Rule 424(b)(5)
File No. 33-84910
SUPPLEMENT
TO PROSPECTUS SUPPLEMENT DATED September 26,1994
(To Prospectus dated June 24, 1994)
CWMBS, INC.
Depositor
(INMC LOGO)
Seller and Master Servicer
Mortgage Pass-Through Certificates, Series 1994-Q
-------------------------
This Supplement relates to the offering by the Seller of the Class PO-2
Certificates of the Series referenced above. This Supplement does not
contain complete information about the offering of the Class PO-2
Certificates. Additional information is contained in the Prospectus
Supplement dated September 26, 1994 (the "Prospectus Supplement") prepared in
connection with the offering of the Offered Certificates of the Series
referenced above and in the Prospectus of the Depositor dated June 24, 1994
(the "Prospectus"). Prospective purchasers are urged to read this
Supplement, the Prospectus Supplement and the Prospectus in full.
As of July 25, 1996 (the "Certificate Date"), the Class Certificate
Balance of the Class PO-2 Certificates was approximately $941,354.
THE CLASS PO-2 CERTIFICATES DO NOT REPRESENT AN INTEREST IN OR
OBLIGATION OF THE DEPOSITOR, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR
ANY OF THEIR RESPECTIVE AFFILIATES. NEITHER THE CLASS PO-2 CERTIFICATES NOR
THE MORTGAGE LOANS ARE INSURED OR GUARANTEED BY ANY GOVERNMENTAL ENTITY, THE
DEPOSITOR, THE SELLER, THE MASTER SERVICER, THE TRUSTEE OR ANY OF THEIR
AFFILIATES OR ANY OTHER PERSON. DISTRIBUTIONS ON THE CLASS PO-2 CERTIFICATES
WILL BE PAYABLE SOLELY FROM THE ASSETS TRANSFERRED TO THE TRUST FUND FOR THE
BENEFIT OF CERTIFICATEHOLDERS.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF
THIS SUPPLEMENT, THE PROSPECTUS SUPPLEMENT OR
THE PROSPECTUS. ANY REPRESENTATION TO
THE CONTRARY IS A CRIMINAL OFFENSE.
The Class PO-2 Certificates offered hereby will be purchased by
Donaldson, Lufkin & Jenrette Securities Corporation (the "Underwriter") from
the Seller and will be offered by the Underwriter from time to time in
negotiated transactions or otherwise at varying prices to be determined at
the time of sale. Proceeds to the Seller from the sale of the Class PO-2
Certificates are expected to be approximately 65.50% of the aggregate
principal balance of the Class PO-2 Certificates as of the Certificate Date,
before deducting sale expenses payable by the Seller.
The Class PO-2 Certificates are offered by the Underwriter, subject to
prior sale, when, as and if delivered to and accepted by the Underwriter and
subject to its right to reject orders in whole or in part. It is expected
that the Class PO-2 Certificates will be delivered at the offices of the
Underwriter in New York, New York, on or about August 19, 1996.
DONALDSON, LUFKIN & JENRETTE
SECURITIES CORPORATION
AUGUST 19, 1996
UNTIL NINETY DAYS AFTER THE DATE OF THIS SUPPLEMENT, ALL DEALERS
EFFECTING TRANSACTIONS IN THE CLASS PO-2 CERTIFICATES, WHETHER OR NOT
PARTICIPATING IN THIS DISTRIBUTION, MAY BE REQUIRED TO DELIVER A SUPPLEMENT,
THE PROSPECTUS SUPPLEMENT AND THE PROSPECTUS. THIS IS IN ADDITION TO THE
OBLIGATION OF DEALERS TO DELIVER A SUPPLEMENT, THE PROSPECTUS SUPPLEMENT AND
THE PROSPECTUS WHEN ACTING AS UNDERWRITERS AND WITH RESPECT TO THEIR UNSOLD
ALLOTMENTS OR SUBSCRIPTIONS.
This Supplement is qualified in its entirety by reference to the
detailed information appearing in the accompanying Prospectus Supplement and
Prospectus. Certain capitalized terms used in this Supplement are defined in
the Prospectus Supplement or the Prospectus.
THE MORTGAGE POOL
As of July 1, 1996 (the "Reference Date"), the Mortgage Pool included
approximately 792 Mortgage Loans having an aggregate Stated Principal Balance
of approximately $114,529,461. As of the Reference Date, the Loan Group 2
Mortgage Pool included approximately 74 Mortgage Loans having Adjusted Net
Mortgage Rates ("ANMRs") less than 7.50% (each such Mortgage Loan, a
"Discount Mortgage Loan"). As of the Reference Date, the Loan Group 2
Discount Mortgage Loans had an aggregate Stated Principal Balance of
approximately $15,783,328 and a weighted average ANMR of approximately 7.05%.
The following table summarizes the delinquency and foreclosure
experience of the Mortgage Loans as of the Reference Date.
<TABLE>
<CAPTION> AS OF
JULY 1, 1996
------------
<S> <C>
Total Number of Mortgage Loans . . . . . . . . . . . . . . . . . . . . . . 792
Delinquent Mortgage Loans and Pending Foreclosures at Period End (1)
30-59 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.40%
60-89 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.13%
90 days or more (excluding pending foreclosures) . . . . . . . . . . . 0.25%
Total Delinquencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.78%
-----
-----
Foreclosures Pending . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.00%
-----
Total delinquencies and foreclosures pending . . . . . . . . . . . . . . . 2.78%
-----
-----
</TABLE>\
______________
(1) As a percentage of the total number of Mortgage Loans as of the
Reference Date.
None of the Mortgage Loans have been converted to REO as of the
Reference Date and, as of the Reference Date, there have been no Realized
Losses.
Certain information as to the Mortgage Loans as of the Reference Date is
set forth in Exhibit 1 in tabular format. Other than with respect to rates
of interest, percentages (approximate) are stated in such tables by Stated
Principal Balance of the Mortgage Loans as of the Reference Date and have
been rounded in order to total 100.00%.
SERVICING OF MORTGAGE LOANS
THE MASTER SERVICER
INMC will continue to act as Master Servicer under the Agreement.
FORECLOSURE AND DELINQUENCY EXPERIENCE
The following table summarizes the delinquency and foreclosure
experience, respectively, as of December 31, 1994, December 31, 1995 and June
30, 1996 on approximately $6.8 billion, $9.4 billion and $10.4 billion,
respectively, in outstanding principal balance of conventional mortgage loans
master serviced by the Master Servicer. INMC commenced master servicing
conventional mortgage loans during April 1993. The delinquency and
foreclosure percentages may be affected by the size and relative lack of
seasoning of the servicing portfolio because many of such mortgage loans were
not outstanding long enough to give rise to some or all of the indicated
periods of delinquency. Accordingly, the information should not be
considered as a basis for assessing the likelihood, amount or severity of
delinquency or losses on the Mortgage Loans, and no assurances can be given
that the foreclosure and delinquency experience presented in the table below
will be indicative of such experience on the Mortgage Loans in the future:
<TABLE>
<CAPTION> As of As of
December 31, June 30,
-------------------- -----------
1994 1995 1996
------- -------- -----------
<S> <C> <C> <C>
Total Number of Conventional Mortgage Loans in
Portfolio . . . . . . . . . . . . . . . . . . . . 30,803 53,101 61,918
Delinquent Mortgage Loans and Pending Foreclosures at
Period End(1):
30-59 days . . . . . . . . . . . . . . . . . 0.83% 2.30% 2.12%
60-89 days . . . . . . . . . . . . . . . . . 0.13 0.42 0.48
90 days or more (excluding pending foreclosures) . . . 0.09 0.38 0.47
------- -------- -----------
Total Delinquencies . . . . . . . . . . . . . . . 1.05% 3.10% 3.07%
------- -------- -----------
------- -------- -----------
Foreclosures pending . . . . . . . . . . . . . . . . . 0.07 0.30 0.56
------- -------- -----------
Total delinquencies and foreclosures pending . . . . . 1.12% 3.40% 3.63%
------- -------- -----------
------- -------- -----------
</TABLE>
______________
(1) As a percentage of the total number of loans master serviced.
DESCRIPTION OF THE CLASS PO-2 CERTIFICATES
The Class PO-2 Certificates are Principal Only Certificates and do not
bear interest. The Class PO-2 Certificates are allocated amounts received in
respect of principal on the Mortgage Loans based on the PO Percentage
applicable to the Class PO-2 Certificates as described in the Prospectus
Supplement under "Description of the Certificates -- Principal -- Class PO
Principal Distribution Amount". Realized Losses will be allocated to the
Class PO-2 Certificates based on the PO Percentage applicable to the Class
PO-2 Certificates as described in the Prospectus Supplement under
"Description of the Certificates -- Allocation of Losses". The PO Percentage
applicable to the Class PO-2 Certificates with respect to any Discount
Mortgage Loan is equal to (7.50% - ANMR) (divided by) 7.50%. The PO
Percentage applicable to the Class PO-2 Certificates with respect to any Non-
Discount Mortgage Loan is 0%.
As of the Certificate Date, the Class Certificate Balance of the Class
PO-2 Certificates was approximately $941,354 (the "Certificate Date Principal
Balance"). As of the Certificate Date, the Senior Certificates, excluding
the Class PO-2 Certificates, had an aggregate principal balance of
approximately $106,864,071 and evidenced in the aggregate a beneficial
ownership interest of approximately 93.31% in the Trust Fund. As of the
Certificate Date, the Class B-1, Class B-2, Class B-3, Class B-4, Class B-5
and Class B-6 Certificates evidenced in the aggregate beneficial ownership
interests of approximately 3.07%, 1.12%, 0.67%, 0.39%, 0.11% and 0.50%,
respectively, in the Trust Fund. For additional information with respect
to the Class PO-2 Certificates, see "Description of the Certificates" in
the Prospectus Supplement.
REPORTS TO CERTIFICATEHOLDERS
The most recent monthly statement that has been furnished to
Certificateholders of record on the most recent Distribution Date is included
herein as Exhibit 2.
REVISED STRUCTURING ASSUMPTIONS
Unless otherwise specified, the information in the tables appearing in
this Supplement under "Yield, Prepayment and Maturity Considerations --
Sensitivity of the Class PO-2 Certificates to Prepayments" and
"-- Decrement Table" has been prepared on the basis of the following assumed
characteristics of the Mortgage Discount Loans and the following additional
assumptions (collectively, the "Revised Structuring Assumptions"): (i) the
Loan Group 2 Discount Mortgage Loans consist of one Mortgage Loan with the
following characteristics:
<TABLE>
<CAPTION> Remaining
Original Term Term to
Adjusted Net to Maturity Loan Age Maturity
Principal Balance Mortgage Rate Mortgage Rate (in Months) (in Months) (in months)
- ----------------- ------------- ------------- -------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
$15,783,328.19 7.4425113172% 7.0526826559% 240 29 211
</TABLE>
(ii) the Discount Mortgage Loans prepay at the specified constant percentages
of SPA, (iii) no defaults in the payment by Mortgagors of principal of and
interest on the Discount Mortgage Loans are experienced on or after the
Reference Date, (iv) scheduled payments on the Discount Mortgage Loans are
received on the first day of each month commencing in the calendar month
following the Reference Date and are computed prior to giving effect to
prepayments received on the last day of the prior month, (v) prepayments are
allocated as described in the Prospectus Supplement under "Description of the
Certificates -- Principal" without giving effect to loss and delinquency
tests, (vi) there are no Net Interest Shortfalls on or after the Reference
Date and prepayments represent prepayments in full of individual Discount
Mortgage Loans and are received on the last day of each month, commencing in
the calendar month of the Reference Date, (vii) the scheduled monthly payment
for each Discount Mortgage Loan has been calculated based on the Revised
Structuring Assumptions as set forth in clause (i) above such that each
Discount Mortgage Loan will amortize in amounts sufficient to repay the
principal balance of such Discount Mortgage Loan by its indicated remaining
term to maturity, (viii) distributions in respect of the Certificates are
received in cash on the 25th day of each month commencing in the calendar
month following the Reference Date, (ix) the closing date of the sale of the
Class PO-2 Certificates is August 21, 1996, (x) the Seller is not required to
repurchase or substitute for any Mortgage Loan on or after the Reference Date
and (xi) the Master Servicer does not, on or after the Reference Date,
exercise any option to repurchase any Mortgage Loans described in the
Prospectus Supplement under "Description of the Certificates -- Optional
Purchase of Defaulted Loans" and "--Optional Termination". While it is
assumed that each of the Discount Mortgage Loans prepays at the specified
constant percentages of SPA, this is not likely to be the case. Moreover,
discrepancies exist between the characteristics of the actual Discount
Mortgage Loans as of the Reference Date and characteristics of the Discount
Mortgage Loans assumed in preparing the tables herein.
Prepayments of mortgage loans commonly are measured relative to a
prepayment standard or model. The model used in this Supplement is the
Standard Prepayment Assumption ("SPA"), which represents an assumed rate of
prepayment each month of the then outstanding principal balance of a pool of
new mortgage loans. SPA does not purport to be either an historical
description of the prepayment experience of any pool of mortgage loans or a
prediction of the anticipated rate of prepayment of any pool of mortgage
loans, including the Mortgage Loans. 100% SPA assumes prepayment rates of
0.2% per annum of the then unpaid principal balance of such pool of mortgage
loans and an additional 0.2% per annum in each month thereafter (for example,
0.4% per annum in the second month) until the 30th month. Beginning in the
30th month and in each month thereafter during the life of such mortgage
loans, 100% SPA assumes a constant prepayment rate of 6% per annum.
Multiples may be calculated from this prepayment rate sequence. For example,
175% SPA assumes prepayment rates will be 0.35% per annum in month one, 0.70%
per annum in month two, and increasing by 0.35% in each succeeding month
until reaching a rate of 10.50% per annum in month 30 and remaining constant
at 10.50% per annum thereafter. 0% SPA assumes no prepayments. There is no
assurance that prepayments will occur at any SPA rate or at any other constant
rate.
YIELD, PREPAYMENT AND MATURITY CONSIDERATIONS
SENSITIVITY OF THE CLASS PO-2 CERTIFICATES
THE CLASS PO-2 CERTIFICATES ARE "PRINCIPAL ONLY" CERTIFICATES AND DO NOT
BEAR INTEREST. AS INDICATED IN THE TABLE BELOW, A LOW RATE OF PRINCIPAL
PAYMENTS (INCLUDING PREPAYMENTS) OF THE DISCOUNT MORTGAGE LOANS WILL HAVE A
NEGATIVE EFFECT ON THE YIELD TO INVESTORS IN THE CLASS PO-2 CERTIFICATES.
As described in the Prospectus Supplement under "Description of the
Certificates -- Principal," the Class PO Principal Distribution Amount
applicable to the Class PO-2 Certificates is calculated by reference to the
principal payments (including prepayments) on the Discount Mortgage Loans.
The Discount Mortgage Loans will have lower ANMRs (and lower Mortgage Rates)
than the other Mortgage Loans. A slower than expected rate of principal
payments will generally have a negative effect on the yield to maturity on
the Class PO-2 Certificates. In general, mortgage loans with higher mortgage
rates tend to prepay at higher rates than mortgage loans with relatively
lower mortgage rates in response to a given reduction in market interest
rates. As a result, the Discount Mortgage Loans may prepay at lower rates,
thereby reducing the rate of payment of principal and the resulting yield of
the Class PO-2 Certificates.
The information set forth in the following table has been prepared on
the basis of the Revised Structuring Assumptions and on the assumption that
the aggregate purchase price (expressed as a percentage of the Class
Certificate Balance as of the Reference Date) of the Class PO-2 Certificates
is 51.90% of the Certificate Date Principal Balance.
SENSITIVITY OF THE CLASS PO-2 CERTIFICATES TO PREPAYMENTS
(PRE-TAX YIELDS TO MATURITY)
<TABLE>
<CAPTION>
SPA Prepayment Assumption
------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Class of Certificates 0% 100% 175% 300% 500% 600%
- --------------------- --- ---- ---- ---- ---- ----
Class PO-2 . . . . . . . . . . 6.8% 11.0% 15.0% 23.3% 40.5% 51.1%
</TABLE>
It is highly unlikely that all of the Discount Mortgage Loans will have
the characteristics assumed, that the Discount Mortgage Loans will prepay at
the same rate until maturity or that all of the Discount Mortgage Loans will
prepay at the same rate or time. As a result of these factors, the pre-tax
yield on the Class PO-2 Certificates is likely to differ from those shown in
the table above, even if all of the Discount Mortgage Loans prepay at the
indicated percentages of SPA. No representation is made as to the actual
rate of principal payments on the Discount Mortgage Loans for any period or
over the life of the Class PO-2 Certificates or as to the yield on the Class
PO-2 Certificates. Investors must make their own decisions as to the
appropriate prepayment assumptions to be used in deciding whether to purchase
the Class PO-2 Certificates.
DECREMENT TABLE
The following table indicates the percentage of the Certificate Date
Principal Balance of the Class PO-2 Certificates that would be outstanding
after each of the dates shown at various constant percentages of SPA and
the corresponding weighted average life thereof. The table has been prepared
based on the Revised Structuring Assumptions. However, all of the Discount
Mortgage Loans may not have the interest rates or remaining terms to maturity
described under "Revised Structuring Assumptions" herein and the Mortgage
Loans may not prepay at the indicated constant percentages of SPA or at any
constant percentage.
PERCENT OF CLASS CERTIFICATE BALANCE OUTSTANDING*
<TABLE>
<CAPTION>
Distribution Date SPA Prepayment Assumption
- ------------------- -------------------------------------
0% 100% 175% 300% 500% 600%
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Certificate Date . . . . . 100% 100% 100% 100% 100% 100%
July 1997 . . . . . . . . . 97% 91% 87% 80% 68% 62%
July 1998 . . . . . . . . . 94% 83% 75% 63% 46% 39%
July 1999 . . . . . . . . . 91% 75% 65% 50% 31% 24%
July 2000 . . . . . . . . . 87% 68% 56% 39% 21% 15%
July 2001 . . . . . . . . . 83% 61% 48% 31% 14% 9%
July 2002 . . . . . . . . . 79% 55% 41% 24% 9% 5%
July 2003 . . . . . . . . . 75% 48% 34% 19% 6% 3%
July 2004 . . . . . . . . . 70% 43% 29% 14% 4% 2%
July 2005 . . . . . . . . . 65% 37% 24% 11% 3% 1%
July 2006 . . . . . . . . . 59% 32% 19% 8% 2% 1%
July 2007 . . . . . . . . . 53% 27% 16% 6% 1% 0%
July 2008 . . . . . . . . . 47% 22% 12% 4% 1% 0%
July 2009 . . . . . . . . . 40% 18% 9% 3% 0% 0%
July 2010 . . . . . . . . . 32% 13% 7% 2% 0% 0%
July 2011 . . . . . . . . . 24% 9% 5% 1% 0% 0%
July 2012 . . . . . . . . . 15% 6% 3% 1% 0% 0%
July 2013 . . . . . . . . . 6% 2% 1% 0% 0% 0%
July 2014 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2015 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2016 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2017 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2018 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2019 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2020 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2021 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2022 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2023 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2024 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2025 . . . . . . . . . 0% 0% 0% 0% 0% 0%
July 2026 and thereafter 0% 0% 0% 0% 0% 0%
---- ---- ---- ---- ---- ----
Weighted Average Life 10.6 7.4 5.8 4.0 2.5 2.0
(years)** ---- ---- ---- ---- ---- ----
---- ---- ---- ---- ---- ----
</TABLE>
____________________
* Rounded to the nearest whole percentage.
** Determined as specified in the Prospectus Supplement under "Weighted
Average Lives of the Offered Certificates."
CREDIT ENHANCEMENT
As of the Reference Date, the Special Hazard Loss Coverage Amount,
Bankruptcy Loss Coverage Amount and Fraud Loss Coverage Amount were
approximately $899,004, $100,000 and $2,742,151, respectively. As of the
Reference Date, no funds were distributed in reimbursement of Class PO-2
Deferred Amounts that otherwise would have been available for distribution on
the Subordinated Certificates.
CERTAIN FEDERAL INCOME TAX CONSEQUENCES
Prospective purchasers of the Class PO-2 Certificates should consider
carefully the income tax consequences of an investment in the Class PO-2
Certificates discussed under "Certain Federal Income Tax Consequences" in the
Prospectus Supplement and in the Prospectus. Such purchasers should also
consult their own tax advisors with respect to those consequences.
ERISA CONSIDERATIONS
Prospective purchasers of the Class PO-2 Certificates should consider
carefully the ERISA consequences of an investment in the Class PO-2
Certificates discussed under "ERISA Considerations" in the Prospectus, the
Prospectus Supplement and herein, and should consult their own advisors with
respect to those consequences.
As described in the Prospectus Supplement, the Class PO-2 Certificates
originally did not qualify for purposes of the Exemption, PTCE 83-1, or any
other issued exemption under ERISA. However, because the Class PO-2
Certificates are now being purchased by the Underwriter for subsequent
resale, and since all of the requirements of Prohibited Transaction Exemption
90-83, Exemption Application No. D-8346, 55 Fed. Reg. 50250 (1990)
(Donaldson, Lufkin & Jenrette Securities Corporation) are satisfied (other
than those within the control of the prospective investor), it is expected
that such exemption will apply to the acquisition and holding by Plans of the
Class PO-2 Certificates.
RATINGS
The Class PO-2 Certificates are currently rated "AAA" by Fitch Investors
Service, L.P. and "Aaa" by Moody's Investors Service, Inc. See "Ratings" in
the Prospectus Supplement.
USE OF PROCEEDS
The Seller intends to use the net proceeds from the sale of the Class
PO-2 Certificates for general corporate purposes.
METHOD OF DISTRIBUTION
Subject to the terms and conditions set forth in an agreement between
the Seller and the Underwriter, the Seller has agreed to sell to the
Underwriter, and the Underwriter has agreed to purchase from the Seller the
Class PO-2 Certificates. Distribution of the Class PO-2 Certificates will be
made by the Underwriter from time to time in negotiated transactions or
otherwise at varying prices to be determined at the time of sale. In
connection with the sale of the Class PO-2 Certificates, the Underwriter may
be deemed to have received compensation from the Seller in the form of
underwriting discounts.
The Underwriter intends to make a secondary market in the Class PO-2
Certificates, but has no obligation to do so. There can be no assurance that
a secondary market for the Class PO-2 Certificates will develop or, if it
does develop, that it will continue.
The Seller has agreed to indemnify the Underwriter against, or make
contributions to the Underwriter with respect to, certain liabilities,
including liabilities under the Securities Act of 1933, as amended.
EXHIBIT 1
LOAN GROUP 1
<TABLE>
<CAPTION> Mortgage Rates (1)
- -------------------------------------------------------------------------------------------------------
Aggregate
Mortgage Number of Principal Percent of
Rates Mortgage Balance Mortgage
(%) Loans Outstanding Pool
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
6.125 1 $ 38,858 0.04%
6.250 1 409,670 0.43
6.500 4 1,105,945 1.15
6.625 5 1,584,247 1.65
6.750 5 915,102 0.95
6.875 11 2,555,864 2.67
7.000 20 4,196,167 4.38
7.125 10 1,744,798 1.82
7.250 15 3,347,740 3.49
7.375 11 2,357,887 2.46
7.500 14 2,351,559 2.45
7.625 4 1,011,385 1.06
7.750 12 1,903,506 1.99
7.800 1 560,427 0.58
7.875 17 2,758,029 2.88
8.000 17 2,968,169 3.10
8.125 5 680,690 0.71
8.250 33 5,096,596 5.32
8.375 31 4,279,975 4.47
8.500 59 7,877,402 8.22
8.625 74 9,552,031 9.97
8.750 98 11,909,354 12.43
8.875 101 10,684,762 11.15
9.000 50 6,022,272 6.28
9.125 41 4,324,323 4.51
9.250 23 2,667,203 2.78
9.375 12 1,292,301 1.35
9.500 7 927,226 0.97
9.625 3 178,842 0.19
9.750 4 374,708 0.39
9.875 1 107,925 0.11
10.250 1 51,720 0.05
---- ------------- -------
Total 691 $ 95,836,683 100.00%
---- ------------- -------
---- ------------- -------
(1) As of the Reference Date, the weighted average Mortgage Rate of the Mortgage Loans is expected
to be approximately 8.302% per annum.
</TABLE>
<TABLE>
<CAPTION> Current Mortgage Loan Principal Balances (1)
- -------------------------------------------------------------------------------------------------------
Aggregate
Range of Current Number of Principal Percent of
Mortgage Loan Mortgage Balance Mortgage
Principal Balances Loans Outstanding Pool
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$0 -- $50,000 98 $ 3,926,694 4.10%
$50,001 -- $100,000 224 16,629,680 17.35
$100,001 -- $150,000 138 16,298,822 17.01
$150,001 -- $200,000 66 11,572,222 12.07
$200,001 -- $250,000 80 17,837,170 18.62
$250,001 -- $300,000 33 9,084,605 9.48
$300,001 -- $350,000 23 7,427,522 7.75
$350,001 -- $400,000 11 4,149,066 4.33
$400,001 -- $450,000 7 2,951,194 3.08
$450,001 -- $500,000 3 1,389,908 1.45
$500,001 -- $550,000 2 1,035,373 1.08
$550,001 -- $600,000 4 2,303,463 2.40
$600,001 -- $650,000 2 1,230,964 1.28
---- ------------ -------
Total 691 $ 95,836,683 100.00%
---- ------------ -------
---- ------------ -------
(1) As of Reference Date, the average current Mortgage Loan
principal balance is expected to be approximately $138,693.
</TABLE>
<TABLE>
<CAPTION> Original Terms to Maturity (1)
- -------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Original Term to Mortgage Balance Mortgage
Maturity (Months) Loans Outstanding Pool
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
180 691 $ 95,836,683 100.00%
--- ------------- -------
Total 691 $ 95,836,683 100.00%
--- ------------- -------
--- ------------- -------
(1) As of the Reference Date, the weighted average remaining term to
maturity of the Mortgage Loans is expected to be approximately
155 months.
</TABLE>
<TABLE>
<CAPTION> Original Loan-to-Value Ratio(1)
- -----------------------------------------------------------------------------------------------------
Aggregate
Original Number of Principal Percent of
Loan-to-Value Mortgage Balance Mortgage
Ratios (%) Loans Outstanding Pool
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
60.00 and Below 204 $ 24,632,798 25.70%
60.01 -- 65.00 52 7,476,347 7.80
65.01 -- 70.00 105 15,354,516 16.02
70.01 -- 75.00 112 16,003,082 16.70
75.01 -- 80.00 171 25,383,313 26.49
80.01 -- 85.00 9 1,062,377 1.11
85.01 -- 90.00 25 3,902,819 4.07
90.01 -- 95.00 13 2,021,431 2.11
--- ------------- -------
Total 691 $ 95,836,683 100.00%
--- ------------- -------
--- ------------- -------
(1) The weighted average original Loan-to-Value Ratio of the Mortgage Loans is
expected to be approximately 68.50%.
</TABLE>
<TABLE>
<CAPTION> Documentation for Mortgage Loans
- -----------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Type of Mortgage Balance Mortgage
Program Loans Outstanding Pool
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Full 207 $ 33,883,787 35.36
Alternative 61 10,081,452 10.52
Reduced 423 51,871,444 54.12
--- ------------ ------
Total 691 $ 95,836,683 100.00
--- ------------ ------
--- ------------ ------
</TABLE>
<TABLE>
<CAPTION> State Distributions of Mortgaged Properties (1)
- -----------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Mortgage Balance Mortgage
State Loans Outstanding Pool
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Arizona 25 $ 2,643,616 2.76%
California 219 35,952,114 37.51
Colorado 29 4,104,703 4.28
Florida 54 5,278,393 5.51
Georgia 14 2,098,430 2.19
Illinois 19 2,809,639 2.93
Maryland 27 5,153,448 5.38
New Jersey 29 4,198,966 4.38
New York 40 5,307,465 5.54
Oregon 26 2,529,028 2.64
Texas 60 6,331,235 6.61
Virginia 33 5,712,116 5.96
Washington 19 2,150,133 2.24
Other(1) 97 11,567,397 12.07
--- ------------ ------
Total 691 $ 95,836,683 100.00%
--- ------------ ------
--- ------------ ------
(1) Other includes 23 other states, the District of Columbia, with under
2% concentration individually. No more than approximately 1.23% of
the Mortgage Loans will be secured by Mortgaged Properties located
in any one postal zip code area.
</TABLE>
<TABLE>
<CAPTION> Type of Mortgaged Properties
- ---------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Mortgage Balance Mortgage
Property Type Loans Outstanding Pool
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Single Family 524 $ 76,717,755 80.05%
Planned Unit
Development (PUD) 53 9,239,001 9.64
Low Rise Condominium 40 2,911,614 3.04
Townhome 1 53,077 0.06
2-4 Units 68 6,642,962 6.93
High Rise Condominium 5 272,274 0.28
--- ------------ -------
Total 691 $ 95,836,683 100.00%
--- ------------ -------
--- ------------ -------
</TABLE>
<TABLE>
<CAPTION> Purpose of Mortgage Loans
- ---------------------------------------------------------------------------------------------------
Number of Aggregate Principal Percent of
Mortgage Balance Mortgage
Loan Purpose Loans Outstanding Pool
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Purchase 260 $ 36,351,281 37.93%
Refinance (Rate or Term) 206 30,615,320 31.95
Refinance (Cash-Out) 225 28,870,082 30.12
--- ------------ -------
Total 691 $ 95,836,683 100.00%
--- ------------ -------
--- ------------ -------
</TABLE>
<TABLE>
<CAPTION> Occupancy Types (1)
- ---------------------------------------------------------------------------------------------------
Aggregate
Principal Percent of
Number of Balance Mortgage
Occupancy Type Mortgage Loans Outstanding Pool
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Primary Home 526 $ 82,831,127 86.43%
Second Home 22 2,061,786 2.15
Investor 143 10,943,770 11.42
--- ------------ -------
Total 691 $ 95,836,683 100.00%
--- ------------ -------
(1) Based upon representation of the related Mortgagors at the time of origination.
</TABLE>
LOAN GROUP 2
<TABLE>
<CAPTION> Mortgage Rates (1)
- ----------------------------------------------------------------------------------------------
Aggregate
Mortgage Number of Principal Percent of
Rates Mortgage Balance Mortgage
(%) Loans Outstanding Pool
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
6.875 2 $ 420,959 2.25%
7.000 3 770,043 4.12
7.020 1 281,900 1.51
7.125 2 505,764 2.71
7.250 13 2,915,142 15.60
7.375 14 3,417,808 18.27
7.500 13 2,291,069 12.26
7.625 8 1,820,992 9.74
7.750 12 2,125,998 11.37
7.875 6 1,233,653 6.60
8.000 4 652,534 3.49
8.125 2 319,423 1.71
8.250 1 88,729 0.47
8.375 2 156,561 0.84
8.625 1 62,094 0.33
8.875 4 472,225 2.53
9.000 3 181,020 0.97
9.125 2 280,086 1.50
9.250 4 474,443 2.54
9.375 3 158,718 0.85
9.750 1 63,617 0.34
------ --- ------------ -------
Total 101 $ 18,692,778 100.00%
------ --- ------------- -------
------ --- ------------- -------
</TABLE>
(1) As of the Reference Date, the weighted average Mortgage Rate of the
Mortgage Loans is expected to be approximately 7.636% per annum.
<TABLE>
<CAPTION> Current Mortgage Loan Principal Balances (1)
- ----------------------------------------------------------------------------------------------
Aggregate
Range of Current Number of Principal Percent of
Mortgage Loan Mortgage Balance Mortgage
Principal Balances Loans Outstanding Pool
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$0 -- $ 50,000 8 $ 294,185 1.57%
$50,001 -- $100,000 15 1,099,024 5.88
$100,001 -- $150,000 17 2,110,781 11.29
$150,001 -- $200,000 9 1,531,088 8.19
$200,001 -- $250,000 23 5,041,402 26.97
$250,001 -- $300,000 18 4,887,633 26.15
$300,001 -- $350,000 8 2,506,031 13.41
$350,001 -- $400,000 2 774,160 4.14
$400,001 -- $450,000 1 448,474 2.40
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
(1) As of Reference Date, the average current Mortgage Loan
principal balance is expected to be approximately $185,077.
</TABLE>
<TABLE>
<CAPTION> Original Terms to Maturity (1)
- ----------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Original Term to Mortgage Balance Mortgage
Maturity (Months) Loans Outstanding Pool
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
240 101 $ 18,692,778 100.00%
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
(1) As of the Reference Date, the weighted average remaining term
to maturity of the Mortgage Loans is expected to be
approximately 212 months.
</TABLE>
<TABLE>
<CAPTION> Original Loan-to-Value Ratio (1)
- -----------------------------------------------------------------------------------------------------
Aggregate
Original Number of Principal Percent of
Loan-to-Value Mortgage Balance Mortgage
Ratios (%) Loans Outstanding Pool
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
60.00 and Below 22 $ 3,552,719 19.01%
60.01 -- 65.00 8 943,568 5.05
65.01 -- 70.00 16 2,906,875 15.55
70.01 -- 75.00 17 3,222,329 17.24
75.01 -- 80.00 34 6,893,127 36.87
80.01 -- 85.00 1 295,862 1.58
85.01 -- 90.00 3 878,298 4.70
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
(1) The weighted average original Loan-to-Value Ratio of the Mortgage
Loans is expected to be approximately 70.67%.
</TABLE>
<TABLE>
<CAPTION> Documentation for Mortgage Loans
- -----------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Type of Mortgage Balance Mortgage
Program Loans Outstanding Pool
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Full 49 $ 10,497,560 56.16
Alternative 10 2,149,294 11.50
Reduced 42 6,045,924 32.34
--- ------------ ------
Total 101 $ 18,692,778 100.00
--- ------------ ------
--- ------------ ------
</TABLE>
<TABLE>
<CAPTION> State Distributions of Mortgaged Properties (1)
- --------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Mortgage Balance Mortgage
State Loans Outstanding Pool
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
California 44 $ 9,336,665 49.96%
Florida 4 490,970 2.63
Illinois 2 434,416 2.32
Maryland 3 588,276 3.15
Michigan 2 553,993 2.96
New Jersey 6 1,251,248 6.69
New York 19 3,496,450 18.70
Washington 3 470,551 2.52
Other(1) 18 2,070,209 11.07
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
(1) Other includes 9 other states, and the District of Columbia, with under
2% concentration individually. No more than approximately 2.43% of the
Mortgage Loans will be secured by Mortgaged Properties located in
any one postal zip code area.
</TABLE>
<TABLE>
<CAPTION> Type of Mortgaged Properties
- --------------------------------------------------------------------------------------------------
Aggregate
Number of Principal Percent of
Mortgage Balance Mortgage
Property Type Loans Outstanding Pool
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Single Family 86 $ 16,351,385 87.47%
Planned Unit
Development (PUD) 10 1,394,352 7.46
Low Rise Condominium 2 358,761 1.92
2-4 Units 3 588,280 3.15
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
</TABLE>
<TABLE>
<CAPTION> Purpose of Mortgage Loans
- --------------------------------------------------------------------------------------------------
Number of Aggregate Principal Percent of
Mortgage Balance Mortgage
Loan Purpose Loans Outstanding Pool
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Purchase 14 $ 2,458,428 13.15%
Refinance (Rate or Term) 54 10,929,374 58.47
Refinance (Cash-Out) 33 5,304,976 28.38
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
--- ------------ ------
</TABLE>
<TABLE>
<CAPTION> Occupancy Types (1)
- --------------------------------------------------------------------------------------------------
Aggregate
Principal Percent of
Number of Balance Mortgage
Occupancy Type Mortgage Loans Outstanding Pool
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Primary Home 86 $ 17,652,884 94.44%
Second Home 2 249,496 1.33
Investor 13 790,398 4.23
--- ------------ ------
Total 101 $ 18,692,778 100.00%
--- ------------ ------
(1) Based upon representation of the related Mortgagors at the time of origination.
</TABLE>
EXHIBIT 2
Most Recent Statement to Certificateholders
THE BANK OF NEW YORK
CORPORATE TRUST AND AGENCY SERVICES
101 BARCLAY STREET
NEW YORK, NEW YORK 10286
CWMBS, INC.
MORTGAGE PASS-THROUGH CERTIFICATES
SERIES 1994-Q
Statement to Certificateholders Prepared Pursuant to Section 4.04 of the
Pooling and Servicing Agreement Dated as of September 1, 1994
CUSIP # 126690
Distribution Date: 07/25/96
<TABLE>
<CAPTION> SINGLE TOTAL
4.04(i) Reduction of the Stated Amount of Certificates CERTIFICATE AMOUNT
<S> <C> <C> <C>
Class A-1 Certificates 5A0 $0.00000000 $0.00
Class A-2 Certificates 5B8 $32.94324000 $65,886.48
Class A-3 Certificates 5C6 $34.21997327 $460,908.82
Class A-4 Certificates 5D4 $0.00000000 $0.00
Class A-5 Certificates 5E2 $0.00000000 $0.00
Class A-6 Certificates 5F9 $0.00000000 $0.00
Class A-7 Certificates 5G7 $0.00000000 $0.00
Class A-8 Certificates 5H5 $0.00000000 $0.00
Class A-9 Certificates 5J1 $15.71667188 $532,213.66
Class A-9-A Certificates $32.94323562 $240,485.62
Class A-9-B Certificates $10.98249558 $291,728.03
Class A-10 Certificates 5K8 $193.00836804 $650,836.18
Class A-11 Certificates 5M4 $2.21969844 $40,627.37
Class A-R Certificates 5P7 $0.00000000 $0.00
Class PO-1 Certificates 5L6 $16.15105105 $44,425.39
Class PO-2 Certificates 5N2 $2.24583650 $2,298.65
Class B-1 Certificates 5Q5 $3.25612413 $12,256.16
Class B-2 Certificates 5R3 $3.25612413 $4,485.31
Class B-3 Certificates 5S1 $3.25612413 $2,678.63
Class B-4 Certificates 5T9 $3.25612413 $1,562.54
Class B-5 Certificates 5U6 $3.25612413 $446.44
Class B-6 Certificates 5V4 $3.25612413 $2,008.98
Total $1,820,634.61
Aggregate amount of any Principal Prepayments
Loan Group I 1,414,598.11
Loan Group II 1,845.22
SINGLE TOTAL
4.04(ii) Amounts distributed representing interest CERTIFICATE AMOUNT
Class A-1 Certificates. $0.00000000 $0.00
Class A-2 Certificates $3.00976500 $6,019.53
Class A-3 Certificates $4.06746084 $54,784.63
Class A-4 Certificates $6.25000000 $12,500.00
Class A-5 Certificates $6.25000000 $78,750.00
Class A-6 Certificates $6.25000000 $129,137.50
Class A-7 Certificates $6.25000000 $31,106.25
Class A-8 Certificates $6.25000000 $77,118.75
Class A-9 Certificates $4.85759561 $164,492.76
Class A-9-A Certificates $3.00976575 $21,971.29
Class A-9-B Certificates $5.36541317 $142,521.47
Class A-10 Certificates $1.58741743 $5,352.87
Class A-11 Certificates $5.72610315 $104,805.45
Class A-R Certificates $0.00000000 $0.00
Class PO-1 Certificates $0.00000000 N/A
Class PO-2 Certificates $0.00000000 N/A
Class B-1 Certificates $5.85868934 $22,052.30
Class B-2 Certificates $5.85868603 $8,070.34
Class B-3 Certificates $5.85868753 $4,819.62
Class B-4 Certificates $5.85868879 $2,811.45
Class B-5 Certificates $5.85870889 $803.27
Class B-6 Certificates $5.85868547 $3,614.72
Amount 706,239.44
4.04(iii) Amount of shortfall which is less than the full amount that would be distributed :
Principal 0.00
Interest 0.00
SINGLE TOTAL
4.04(iv) Stated Amount of Certificates after this CERTIFICATE AMOUNT
Distribution
Class A-1 Certificates. $0.00000000 $0.00
Class A-2 Certificates $448.61925000 $897,238.50
Class A-3 Certificates $616.57375826 $8,304,631.95
Class A-4 Certificates $1,000.00000000 $2,000,000.00
Class A-5 Certificates $1,000.00000000 $12,600,000.00
Class A-6 Certificates $1,000.00000000 $20,662,000.00
Class A-7 Certificates $1,000.00000000 $4,977,000.00
Class A-8 Certificates $1,000.00000000 $12,339,000.00
Class A-9 Certificates $761.49860865 $25,786,627.38
Class A-9-A Certificates $448.61925479 $3,274,920.56
Class A-9-B Certificates $847.48359899 $22,511,706.84
Class A-10 Certificates $60.97834523 $205,622.76
Class A-11 Certificates $913.95677501 $16,728,244.08
Class A-R Certificates $0.00000000 $0.00
Class PO-1 Certificates $859.33616342 $2,363,706.49
Class PO-2 Certificates $919.72575714 $941,354.19
Class B-1 Certificates $934.13420688 $3,516,111.98
Class B-2 Certificates $934.13420688 $1,286,769.87
Class B-3 Certificates $934.13420688 $768,460.83
Class B-4 Certificates $934.13420688 $448,269.52
Class B-5 Certificates $934.13420688 $128,076.34
Class B-6 Certificates $934.13420688 $576,346.63
Total Amount 114,529,460.53
4.04(v) The Pool Stated Principal Balance for the following Distribution Date:
Loan Group I 95,836,682.90
Loan Group II 18,692,777.63
Total 114,529,460.53
4.04(vi) Senior Percentage for the current Distribution Date
Loan Group I 93.9898270465%
Loan Group II 94.2366496195%
Subordinated Percentage for the current Distribution Date
Loan Group I 6.0101729535%
Loan Group II 5.7633503805%
4.04(vii) Amount of the Master Servicing Fees paid to or retained by the Master 36,436.24
Servicer with respect to such Distribution Date
4.04(viii) Pass-Through Rate for each such Class of
Certificates
Class A-1 Certificates. 7.50000%
Class A-2 Certificates 7.50000%
Class A-3 Certificates 7.50000%
Class A-4 Certificates 7.50000%
Class A-5 Certificates 7.50000%
Class A-6 Certificates 7.50000%
Class A-7 Certificates 7.50000%
Class A-8 Certificates 7.50000%
Class A-9 Certificates 7.50000%
Class A-9-A Certificates 7.50000%
Class A-9-B Certificates 7.50000%
Class A-10 Certificates 7.50000%
Class A-11 Certificates 7.50000%
Class A-R Certificates 7.50000%
Class PO-1 Certificates N/A
Class PO-2 Certificates N/A
Class B-1 Certificates 7.50000%
Class B-2 Certificates 7.50000%
Class B-3 Certificates 7.50000%
Class B-4 Certificates 7.50000%
Class B-5 Certificates 7.50000%
Class B-6 Certificates 7.50000%
4.04(ix) Amount of Advances included in the distribution on such Distribution Date 35,509.17
Aggregate amount of Advances outstanding as of the close of business
on such Distribution Date 46,548.11
</TABLE>
<TABLE>
<CAPTION>
4.04(x) The number and aggregate principal amounts of Mortgage Loans
delinquent
<S> <C> <C>
30 to 59 days 19 2,855,273.10
60 to 90 days 1 86,395.54
91 or more 2 484,065.77
The number and aggregate principal amounts of Mortgage Loans in
foreclosure
In foreclosure 0 0.00
Bankruptcy 0 0.00
4.04(xi) Loan number and Stated Principal Balance of any
Mortgage loan that became an
REO Property during the preceding calendar month 0 0.00
4.04(xii) Total number and principal balance of any REO
Properties as of the close of business on the
Determination Date preceding such Distribution Date 0 0.00
4.04(xiii) Senior Prepayment Percentage Loan Group I 100.0000000000%
Senior Prepayment Percentage Loan Group II 100.0000000000%
4.04(xiv) Aggregate amount of Realized Losses Loan Group I $0.00
Aggregate amount of Realized Losses through Distribution
Date Group I $0.00
Aggregate amount of Realized Losses Loan Group II $0.00
Aggregate amount of Realized Losses through Distribution
Date Group II $0.00
4.04(xv) Special Hazard Loss Coverage Amount Loan Group I $899,004.32
Fraud Loss Coverage Amount Loan Group I $2,742,151.00
Bankruptcy Loss Coverage Amount Loan Group I $100,000.00
</TABLE>