Rule 424(b)(5)
File no. 333-08389
SUPPLEMENT
TO PROSPECTUS SUPPLEMENT DATED July 25, 1994
(To Prospectus dated June 24, 1994)
CWMBS, INC.
Depositor
INDEPENDENT NATIONAL MORTGAGE CORPORATION
Seller and Master Servicer
MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 1994-O
--------------------
This Supplement relates to the offering by the Seller of the Class B-3
Certificates of the Series referenced above. This Supplement does not
contain complete information about the offering of the Class B-3
Certificates. Additional information is contained in the Prospectus
Supplement dated July 25, 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 January 27, 1997 (the "Certificate Date"), the Class Certificate
Balance of the Class B-3 Certificates was approximately $2,907,892.31.
THE CLASS B-3 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 B-3 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 B-3 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 B-3 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 B-3
Certificates are expected to be approximately 92.921875% of the aggregate
principal balance of the Class B-3 Certificates as of the Certificate Date,
before deducting sale expenses payable by the Seller.
The Class B-3 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 B-3 Certificates will be delivered at the offices of the
Underwriter in New York, New York, on or about January 31, 1997.
DONALDSON, LUFKIN & JENRETTE
SECURITIES CORPORATION
JANUARY 31, 1997
UNTIL NINETY DAYS AFTER THE DATE OF THIS SUPPLEMENT, ALL DEALERS
EFFECTING TRANSACTIONS IN THE CLASS B-3 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 January 1, 1997 (the "Reference Date"), the Mortgage Pool included
approximately 842 Mortgage Loans having an aggregate Stated Principal Balance
of approximately $162,781,318.
The following table summarizes the delinquency and foreclosure
experience of the Mortgage Loans as of the Reference Date.
<TABLE>
<CAPTION>
AS OF
JANUARY 1, 1997
---------------
<S> <C>
Total Number of Mortgage Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 842
Delinquent Mortgage Loans and Pending Foreclosures at Period End (1)
30-59 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.90%
60-90 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.48%
91 days or more (excluding pending foreclosures) . . . . . . . . . . . . . . . . . . . . . . . 0.36%
-----
Total Delinquencies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.73%
=====
Foreclosures Pending . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.43%
-----
Total Delinquencies and foreclosures pending . . . . . . . . . . . . . . . . . . . . . . . . . . . 4.16%
=====
</TABLE>
______________
(1) As a percentage of the total number of Mortgage Loans as of the
Reference Date.
Nine Mortgage Loans have been converted to REO as of the Reference Date
and, as of the Reference Date, there have been Realized Losses in the amount
of approximately $372,636.68.
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
December 31, 1996 on approximately $6.8 billion, $9.4 billion and $10.7
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, December 31,
---------------------- ------------
1994 1995 1996
---------- --------- ------------
<S> <C> <C> <C>
Total Number of Conventional Mortgage Loans in Portfolio 30,803 53,101 68,209
Delinquent Mortgage Loans and Pending Foreclosures at
Period End(1):
30-59 days . . . . . . . . .. . . . . . . . . . . . . . . 0.83% 2.30% 2.39%
60-89 days . . . . . . .. . . . . . . . . . . . . . . . . 0.13 0.42 0.52
90 days or more (excluding pending foreclosures). . . . . . . . 0.09 0.38 0.81
---- ---- ----
Total Delinquencies . . . . . . . . . . . . . . . . . . . . 1.05% 3.10% 3.92%
===== ===== =====
Foreclosures pending . . . . . . . . . . . . . . . . . . . . . 0.07 0.30 0.65
---- ---- ----
Total delinquencies and foreclosures pending .. . . . . . . . 1.12% 3.40% 4.37%
===== ===== =====
</TABLE>
______________
(1) As a percentage of the total number of loans master serviced.
DESCRIPTION OF THE CLASS B-3 CERTIFICATES
The Class B-3 Certificates are Subordinated Certificates. To the extent
funds are available therefor, the Class B-3 Certificates will be entitled to
receive interest in the amount of the Interest Distribution Amount for such
Class as described in the Prospectus Supplement under "Description of the
Certificates -- Interest". The Class B-3 Certificates are allocated amounts
received in respect of principal on the Mortgage Loans based on the
Subordinated Principal Distribution Amount as described in the Prospectus
Supplement under "Description of the Certificates -- Principal --
Subordinated Principal Distribution Amount". Distributions of principal of
the Subordinated Certificates will be made sequentially to the Classes of
Subordinated Certificates in the order of their numerical Class designations,
beginning with the Class B-1 Certificates, until the respective Class
Certificate Balances thereof have been reduced to zero. Realized Losses will
be allocated to the Class B-3 Certificates as described in the Prospectus
Supplement under "Description of the Certificates -- Allocation of Losses".
Additional information relating to distributions of certain unscheduled
payments in respect of principal (including, but not limited to, partial
principal prepayments and principal prepayments in full) are set forth in the
Prospectus Supplement under "Description of the Certificates -- Principal".
As of the Certificate Date, the Class Certificate Balance of the Class
B-3 Certificates was approximately $2,907,892.31, evidencing a beneficial
ownership interest of approximately 1.79% in the Trust Fund. As of the
Certificate Date, the Senior Certificates had an aggregate principal balance
of approximately $122,441,376.30 and evidenced in the aggregate a beneficial
ownership interest of approximately 75.22% in the Trust Fund. As of the
Certificate Date, the Class B-1, Class B-2, Class B-4, Class B-5 and Class B-
6 Certificates had aggregate principal balances of $28,594,274.29,
$4,361,838.45, $1,453,946.15, $484,648.72 and $2,537,342.46, respectively,
and evidenced in the aggregate a beneficial ownership interest of
approximately 17.57%, 2.68%, 0.89%, 0.30% and 1.56%, respectively, in the
Trust Fund. The Class B-4, Class B-5 and Class B-6 Certificates are the only
Certificates supporting the Class B-3 Certificates. For additional
information with respect to the Class B-3 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 --
Decrement Table" has been prepared on the basis of the following assumed
characteristics of the Mortgage Loans and the following additional
assumptions (collectively, the "Revised Structuring Assumptions"): (i) the
Mortgage Pool consists of two 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)
- ----------------- ------------- ------------- -------------- ----------- -----------
<C> <C> <C> <C> <C> <C>
$136,482,977.54 8.9800584143% 8.6015418917% 360 33 327
$ 26,298,340.40 7.7498917007% 7.3726189074% 360 35 325
</TABLE>
(ii) the 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 Mortgage Loans are experienced on or after the Reference Date,
(iv) scheduled payments on the 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 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 Mortgage Loan has been
calculated based on the Revised Structuring Assumptions as set forth in
clause (i) above such that each Mortgage Loan will amortize in amounts
sufficient to repay the principal balance of such 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 B-3 Certificates is January 31, 1997, (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 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 Mortgage Loans
as of the Reference Date and characteristics of the Mortgage Loans assumed in
preparing the table 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,
235% SPA assumes prepayment rates will be 0.47% per annum in month one, 0.94%
per annum in month two, and increasing by 0.47% in each succeeding month
until reaching a rate of 14.10% per annum in month 30 and remaining constant
at 14.10% 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
DECREMENT TABLE
The following table indicates the percentage of the Certificate Date
Principal Balance of the Class B-3 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 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 B-3 CERTIFICATE BALANCE OUTSTANDING/*/
<TABLE>
<CAPTION>
Distribution Date SPA Prepayment Assumption
- ----------------- -------------------------
0% 125% 235% 350% 500% 650%
-- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Certificate Date . . . . . . . . . . 100% 100% 100% 100% 100% 100%
January 1998 . . . . . . . . . . . . 99% 99% 99% 99% 99% 99%
January 1999 . . . . . . . . . . . . 98% 98% 98% 98% 98% 98%
January 2000 . . . . . . . . . . . . 97% 96% 95% 94% 92% 88%
January 2001 . . . . . . . . . . . . 96% 92% 89% 85% 80% 53%
January 2002 . . . . . . . . . . . . 94% 87% 81% 75% 63% 32%
January 2003 . . . . . . . . . . . . 93% 81% 72% 62% 44% 19%
January 2004 . . . . . . . . . . . . 91% 75% 62% 50% 30% 11%
January 2005 . . . . . . . . . . . . 90% 68% 52% 38% 21% 7%
January 2006 . . . . . . . . . . . . 88% 61% 44% 30% 14% 4%
January 2007 . . . . . . . . . . . . 86% 55% 37% 23% 10% 2%
January 2008 . . . . . . . . . . . . 84% 50% 31% 18% 7% 1%
January 2009 . . . . . . . . . . . . 81% 45% 26% 14% 4% 1%
January 2010 . . . . . . . . . . . . 78% 40% 21% 10% 3% 1%
January 2011 . . . . . . . . . . . . 76% 36% 18% 8% 2% 0%
January 2012 . . . . . . . . . . . . 72% 32% 14% 6% 1% 0%
January 2013 . . . . . . . . . . . . 69% 28% 12% 4% 1% 0%
January 2014 . . . . . . . . . . . . 65% 24% 10% 3% 1% 0%
January 2015 . . . . . . . . . . . . 61% 21% 8% 2% 0% 0%
January 2016 . . . . . . . . . . . . 57% 18% 6% 2% 0% 0%
January 2017 . . . . . . . . . . . . 52% 15% 5% 1% 0% 0%
January 2018 . . . . . . . . . . . . 46% 13% 4% 1% 0% 0%
January 2019 . . . . . . . . . . . . 40% 10% 3% 1% 0% 0%
January 2020 . . . . . . . . . . . . 34% 8% 2% 0% 0% 0%
January 2021 . . . . . . . . . . . . 27% 6% 1% 0% 0% 0%
January 2022 . . . . . . . . . . . . 20% 4% 1% 0% 0% 0%
January 2023 . . . . . . . . . . . . 11% 2% 0% 0% 0% 0%
January 2024 . . . . . . . . . . . . 2% 0% 0% 0% 0% 0%
January 2025 . . . . . . . . . . . . 0% 0% 0% 0% 0% 0%
_____ _____ _____ _____ _____ _____
Weighted Average Life (years)** . . . 18.6 12.2 9.4 7.8 6.2 4.7
===== ===== ===== ===== ===== =====
</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 $1,643,258, $100,000 and $3,959,980, respectively.
CERTAIN FEDERAL INCOME TAX CONSEQUENCES
Prospective purchasers of the Class B-3 Certificates should consider
carefully the income tax consequences of an investment in the Class B-3
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 B-3 Certificates should consider
carefully the ERISA consequences of an investment in the Class B-3
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 B-3 Certificates originally did not qualify for purposes of the
Exemption, PTCE 83-1, or any other issued exemption under ERISA.
RATINGS
The Class B-3 Certificates are currently rated "BBB" by Fitch Investors
Service, L.P. See "Ratings" in the Prospectus Supplement.
USE OF PROCEEDS
The Seller intends to use the net proceeds from the sale of the Class B-
3 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 B-3 Certificates. Distribution of the Class B-3 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 B-3 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 B-3
Certificates, but has no obligation to do so. There can be no assurance that
a secondary market for the Class B-3 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
<TABLE>
<CAPTION>
Mortgage Rates (1) Current Mortgage Loan Principal Balances (1)
Number of Aggregate Percent of Range of Number of Aggregate Percent of
Mortgage Principal Balance Mortgage Current Mortgage Loan Mortgage Principal Balance Mortgage
Mortgage Rates (%) Loans Outstanding Pool Principal Balance Loans Outstanding Pool
<S> <C> <C> <C> <C> <C> <C> <C>
6.875 1 $ 235,937 0.14 % $0 - $50,000 40 $ 1,742,815 1.07 %
7.000 3 1,086,938 0.67 $50,001 - $100,000 178 13,765,872 8.46
7.125 4 1,672,091 1.03 $100,001 - $150,000 173 21,277,794 13.07
7.250 7 1,750,236 1.08 $150,001 - $200,000 105 18,074,411 11.10
7.375 9 2,916,262 1.79 $200,001 - $250,000 129 29,146,144 17.91
7.500 14 3,693,568 2.27 $250,001 - $300,000 83 22,794,451 14.00
7.625 4 761,967 0.47 $300,001 - $350,000 49 15,749,743 9.68
7.750 3 623,728 0.38 $350,001 - $400,000 26 9,634,957 5.92
7.875 4 1,460,164 0.90 $400,001 - $450,000 15 6,404,730 3.93
8.000 12 2,934,383 1.80 $450,001 - $500,000 13 6,154,046 3.78
8.125 15 3,156,383 1.94 $500,001 - $550,000 9 4,703,008 2.89
8.155 1 546,219 0.34 $550,001 - $600,000 12 6,838,478 4.20
8.250 21 5,460,465 3.35 $600,001 - $650,000 6 3,688,848 2.27
8.280 1 572,436 0.35 $650,001 - $700,000 2 1,371,573 0.84
8.375 35 8,429,524 5.18 $700,001 - $750,000 2 1,434,446 0.88
8.445 1 576,223 0.35
8.500 44 11,073,188 6.80 Total 842 $ 162,781,318 100.00 %
8.595 1 250,316 0.15
8.625 52 13,385,713 8.22 (1) As of the Reference Date, the average current Mortgage
8.750 69 17,599,161 10.81 Loan principal balance is expected to be $193,327.
8.875 96 20,966,186 12.89
9.000 67 10,923,178 6.71
9.125 75 12,058,222 7.41 Original Term to Maturity (1)
9.250 93 12,796,437 7.86
9.375 66 9,324,754 5.73 Number of Aggregate Percent of
9.500 60 7,968,672 4.90 Original Term to Mortgage Principal Balance Mortgage
9.625 27 2,657,636 1.63 Maturity (Months) Loans Outstanding Pool
9.750 25 3,607,310 2.22
9.875 17 1,933,138 1.19 360 842 $ 162,781,318 100.00 %
10.000 5 656,030 0.40
10.125 6 850,542 0.52 Total 842 $ 162,781,318 100.00 %
10.250 2 609,390 0.37
10.375 2 244,922 0.15 (1) As of the Reference Date, the weighted average remaining
term to maturity of the Mortgage Loans is expected to be
Total 842 $ 162,781,318 100.00 % approximately 327 months.
(1) As of the Reference Date, the weighted average Mortgage
Rate of the Mortgage Loans is expected to be approximately 8.781%.
</TABLE>
<TABLE>
<CAPTION>
Original Loan-to-Value Ratios (1) Documentation of Mortgage Loans
Original Number of Aggregate Percent of Number of Aggregate Percent of
Loan-to Value Mortgage Principal Balance Mortgage Mortgage Principal Balance Mortgage
Ratios (%) Loans Outstanding Pool Type of Program Loans Outstanding Pool
<S> <C> <C> <C> <C> <C> <C> <C>
60.00 and Below 101 $ 12,748,747 7.83 % Full/Alternative 386 $ 82,764,427 50.84 %
60.01 - 65.00 39 6,451,385 3.96 Reduced 365 67,546,304 41.50
65.01 - 70.00 91 14,492,449 8.90 No Ratio 91 12,470,587 7.66
70.01 - 75.00 96 15,165,401 9.32
75.01 - 80.00 230 37,721,678 23.17 Total 842 $ 162,781,318 100.00 %
80.01 - 85.00 9 3,348,145 2.06
85.01 - 90.00 38 8,117,585 4.99
90.01 - 95.00 75 20,166,279 12.39
95.01 - 100.00 163 44,569,649 27.38
Total 842 $ 162,781,318 100.00 %
(1) The weighted average original Loan-to Value Ratio of the Mortgage
Loans is expected to be approximately 82.56%.
</TABLE>
<TABLE>
<CAPTION>
State Distribution of Mortgage Properties (1) Type of Mortgaged Properties
Number of Aggregate Percent of Number of Aggregate Percent of
Mortgage Principal Balance Mortgage Mortgage Principal Balance Mortgage
State Loans Outstanding Pool Property Type Loans Outstanding Pool
<S> <C> <C> <C> <C> <C> <C> <C>
California 529 $ 119,053,828 73.13 % Single Family 640 $ 129,469,730 79.53 %
Florida 37 4,156,390 2.55 Low Rise Condominium 35 4,898,663 3.01
New Jersey 35 5,641,109 3.47 2-4 Units 69 9,634,974 5.92
New York 24 5,582,280 3.43 Planned Unit
Oregon 29 3,385,102 2.08 Developement (PUD) 96 18,654,038 11.46
Other (1) 188 24,962,609 15.34 High Rise Condominium 2 123,913 0.08
Total 842 $ 162,781,318 100.00 % Total 842 $ 162,781,318 100.00 %
(1) Other includes 26 other states, and the District of Columbia, with
under 2% concentration individually. No more than approximately
1.36% of the Mortgage Loans will be secured by Mortgaged Properties
located in any one postal zip code area.
</TABLE>
<TABLE>
<CAPTION>
Purpose of Mortgage Loans Occupancy Types (1)
Number of Aggregate Percent of Number of Aggregate Percent of
Mortgage Principal Balance Mortgage Mortgage Principal Balance Mortgage
Loan Purpose Loans Outstanding Pool Occupancy Type Loans Outstanding Pool
<S> <C> <C> <C> <C> <C> <C> <C>
Purchase 288 $47,638,249 29.27 % Primary Home 672 $ 145,653,361 89.48%
Refinance
(Rate or Term) 382 90,935,003 55.86 Second Home 11 1,370,285 0.84
Refinance
(Cash-out) 172 24,208,066 14.87 Investor 159 15,757,672 9.68
Total 842 $162,781,318 100.00 % Total 842 $162,781,318 100.00 %
(1) Based upon representation of the Mortgagors at the time of origination.
</TABLE>
EXHIBIT 2
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-O
STATEMENT TO CERTIFICATEHOLDERS PREPARED PURSUANT TO SECTION 4.04 OF THE
POOLING AND SERVICING AGREEMENT DATED AS OF JULY 1, 1994
CUSIP # 126690
Distribution Date: 01/27/97
<TABLE>
<CAPTION>
SINGLE TOTAL
4.04(i) Reduction of the Stated Amount of Certificates CERTIFICATE AMOUNT
<S> <C> <C> <C>
Class A-1 Certificates 2T2 $18.09755233 $533,606.33
Class A-2 Certificates 2U9 $12.69075196 $212,646.24
Class A-3 Certificates 2V7 $0.00000000 $0.00
Class A-4 Certificates 2W5 $0.00000000 $0.00
Class A-5 Certificates 2X3 $0.00000000 $0.00
Class A-6 Certificates 2Y1 $0.00000000 $0.00
Class A-7 Certificates 2Z8 $12.74662393 $126,918.13
Class A-8 Certificates 3A2 $0.00000000 $0.00
Class A-9 Certificates 3B0 $0.00000000 $0.00
Class A-10 Certificates 3C8 $34.48513052 $637,974.91
Class A-11 Certificates 3D6 $0.00 $0.00
Class PO Certificates 3E4 $1.02798536 $1,857.43
Class A-R Certificates 3F1 $0.00000000 $0.00
Class B-1 Certificates 3G9 $0.76482441 $22,336.70
Class B-2 Certificates 3H7 $0.76482440 $3,407.29
Class B-3 Certificates 3J3 $0.76482441 $2,271.53
Class B-4 Certificates $0.76482441 $1,135.76
Class B-5 Certificates $0.76482441 $378.59
Class B-6 Certificates $0.66733133 $1,982.07
Total $1,544,514.99
Aggregate Amount of any Principal Prepayments $1,415,931.55
</TABLE>
<TABLE>
<CAPTION>
4.04(ii) Amounts distributed representing interest SINGLE TOTAL
CERTIFICATE AMOUNT
<S> <C> <C>
Class A-1 Certificates. $4.02103103 $118,560.10
Class A-2 Certificates $5.46321915 $91,541.70
Class A-3 Certificates $6.66666667 $152,330.00
Class A-4 Certificates $5.83333333 $56,586.25
Class A-5 Certificates $7.08333333 $58,905.00
Class A-6 Certificates $4.16666482 $7,533.33
Class A-7 Certificates $4.77247062 $47,519.49
Class A-8 Certificates $6.56250242 $6,792.19
Class A-9 Certificates $6.56250000 $127,653.75
Class A-10 Certificates $1.63780649 $30,299.42
Class A-11 Certificates $6.25000000 $104,700.00
Class PO Certificates $0.00000000 N/A
Class A-R Certificates $6.56250000 $6.56
Class B-1 Certificates $6.43028625 $187,796.51
Class B-2 Certificates $6.43028732 $28,646.93
Class B-3 Certificates $6.43028620 $19,097.95
Class B-4 Certificates $6.43028956 $9,548.98
Class B-5 Certificates $6.43028283 $3,182.99
Class B-6 Certificates $5.61061099 $16,664.32
Amount $1,067,365.47
</TABLE>
<TABLE>
<CAPTION>
4.04(iii) Amount of shortfall which is less than the full amount that would be distributed:
<C> <C>
Principal 0.00
Interest 0.00
</TABLE>
<TABLE>
<CAPTION>
SINGLE TOTAL
4.04(iv) Stated Amount of Certificates after this Distribution CERTIFICATE AMOUNT
<S> <C> <C>
Class A-1 Certificates $594.63100623 $17,532,695.22
Class A-2 Certificates $715.73850113 $11,992,914.32
Class A-3 Certificates $1,000.00000000 $22,849,500.00
Class A-4 Certificates $1,000.00000000 $9,700,500.00
Class A-5 Certificates $1,000.00000000 $8,316,000.00
Class A-6 Certificates $1,000.00000000 $1,808,000.00
Class A-7 Certificates $714.48701864 $7,114,147.24
Class A-8 Certificates $1,000.00000000 $1,035,000.00
Class A-9 Certificates $1,000.00000000 $19,452,000.00
Class A-10 Certificates $227.56390443 $4,209,932.23
Class A-11 Certificates $1,000.00000000 $16,752,000.00
Class PO Certificates*** $928.50765629 $1,677,687.29
Class A-R Certificates $1,000.00000000 $1,000.00
Class B-1 Certificates $979.08831677 $28,594,274.29
Class B-2 Certificates $979.0883163 $4,361,838.45
Class B-3 Certificates $979.08831859 $2,907,892.31
Class B-4 Certificates $979.08831859 $1,453,946.15
Class B-5 Certificates $979.08832529 $484,648.72
Class B-6 Certificates $854.28277176 $2,537,342.46
Total Amount $162,781,318.69
</TABLE>
4.04(v) The Pool Stated Principal Balance
for the following Distribution Date: $162,781,317.94
4.04(vi) Senior Percentage for the following
Distribution Date 75.1783735270%%
Subordinated Percentage for the
following Distribution Date 24.8216264730%
4.04(vii) Amount of the Master Servicing Fees
paid to or retained by the Master Servicer
with respect to such Distribution Date $51,632.22
<TABLE>
<CAPTION>
4.04(viii) Pass-Through Rate for each such Class of Certificates
<S> <C>
Class A-1 Certificates. 7.87500%
Class A-2 Certificates 9.00000%
Class A-3 Certificates 8.00000%
Class A-4 Certificates 7.00000%
Class A-5 Certificates 8.50000%
Class A-6 Certificates 5.00000%
Class A-7 Certificates 7.87500%
Class A-8 Certificates 7.87500%
Class A-9 Certificates 7.87500%
Class A-10 Certificates 7.50000%
Class A-11 Certificates 7.50000%
Class PO Certificates N/A
Class A-R Certificates 7.87500%
Class B-1 Certificates 7.87500%
Class B-2 Certificates 7.87500%
Class B-3 Certificates 7.87500%
Class B-4 Certificates 7.87500%
Class B-5 Certificates 7.87500%
Class B-6 Certificates 7.87500%
</TABLE>
4.04(ix) Amount of Advances included in the distribution
on such Distribution Date $26,728.64
Aggregate amount of Advances outstanding as of
the close of business on such Distribution Date $43,911.13
<TABLE>
<CAPTION>
4.04(x) The number and aggregate principal amounts of Mortgage
Loans delinquent
<S> <C> <C>
30 to 59 days 16 $1,917,702.85
60 to 90 days 4 $599,944.27
91 or more 3 $716,699.90
</TABLE>
<TABLE>
<CAPTION>
The number and aggregate principal amounts of Mortgage Loans
in foreclosure
<S> <C> <C>
In foreclosure 12 $2,740,254.23
Bankruptcy
7 $940,957.71
</TABLE>
4.04(xi) Loan number and Stated Principal Balance of
any Mortgage Loan that became an REO
Property during the preceding calendar
month 0.00 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 9 $2,596,836.23
4.04(xiii) Senior Prepayment Percentage 100.0000000000%
4.04(xiv) Aggregate amount of Realized Losses
incurred during the preceding calendar
month 0.00
Aggregate amount of Realized Losses
through Distribution Date $372,636.68
4.04(xv) Special Hazard Loss Coverage Amount $1,643,258.33
Required Fraud Loss Coverage Amount $3,959,980.00
Bankruptcy Loss Coverage Amount $100,000.00
