As filed with the Securities and Exchange Commission on January 9, 2001
Registration No. 333-52088
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 1 to
FORM S-3
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
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RESIDENTIAL ASSET SECURITIES CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
51-0362653
(I.R.S. employer identification number)
Residential Asset Securities Corporation
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
(952) 832-7000
(Address, including zip code, and telephone number, including area code, of
registrant's principle executive offices)
William B. Acheson
Residential Asset Securities Corporation
8400 Normandale Lake Boulevard
Minneapolis, Minnesota 55437
(952) 832-7000
(Name, address, including zip code, and telephone number, including area code,
of agent for service) Copies to:
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Robert L. Schwartz, Esq.
GMAC Mortgage Group, Inc.
3031 West Grand Boulevard
Detroit, Michigan 48232
Steven S. Kudenholdt, Esq.
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Katharine I. Crost, Esq. Robert C. Wipperman Paul D. Tvetenstrand, Esq.
Orrick, Herrington & Sutcliffe LLP Stroock & Stroock & Lavan Thacher Proffitt & Wood
666 Fifth Avenue LLP Two World Trade Center
New York, New York 10103 180 Maiden Lane New York, New York 10048
New York, New York 10038
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Approximate date of commencement of proposed sale to the public: From
time to time after this Registration Statement becomes effective as determined
by market conditions.
If the only securities being registered on this Form are to be offered
pursuant to dividend or interest reinvestment plans, please check the following
box. |_|
If any of the securities being registered on this Form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities Act
of 1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. |X|
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act Registration Statement number of the earlier
effective Registration Statement for the same offering. |_|
If this Form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities Act
Registration Statement number of the earlier effective Registration Statement
for the same offering. |_|
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. |_|
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CALCULATION OF REGISTRATION FEE
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Proposed Maximum Proposed Maximum Amount of
Title of Securities to be Amount to be Aggregate Price Per Aggregate Offering Registration
Registered(1) Registered(2) Unit Price(3) Fee(4)
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Mortgage Asset-Backed and
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Manufactured Housing Contract $8,000,000,000 100% $8,000,000,000 $2,000,014
Pass-Through Certificates
(Issuable in Series)
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(1) This Registration Statement also relates to certain market making
transactions that may be made by Residential Funding Securities Corporation,
an affiliate of the Registrant.
(2) $717,210,780 aggregate principal amount of Mortgage Asset-Backed and
Manufactured Housing Contract Pass-Through Certificates registered by the
Registrant under Registration Statement No. 333-84939 on Form S-3 referred
to below and not previously sold are consolidated into this Registration
Statement pursuant to Rule 429. A registration fee in connection with such
unsold amount of Mortgage Asset-Backed and Manufactured Housing Contract
Pass-Through Certificates was previously paid under the foregoing
Registration Statement. Accordingly, the total amount registered under this
Registration Statement as so consolidated as of the date of this filing is
$8,717,210,780.
(3) Estimated solely for the purpose of calculating the registration fee.
(4) $264 of this amount was previously paid and was calculated using the $264
per $1,000,000 method. The additional registration fee of $1,999,750 is a
result of an increase in the amount to be registered by $7,999,000,000. The
additional fee was calculated using the $250 per $1,000,000 method.
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The Registrant hereby amends this Registration Statement on such date or
dates as may be necessary to delay its effective date until the Registrant shall
file a further amendment which specifically states that this Registration
Statement shall thereafter become effective in accordance with Section 8(a) of
the Securities Act of 1933, or until this Registration Statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
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Pursuant to Rule 429 of the General Rules and Regulations under the
Securities Act of 1933, the prospectus that is part of this Registration
Statement is a combined prospectus and includes all the information currently
required in a prospectus relating to the securities covered by Registration
Statement No. 333-84939 on Form S-3 previously filed by the Registrant. This
Registration Statement, which relates to $8,717,210,780 aggregate principal
amount of Mortgage Asset-Backed and Manufactured Housing Contract Pass-Through
Certificates, constitutes Post-Effective Amendment No. 1 to Registration
Statement No. 333-84939 on Form S-3.
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Explanatory Note
This Registration Statement includes (i) the basic prospectus relating
to Mortgage Asset-Backed and Manufactured Housing Contract Pass-Through
Certificates and (ii) an illustrative form of prospectus supplement for use in
an offering of Mortgage Asset-Backed and Manufactured Housing Contract
Pass-Through Certificates representing beneficial ownership interests in a trust
fund consisting primarily of mortgage loans.
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