as set forth herein, this Agreement and the
respective rights, obligations and responsibilities of the
Purchaser and the Company hereunder shall terminate immediately
upon (x) the later to occur of (i) the final liquidation of the
last Mortgage Loan as to which the Purchaser made any Election to
Delay Foreclosure or any Election to Foreclose and the withdrawal
of all remaining amounts in the Collateral Fund as provided
herein and (ii) ten (10) Business Days' notice or (y) the
occurrence of any event that results in the Purchaser becoming an
"affiliate" of the Trustee within the meaning of the Prohibited
Transaction Exemption (as defined in the Pooling and Servicing
Agreement).
(b) The Purchaser's rights pursuant to Section 2.02 or 2.03
of this Agreement shall terminate with respect to a Mortgage Loan
as to which the Purchaser has exercised its rights under Section
2.02 or 2.03 hereof, upon Purchaser's failure to deposit any
amounts required pursuant to Section 2.02(d) or 2.03(b) after one
Business Day's notice of such failure.
Section 2.05. Notification. The Purchaser shall promptly
notify the Trustee and the Company if such Purchaser becomes
aware of any discussions, plans or events that might lead to such
Person's becoming an "affiliate" (within the meaning of the
Prohibited Transaction
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<PAGE>
Exemption) of the Trustee, provided that the contents of any such
notification shall be kept confidential by the parties to this
Agreement.
ARTICLE III
COLLATERAL FUND; SECURITY INTEREST
Section 3.01. Collateral Fund. Upon payment by the
Purchaser of the initial amount required to be deposited in the
Collateral Fund pursuant to Article II, the Company shall request
the Trustee to establish and maintain with the Trustee a
segregated account entitled "REMIC Multi-Class Pass-Through
Certificates 199_-__ Collateral Fund, for the benefit of GE
Capital Mortgage Services, Inc. and State Street Bank and Trust
Company on behalf of Certificateholders, as secured parties" (the
"Collateral Fund"). Amounts held in the Collateral Fund shall
continue to be the property of the Purchaser, subject to the
first priority security interest granted hereunder for the
benefit of such secured parties, until withdrawn from the
Collateral Fund pursuant to the Section 2.02 or 2.03 hereof.
Upon the termination of this Agreement and the
liquidation of all Mortgage Loans as to which the Purchaser has
made any Election to Delay Foreclosure or any Election to
Foreclose pursuant to Section 2.04 hereof, the Company shall
distribute to the Purchaser all amounts remaining in the
Collateral Fund together with any investment earnings thereon
(after giving effect to all withdrawals therefrom permitted under
this Agreement).
The Purchaser shall not take or direct the Company or the
Trustee to take any action contrary to any provision of the
Pooling and Servicing Agreement. In no event shall the Purchaser
(i) take or cause the Trustee or the Company to take any action
that could cause any REMIC established under the Pooling and
Servicing Agreement to fail to qualify as a REMIC or cause the
imposition on any such REMIC of any "prohibited transaction" or
"prohibited contribution" taxes or (ii) cause the Trustee or the
Company to fail to take any action necessary to maintain the
status of any such REMIC as a REMIC.
Section 3.02. Collateral Fund Permitted Investments. The
Company shall, at the written direction of the Purchaser, direct
the Trustee to invest the funds in the Collateral Fund in the
name of the Trustee in Collateral Fund Permitted Investments.
Such direction shall not be changed more frequently then
quarterly. In the absence of any direction, the Company shall
direct the Trustee select such investments in accordance with the
definition of Collateral Fund Permitted Investments in its
discretion
All income and gain realized from any investment as
well as any interest earned on deposits in the Collateral Fund
(net of any losses on such investments) and any payments of
principal made in respect of any Collateral Fund Permitted
Investment shall be deposited in the Collateral Fund upon
receipt. All costs and realized losses associated with the
purchase and sale of Collateral Fund Permitted Investments shall
be borne by the Purchaser and the amount of net realized losses
shall be promptly deposited by the Purchaser in the Collateral
Fund. The Company shall periodically (but not more frequently
than monthly) direct the Trustee to
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<PAGE>
distribute to the Purchaser upon request an amount of cash, to
the extent cash is available therefor in the Collateral Fund,
equal to the amount by which the balance of the Collateral Fund,
after giving effect to all other distributions to be made from
the Collateral Fund on such date, exceeds the Required Collateral
Fund Balance. Any amounts so distributed shall be released from
the lien and security interest of this Agreement.
Section 3.03. Grant of Security Interest. In order to secure
the obligations of the Purchaser hereunder to the Company and the
Trustee for the benefit of Certificateholders (other than its
obligations under Section 4.10), the Purchaser hereby grants to
the Company and to the Trustee for the benefit of the
Certificateholders a security interest in and lien on all of the
Purchaser's right, title and interest, whether now owned or
hereafter acquired, in and to: (1) the Collateral Fund, (2) all
amounts deposited in the Collateral Fund and Collateral Fund
Permitted Investments in which such amounts are invested (and the
distributions and proceeds of such investments) and (3) all cash
and non-cash proceeds of any of the foregoing, including proceeds
of the voluntary or involuntary conversion thereof (all of the
foregoing collectively, the "Collateral").
The Purchaser acknowledges the lien on and security
interest in the Collateral for the benefit of the Company and the
Trustee on behalf of the Certificateholders. The Purchaser shall
take all actions requested by the Company or the Trustee as may
be reasonably necessary to perfect the security interest created
under this Agreement in the Collateral and cause it to be prior
to all other security interests and liens, including the
execution and delivery to the Company or at its direction the
Trustee for filing of appropriate financing statements in
accordance with applicable law.
Section 3.04. Collateral Shortfalls. In the event that
amounts on deposit in the Collateral Fund at any time are
insufficient to cover any withdrawals therefrom that the Company
or the Trustee is then entitled to make hereunder, the Purchaser
shall be obligated to pay such amounts to the Company or the
Trustee immediately upon demand. Such obligation shall constitute
a general corporate obligation of the Purchaser. The failure to
pay such amounts within two Business Days of such demand (except
for amounts to cover interest on a Mortgage Loan pursuant to
Sections 2.02(d) and 2.03(b)), shall cause an immediate
termination of the Purchaser's right to make any Election to
Delay Foreclosure or Election to Foreclose and the Company's
obligations under this Agreement with respect to all Mortgage
Loans to which such insufficiencies relate, without the necessity
of any further notice or demand on the part of the Company.
ARTICLE IV
MISCELLANEOUS PROVISIONS
Section 4.01. Amendment. This Agreement may be amended from
time to time by the Company and the Purchaser by written
agreement signed by the Company and the Purchaser provided that
no such amendment shall have a material adverse effect on the
holders of other Classes of Certificates.
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<PAGE>
Section 4.02. Counterparts. 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 4.03. Governing Law. This Agreement shall be
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 4.04. Notices. All demands, notices and direction
hereunder shall be in writing or by telecopy and shall be deemed
effective upon receipt to:
(a) in the case of the Company, with respect to notices
pursuant to Sections 2.02 and 2.03 hereto,
GE Capital Mortgage Services, Inc.
2000 West Loop South
Suite 1917
Houston, Texas 77027
Attention: Mark Pendergrass
Telephone: (713) 964-4207
Facsimile: (713) 964-4100
with respect to all other notices pursuant to this Agreement,
GE Capital Mortgage Services, Inc.
Three Executive Campus
Cherry Hill, New Jersey 08002
Attention: General Counsel
Telephone: (609) 661-6515
Facsimile: (609) 661-6875
or such other address as may hereafter be furnished in
writing by the Company, or
(b) in the case of the Purchaser, with respect to notices
pursuant to Section 2.01,
--------------------------------
--------------------------------
--------------------------------
Attention:______________________
Telephone:______________________
Facsimile:______________________
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<PAGE>
with respect to all other notices pursuant to this Agreement,
--------------------------------
--------------------------------
--------------------------------
Attention:______________________
Telephone:______________________
Facsimile:______________________
or such other address as may hereafter be furnished in
writing by the Purchaser, or
(c) in the case of the Trustee,
State Street Bank and Trust Company
Corporate Trust Department
Two International Place, Fifth Floor
Boston, Massachusetts 02110
Attention: Karen Beard
Telephone: (617) 664-5465
Facsimile: (617) 664-5367
Section 4.05. Severability of Provisions. If any one or more
of the covenants, agreements, provisions or terms of this
Agreement shall be for any reason whatsoever, including
regulatory, 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.
Section 4.06. Successor and Assigns. The provisions of this
Agreement shall be binding upon and inure to the benefit of the
parties hereto and the respective successors and assigns of the
parties hereto; provided, however, that the rights under this
Agreement cannot be assigned by the Purchaser without the consent
of the Company.
Section 4.07. Article and Section Headings. The article and
section headings herein are for convenience of reference only and
shall not limit or otherwise affect the meaning hereof.
Section 4.08. Third Party Beneficiaries. The Trustee on
behalf of Certificateholders is the intended third party
beneficiary of this Agreement.
Section 4.09. Confidentiality. The Purchaser agrees that all
information supplied by or on behalf of the Company pursuant to
Section 2.01 or 2.02, including individual account information,
is the property of the Company and the Purchaser agrees to use
such information solely for the purposes set forth in this
Agreement and to hold such information confidential and not to
disclose such information.
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<PAGE>
Section 4.10. Indemnification. The Purchaser agrees to
indemnify and hold harmless the Company against any and all
losses, claims, damages or liabilities to which it may be
subject, insofar as such losses, claims, damages or liabilities
(or actions in respect thereof) arise out of or are based upon
actions taken by the Company in accordance with the provisions of
this Agreement and which actions conflict or are alleged to
conflict with the Company's obligations under the Pooling and
Servicing Agreement. The Purchaser hereby agrees to reimburse the
Company on demand for the reasonable legal or other expenses
incurred by it in connection with investigating or defending any
such loss, claim, damage, liability or action.
[Section 4.11. Delayed Effectiveness. The Purchaser agrees
that, notwithstanding any other provision of this Agreement, the
Purchaser shall have no rights hereunder, and the Company shall
have no obligations hereunder, until the Class Certificate
Principal Balance of the Class B5 Certificates has been reduced
to zero and any Special Servicing and Collateral Fund Agreement
between the Company and the Purchaser relating to such Class B5
Certificates has been terminated.]
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<PAGE>
IN WITNESS WHEREOF, the Company and the Purchaser have
caused their names to be signed hereto by their respective
officers thereunto duly authorized, all as of the day and year
first above written.
GE CAPITAL MORTGAGE SERVICES, INC.
By:________________________________
Name:
Title:
[PURCHASER]
By:_______________________________
Name:
Title:
Acknowledged and agreed to:
STATE STREET BANK AND TRUST COMPANY
By:___________________________________
Name:
Title:
K-14
<PAGE>
EXHIBIT L
FORM OF LOST NOTE AFFIDAVIT AND AGREEMENT
I, _________________________________________, being duly
sworn, do hereby state under oath that:
1. I am a duly elected ______________________ of GE Capital
Mortgage Services, Inc. (the "Company") and am duly authorized to
make this affidavit.
2. This affidavit is being delivered in connection with the
transfer of the Mortgage Loan described in Paragraph 3 hereof by
the Company pursuant to the Pooling and Servicing Agreement dated
as of [date] between the Company, Seller and Servicer, and State
Street Bank and Trust Company, Trustee, relating to the Company's
REMIC Multi-Class Pass-Through Certificates, Series [____]
("Agreement"). Such Mortgage Loan constitutes a Designated Loan.
3. The Company is the payee under the following described
Mortgage Note ("Mortgage Note") which evidences the obligation of
the borrower(s) to repay the Mortgage Loan:
Loan Number: __________________________________
Mortgage Note Date:_____________________________
Borrower(s): ___________________________________
Original Payee (if not the Company): ___________
Original Amount:________________________________
Mortgage Rate: _________________________________
Address of Mortgaged Property: _________________
------------------------------------------------
4. The Company is the lawful owner of the Mortgage Note and
has not cancelled, altered, assigned or hypothecated the Mortgage
Note.
5. A thorough and diligent search for the executed original
Mortgage Note was undertaken and was unsuccessful.
6. Attached hereto is a true and correct copy of the
Mortgage Note.
7. The Mortgage Note has not been endorsed by the Company in
any manner inconsistent with its transfer of the Mortgage Loan
under the Agreement.
8. Without limiting the generality of the rights and
remedies of the Trustee contained in the Agreement, the Company
hereby confirms and agrees that in the event the inability to
produce the executed original Mortgage Note results in a breach
of the representations and warranties appearing in Agreement
subsections 2.03(a)(ii) (the validity and enforceability of the
L-1
<PAGE>
lien created by the Mortgage Loan) or (x) (no valid offset,
defense or counterclaim to any Mortgage Note or Mortgage), the
Company shall repurchase the Mortgage Loan at the Purchase Price
and otherwise in accordance with Section 2.03(b) of the
Agreement. In addition, the Company covenants and agrees to
indemnify the Trustee and the Trust Fund from and hold them
harmless against any and all losses, liabilities, damages, claims
or expenses (other than those resulting from negligence or bad
faith of the Trustee) arising from the Company's failure to have
delivered the Mortgage Note to the Trustee, including without
limitation any such losses, liabilities, damages, claims or
expenses arising from any action to enforce the indebtedness
evidenced by the Mortgage Note or any claim by any third party
who is the holder of such indebtedness by virtue of possession of
the Mortgage Note.
9. In the event that the Company locates the executed
original Mortgage Note, it shall promptly provide the Mortgage
Note to the Trustee.
10. Capitalized terms not otherwise defined herein shall
have the meanings given them in the Agreement.
Date: _______________________
------------------------------
(signature)
------------------------------
(print name)
------------------------------
(print title)
L-2
<PAGE>
State of New Jersey )
) ss.:
)
On this ____________________day of ___________________,
199__, before me appeared ____________________________, to me
personally known, who acknowledged the execution of the foregoing
and who, having been duly sworn states that he/she is a/the
______________________________of GE Capital Mortgage Services,
Inc., that any representations therein contained are true, that
this Lost Note Affidavit was signed and sealed on behalf of GE
Capital Mortgage Services, Inc. and that this Lost Note Affidavit
is the free act and deed of GE Capital Mortgage Services, Inc.
---------------------------------------
(Notary Public)
[Notarial Seal]
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<PAGE>
EXHIBIT M
SCHEDULE OF DESIGNATED LOANS
None
<PAGE>
EXHIBIT N
SCHEDULE OF PLEDGED ASSET
MORTGAGE LOANS
None
<PAGE>
EXHIBIT O
SENIOR PRINCIPAL PRIORITIES
third, to the Classes of Senior Certificates, in
reduction of the Class Certificate Principal Balances
thereof, to the extent of remaining Available Funds,
concurrently as follows:
(a) to the Class A1, Class A2, Class A3, Class A4,
Class A5, Class A6, Class A7, Class A8, Class A9, Class
A10 and Class R Certificates, the Senior Optimal
Principal Amount for such Distribution Date, in the
following order of priority:
(i) to the Class A5 Certificates (the "Group
II Senior Certificates"), the Group II Senior
Principal Distribution Amount (as defined herein)
for such Distribution Date, until the Class
Certificate Principal Balance thereof has been
reduced to zero; and
(ii) to the Class A1, Class A2, Class A3,
Class A4, Class A6, Class A7, Class A8, Class A9,
Class A10 and Class R Certificates (together, the
"Group I Senior Certificates"), the Senior Optimal
Principal amount (as defined herein) for such
Distribution Date less the Group II Senior
Principal Distribution Amount for such
Distribution Date, concurrently as follows:
(A) to the Class A1, Class A2, Class A4,
Class A6, Class A7, Class A8, Class A9, Class
A10 and Class R Certificates, approximately
70.3418134668% of the amount described in
clause (a)(ii) above, in the following order
of priority:
(I) to the Class R Certificates,
until the Class Certificate Principal
Balance thereof has been reduced to
zero;
(II) to the Class A1 Certificates,
until the Class Certificate Principal
Balance thereof has been reduced to
zero;
(III) to the Class A2 Certificates,
until the Class Certificate Principal
Balance thereof has been reduced to
zero;
(IV) concurrently, (1) to the Class
A7 and Class A8 Certificates, pro rata,
approximately 44.6044346496% of the
remaining amount described in clause
(a)(ii)(A) above, until the Class
Certificate Principal Balances thereof
have each been reduced to zero; and (2)
to the Class A4, Class A6, Class A9 and
Class A10 Certificates, approximately
55.3955653504% of the remaining amount
described in clause (a)(ii)(A) above,
concurrently as follows:
(x) to the Class A10
Certificates, approximately 50.00%
of the amount described in
clause (a)(ii)(A)(IV)(2) above,
until the Class Certificate
Principal Balance thereof has been
reduced to zero; and
(y) to the Class A4, Class A6
and Class A9 certificates,
approximately 50.00% of the amount
described in clause
(a)(ii)(A)(IV)(2) above, in the
following order of priority;
first, to the Class A4
Certificates, until the Class
Certificate Principal Balance
thereof has been reduced to
zero; and
second, pro rata, to the
Class A6 and Class A9
Certificates, until the Class
Certificate Principal Balances
thereof have each been reduced to
zero; and
(B) to the Class A3, Class A4, Class A6,
Class A7, Class A8, Class A9 and Class A10
Certificates, approximately 29.6581865332% of the
amount described in clause (a)(ii) above, in the
following order of priority:
(I) to the Class A3 Certificates, until
the Class Certificate Principal Balance
thereof has been reduced to zero;
(II) concurrently, (1) to the Class A7
and Class A8 Certificates, pro rata,
approximately 44.6044346496% of the remaining
amount described in clause (a)(ii)(B) above,
until the Class Certificate Principal
Balances thereof have been reduced to zero;
and (2) to the Class A4, Class A6, Class A9
and Class A10 certificates, approximately
55.3955653504% of the remaining amount
described in clause (a)(ii)(B) above,
concurrently as follows:
(x) to the Class A10 Certificates,
approximately 50.00% of the amount
described in clause (a)(ii)(B)(II)(2)
above, until the Class Certificate
Principal Balance thereof has been
reduced to zero; and
(y) to the Class A4, Class A6 and
Class A9 Certificates, approximately
50.00% of the amount described in clause
(a)(ii)(B)(II) above, in the following
order of priority:
first, to the Class A4
Certificates, until the Class
Certificate Principal Balance
thereof has been reduced to zero;
and
second, pro rata to the Class
A6 and Class A9 Certificates, until
the Class Certificate Principal
Balances thereof have been each reduced
to zero; and
(b) to the Class PO Certificates, the Class PO
Principal Distribution Amount for such Distribution Date,
until the Class Certificate Principal Balance thereof has
been reduced to zero;
